CEO Agrees to Separately Provide Enhanced FWPP Disclosure
Board to Review FWPP Financing Arrangements
OKLAHOMA CITY, Apr 26, 2012 (BUSINESS WIRE) --Chesapeake Energy Corporation (NYSE:CHK) today announced that its Board
of Directors has determined that it does not intend to extend the
company's Founder Well Participation Program (FWPP) with its chief
executive officer, Aubrey K. McClendon, beyond its present 10-year term
ending December 31, 2015. The Board of Directors and Mr. McClendon have
committed to negotiate the early termination of the FWPP and the
amendment to Mr. McClendon's employment agreement necessary to
effectuate the early termination. The FWPP, which was approved by
shareholders for a 10-year term in 2005, in conjunction with Mr.
McClendon's employment agreement with the company, provides Mr.
McClendon a contractual right to participate and invest as a working
interest owner (with up to a 2.5% working interest) in new wells drilled
on the company's leasehold.
Following consultation with the company's Board of Directors, Mr.
McClendon will separately disclose supplemental information regarding
the interests he has acquired through the company's Founder Well
Participation Program as of December 31, 2011. The company also
announced the Board of Directors is reviewing the financing arrangements
between Mr. McClendon (and the entities through which he participates in
the FWPP) and any third party that has had or may have a relationship
with the company in any capacity.
Chesapeake also wishes to clarify a statement appearing in its April 18,
2012 press release captioned "Chesapeake Energy Corporation General
Counsel Henry J. Hood Issues Statement." The statement that "the Board
of Directors is fully aware of the existence of Mr. McClendon's
financing transactions" was intended to convey the fact that the Board
of Directors is generally aware that Mr. McClendon used interests
acquired through his participation in the FWPP as security in personal
financing transactions. The Board of Directors did not review, approve
or have knowledge of the specific transactions engaged in by Mr.
McClendon or the terms of those transactions.
Chesapeake Energy Corporation (NYSE:CHK) is the second-largest
producer of natural gas, a Top 15 producer of oil and natural gas
liquids and the most active driller of new wells in the U.S. Headquartered
in Oklahoma City, the company's operations are focused on discovering
and developing unconventional natural gas and oil fields onshore in the
U.S. Chesapeake owns leading positions in the Barnett,
Haynesville, Bossier, Marcellus and Pearsall natural gas shale plays and
in the Eagle Ford, Utica, Granite Wash, Cleveland, Tonkawa, Mississippi
Lime, Bone Spring, Avalon, Wolfcamp, Wolfberry and Niobrara
unconventional liquids plays. The company has also
vertically integrated its operations and owns substantial marketing,
midstream and oilfield services businesses directly and indirectly
through its subsidiaries Chesapeake Energy Marketing Inc., Chesapeake
Midstream Development, L.P. and Chesapeake Oilfield Services, L.L.C. and
its affiliate Chesapeake Midstream Partners, L.P. (NYSE:CHKM). Further
information is available at www.chk.com
where Chesapeake routinely posts announcements, updates, events,
investor information, presentations and news releases.
This news release includes "forward-looking statements" that give
Chesapeake's current expectations or forecasts of future events.
Although we believe the expectations and forecasts reflected in our
forward-looking statements are reasonable, we can give no assurance they
will prove to have been correct. They can be affected by inaccurate
assumptions or by known or unknown risks and uncertainties, and actual
results may differ from the expectation expressed. The Board of
Directors and Mr. McClendon may be unable to reach agreement on an early
termination of the FWPP and a related amendment of his employment
agreement. We caution you not to place undue reliance on
our forward-looking statements, which speak only as of the date of this
news release, and we undertake no obligation to update this information.
Additional Information and Where to Find It
The company has filed a preliminary proxy statement with the
Securities and Exchange Commission in connection with its 2012 annual
meeting of shareholders. The definitive proxy statement is not currently
available. INVESTORS ARE URGED TO READ THE PRELIMINARY PROXY STATEMENT
AND, WHEN IT BECOMES AVAILABLE, THE DEFINITIVE PROXY STATEMENT, BECAUSE
THESE DOCUMENTS CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION. You may
obtain the preliminary proxy statement, the definitive proxy statement
(when available) as well as other relevant documents, free of charge, at
the website maintained by the SEC at www.sec.gov.
Copies of the proxy statement and other filings made by the company with
the SEC can also be obtained, free of charge, at www.chk.com.
SOURCE: Chesapeake Energy Corporation
Chesapeake Energy Corporation
Jeffrey L. Mobley, CFA, 405-767-4763
J. Kilgallon, 405-935-4441
Michael Kehs, 405-935-2560