Printer Friendly Version (pdf format)
OKLAHOMA CITY, June 20, 2005 /PRNewswire-FirstCall via COMTEX/ -- Chesapeake Energy
Corporation (NYSE: CHK) today announced it has received the consents necessary
to adopt certain proposed amendments to the indentures governing its
$245,407,000 aggregate principal amount outstanding of 8.125% Senior Notes due
2011 (CUSIP No. 165167AS6) (the "8.125% Notes") and its $300,000,000 aggregate
principal amount outstanding of 9.00% Senior Notes due 2012 (CUSIP No.
165167AX5) (the "9.00% Notes" and, together with the 8.125% Notes, the
"Notes"), pursuant to its previously announced cash tender offers and consent
solicitations for the Notes (each an "Offer" and together, the "Offers"). The
proposed amendments will eliminate substantially all of the restrictive
covenants of the indentures. Adoption of the proposed amendments requires the
consent of holders of at least a majority of the aggregate principal amount of
each of the outstanding Notes.
Holders who validly tendered their 8.125% Notes by 5:00 p.m., New York
City time, on June 20, 2005 (the "Consent Date"), and consented to the
proposed amendments will receive the total consideration of $1,070.75 per
$1,000.00 principal amount of Notes accepted for purchase, consisting of (i)
the purchase price of $1,050.75 and (ii) the consent payment of $20.00, plus
accrued interest up to, but not including, the date of acceptance. As of the
Consent Date, $237,824,423, or 96.9%, in aggregate principal amount of the
8.125% Notes had been tendered in the Offer. Acceptance of and payment for
such 8.125% Notes is expected to occur on June 21, 2005, subject to
satisfaction or waiver of certain conditions. Upon payment for such 8.125%
Notes, the amendments relating to the 8.125% Notes will become effective.
Holders who validly tendered their 9.00% Notes by 5:00 p.m., New York City
time, on June 20, 2005 (the "Consent Date"), and consented to the proposed
amendments will receive the total consideration of $1,138.13 per $1,000.00
principal amount of Notes accepted for purchase, consisting of (i) the
purchase price of $1,118.13 and (ii) the consent payment of $20.00, plus
accrued interest up to, but not including, the date of acceptance. As of the
Consent Date, $298,860,000, or 99.6%, in aggregate principal amount of the
9.00% Notes had been tendered in the Offer. Acceptance of and payment for
such 9.00% Notes is expected to occur on June 21, 2005, subject to
satisfaction or waiver of certain conditions. Upon payment for such 9.00%
Notes, the amendments relating to the 9.00% Notes will become effective.
An aggregate principal amount of $7,582,577 of 8.125% Notes and an
aggregate principal amount of $1,140,000 of 9.00% Notes remain outstanding and
subject to the Offer which is scheduled to expire at 5:00 p.m., New York City
time, on July 6, 2005, unless extended (the "Expiration Date"). Holders who
validly tender their 8.125% Notes after the Consent Date and prior to the
Expiration Date will receive the purchase price of $1,050.75 per $1,000.00
principal amount of 8.125% Notes accepted for purchase. Holders who validly
tender their 9.00% Notes after the Consent Date and prior to the Expiration
Date will receive the purchase price of $1,118.13 per $1,000.00 principal
amount of 9.00% Notes accepted for purchase. Payment for Notes tendered after
the Consent Date is expected to occur on or about July 7, 2005. All holders
whose Notes are accepted for payment will also receive accrued and unpaid
interest up to, but not including, the applicable date of payment for the
Notes.
The terms of the Offers are described in the Company's Offer to Purchase
and Consent Solicitation Statement dated June 7, 2005, copies of which may be
obtained from MacKenzie Partners, Inc., the information agent for the Offers,
at (800) 322-2885 (US toll free) and (212) 929-5500 (collect).
The Company has engaged Bear, Stearns & Co. Inc. and Wachovia Securities
to act as dealer managers and solicitation agents in connection with the
Offers. Questions regarding the Offers may be directed to Bear, Stearns & Co.
Inc., Global Liability Management Group, at (877) 696-2327 (toll-free) and
(212) 272-5112 (collect) or Wachovia Securities, Liability Management Group,
at (866) 309-6316 (toll-free) and (704) 715-8341 (collect).
This announcement is not an offer to purchase, a solicitation of an offer
to purchase or a solicitation of consent with respect to any securities. The
Offers are being made solely by the Offer to Purchase and Consent Solicitation
Statement dated June 7, 2005.
This document contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Forward-looking statements include estimates and give
our current expectations or forecasts of future events. Although we believe
our forward-looking statements are reasonable, they can be affected by
inaccurate assumptions or by known or unknown risks and uncertainties.
Chesapeake Energy Corporation is the third largest independent producer of
natural gas in the U.S. Headquartered in Oklahoma City, the company's
operations are focused on exploratory and developmental drilling and producing
property acquisitions in the Mid-Continent, Permian Basin, South Texas, Texas
Gulf Coast and Ark-La-Tex (including the Barnett Shale) regions of the United
States. The company's Internet address is http://www.chkenergy.com.
SOURCE Chesapeake Energy Corporation
Jeff Mobley, Vice President, Investor Relations and Research, +1-405-767-4763, Marc
Rowland, Executive Vice President and Chief Financial Officer, +1-405-879-9232