OKLAHOMA CITY, Sept. 27, 2016 /PRNewswire/ -- Chesapeake
Energy Corporation (NYSE: CHK) announced today the expiration and
final results of its offers to purchase for cash (the "Tender
Offers") up to $800,000,000 aggregate
purchase price (exclusive of accrued interest) (the "Aggregate
Maximum Purchase Amount") of the outstanding notes of Chesapeake
set forth in the table below (collectively, the "Notes"). As
of 11:59 p.m., New York City time, on September 26, 2016 (such date and time, the
"Expiration Date"), Chesapeake received valid tenders totaling
approximately $933.3 million
aggregate principal amount of the Notes.
The following table sets forth the approximate aggregate
principal amounts of each series of Notes that were tendered and
not withdrawn on or prior to the Expiration Date:
Series of
Notes
|
|
CUSIP Number/
ISIN
|
|
Aggregate
Principal Amount Outstanding Prior to Tender Offers
|
|
Approximate
Aggregate Principal Amount of Notes Tendered
|
|
Aggregate
Principal Amount Accepted on Early Settlement Date
|
|
Tender
Caps(1)
|
|
Acceptance
Priority Level
|
|
Total
Consideration(2) (3)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6.25%
Euro-denominated Senior Notes due 2017
|
|
XS0273933902
|
|
€302,108,000
|
|
€36,208,000
|
|
€35,958,000
|
|
$400,000,000
|
|
1
|
|
€1,000.00
|
6.5% Senior Notes due
2017
|
|
165167BS5
|
|
$315,126,000
|
|
$82,725,000
|
|
$82,374,000
|
|
|
1
|
|
$1,000.00
|
7.25% Senior Notes
due 2018
|
|
165167CC9
|
|
$531,138,000
|
|
$71,267,000
|
|
$70,968,000
|
|
|
1
|
|
$995.00
|
Floating Rate Senior
Notes due 2019
|
|
165167CM7
|
|
$948,501,000
|
|
$444,467,000
|
|
$444,322,000
|
|
$610,000,000
|
|
2
|
|
$915.00
|
6.625% Senior Notes
due 2020
|
|
165167CF2
|
|
$822,087,000
|
|
$17,530,000
|
|
$15,205,000
|
|
|
3
|
|
$845.00
|
6.875% Senior Notes
due 2020
|
|
165167BU0
165167BT3
USU16450AQ87
|
|
$302,163,000
|
|
$12,824,000
|
|
$11,116,000
|
|
|
3
|
|
$845.00
|
6.125% Senior Notes
due 2021
|
|
165167CG0
|
|
$584,346,000
|
|
$34,305,000
|
|
$29,998,000
|
|
|
3
|
|
$812.50
|
5.375% Senior Notes
due 2021
|
|
165167CK1
|
|
$276,171,000
|
|
$4,571,000
|
|
$3,907,000
|
|
|
3
|
|
$767.50
|
4.875% Senior Notes
due 2022
|
|
165167CN5
|
|
$607,188,000
|
|
$173,845,000
|
|
$154,133,000
|
|
|
3
|
|
$752.50
|
5.75% Senior Notes
due 2023
|
|
165167CL9
|
|
$384,390,000
|
|
$51,360,000
|
|
$45,538,000
|
|
|
3
|
|
$762.50
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
The
Short-Dated Tender Cap applies to the aggregate purchase price
(exclusive of accrued interest) of the 6.25% Euro-denominated
Senior Notes due 2017, the 6.5% Senior Notes due 2017 and the 7.25%
Senior Notes due 2018, collectively, and the New Long-Dated Tender
Cap applies to the aggregate purchase price (exclusive of accrued
interest) of the Floating Rate Senior Notes due 2019, the 6.625%
Senior Notes due 2020, the 6.875% Senior Notes due 2020, the 6.125%
Senior Notes due 2021, the 5.375% Senior Notes due 2021, the 4.875%
Senior Notes due 2022 and the 5.75% Senior Notes due 2023,
collectively. In addition, the 6.625% Senior Notes due 2020, the
6.875% Senior Notes due 2020, the 6.125% Senior Notes due 2021, the
5.375% Senior Notes due 2021, the 4.875% Senior Notes due 2022 and
the 5.75% Senior Notes due 2023, collectively, are subject to the
Priority 3 Tender Cap (as defined in the Offer to Purchase). For
purposes of determining the application of the Short-Dated Tender
Cap, the aggregate purchase price (exclusive of accrued interest)
to be paid in Euros for the 6.25% Euro-denominated Senior Notes due
2017 will be converted into U.S. dollars at an exchange ratio of
$1.1162 to €1.00 as of 5:00 p.m., New York City time, on August 12,
2016, as set forth by the Bloomberg EURUSD Spot Exchange
Rate.
|
|
(2)
Per €1,000 principal amount of 6.25% Euro-denominated Senior Notes
due 2017 and $1,000 principal amount of Notes (other than the 6.25%
Euro-denominated Senior Notes due 2017) validly tendered and
accepted for purchase in the applicable Tender Offer (exclusive of
any accrued interest, which will be paid in addition to the Tender
Offer Consideration or the Total Consideration, as applicable, to,
but not including, the applicable Settlement Date (each as defined
in the Offer to Purchase)). Subject to the $800,000,000 aggregate
maximum purchase amount, the Current Tender Caps and proration
described in the Offer to Purchase, notes validly tendered at or
prior to the Early Tender Date will be accepted for purchase before
any notes validly tendered after the Early Tender Date.
|
|
(3)
Includes the
applicable Early Tender Premium (as defined in the Offer to
Purchase).
|
Chesapeake accepted for purchase approximately $897.7 million aggregate principal amount of
Notes that were validly tendered and not validly withdrawn as of
5:00 p.m., New York City time, on August 25, 2016 (the "Early Tender Date") for an
aggregate consideration of approximately $800.0 million, excluding accrued and unpaid
interest. Because the aggregate purchase price (exclusive of
accrued interest) of Notes validly tendered at or prior to the
Early Tender Date exceeded the Aggregate Maximum Purchase Amount,
no Notes tendered after the Early Tender Date were accepted.
Goldman, Sachs & Co. acted as the dealer manager in the
Tender Offers. Global Bondholder Services Corporation served as
both the depositary and the information agent for the Tender
Offers. Persons with questions regarding the Tender Offers should
contact Goldman, Sachs & Co. at (toll-free) (800) 828-3182 or
(collect) (212) 902-6941.
From time to time after completion of the Tender Offers,
Chesapeake and its affiliates may purchase additional Notes in the
open market, in privately negotiated transactions, through
additional tender offers, exchange offers or otherwise, or
Chesapeake may redeem Notes that are able to be redeemed, pursuant
to their terms. Any future purchases, exchanges or redemptions may
be on the same terms or on terms that are more or less favorable to
holders of Notes than the terms of the Tender Offers. Any future
purchases, exchanges or redemptions by Chesapeake and its
affiliates will depend on various factors existing at that time.
There can be no assurance as to which, if any, of these
alternatives (or combinations thereof) Chesapeake and its
affiliates may choose to pursue in the future.
Headquartered in Oklahoma
City, Chesapeake Energy Corporation's (NYSE: CHK) operations
are focused on discovering and developing its large and
geographically diverse resource base of unconventional oil and
natural gas assets onshore in the United States. The company
also owns oil and natural gas marketing and natural gas gathering
and compression businesses.
INVESTOR
CONTACT:
|
MEDIA
CONTACT:
|
Brad
Sylvester,CFA
|
Gordon
Pennoyer
|
(405)
935-8870
|
(405)
935-8878
|
ir@chk.com
|
media@chk.com
|
To view the original version on PR Newswire,
visit:http://www.prnewswire.com/news-releases/chesapeake-energy-corporation-announces-final-results-of-cash-tender-offers-for-non-convertible-senior-notes-300334563.html
SOURCE Chesapeake Energy Corporation