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OKLAHOMA CITY--(BUSINESS WIRE)--May 10, 2007--Chesapeake Energy
Corporation (NYSE:CHK) today announced that it has priced its
previously announced offering of $1 billion aggregate principal amount
of contingent convertible senior notes due 2037. In addition,
Chesapeake has granted the underwriters a 13-day option to purchase up
to an additional $150 million of the convertible notes to cover
over-allotments. The notes will be convertible, under certain
circumstances, using a net share settlement process, into a
combination of cash and Chesapeake common stock at an initial base
conversion price of $51.585 (subject to adjustment in certain
circumstances), which is equivalent to an initial base conversion rate
of approximately 19.3855 common shares per $1,000 principal amount of
convertible notes. In addition, if at the time of conversion the
applicable price of Chesapeake's common stock exceeds the base
conversion price, holders will receive up to an additional 9.6927
shares of Chesapeake common stock per $1,000 principal amount of
notes, as determined pursuant to a specified formula. In general, upon
conversion of a note, the holder of such note will receive cash equal
to the principal amount of the note and Chesapeake common stock for
the note's conversion value in excess of such principal amount.
The convertible notes will bear interest at a rate of 2.50% per
annum and will also bear contingent interest, in certain
circumstances, for periods commencing with the six-month period ending
November 14, 2017. The convertible notes will mature on May 15, 2037
and may not be redeemed by Chesapeake prior to May 15, 2017, after
which they may be redeemed at 100% of the principal amount plus
accrued interest. Holders of the convertible notes may require
Chesapeake to repurchase some or all of the convertible notes on May
15, 2017, 2022, 2027 and 2032, or in the event of certain change of
control transactions, at 100% of the principal amount plus accrued
interest. The convertible notes will be senior unsecured obligations
of Chesapeake and will be guaranteed by substantially all of
Chesapeake's subsidiaries.
The offering is being made under an automatically effective shelf
registration statement filed with the Securities and Exchange
Commission on May 8, 2007 by means of a separate prospectus supplement
and a final term sheet.
The offering is expected to close on May 15, 2007, subject to
customary closing conditions. Chesapeake intends to use the net
proceeds from the offering to repay outstanding indebtedness under its
revolving credit facility.
Credit Suisse Securities (USA) LLC and UBS Securities LLC were
Joint Global Coordinators and Book-Running Managers for the offering.
Copies of the prospectus supplement and may be obtained from the
offices of Credit Suisse Securities (USA) LLC, Prospectus Department,
One Madison Avenue, New York, NY 10010, 1-800-221-1037 or UBS
Securities LLC, Prospectus Department, 299 Park Avenue, 29th Floor,
New York, NY 10071, 212-821-3000. An electronic copy of the prospectus
supplement will be available on the website of the Securities and
Exchange Commission at www.sec.gov.
Chesapeake Energy Corporation is the third-largest independent and
sixth-largest overall producer of natural gas in the U.S.
Headquartered in Oklahoma City, the company's operations are focused
on exploratory and developmental drilling and corporate and property
acquisitions in the Mid-Continent, Fort Worth Barnett Shale,
Fayetteville Shale, Permian Basin, Delaware Basin, South Texas, Texas
Gulf Coast, Ark-La-Tex and Appalachian Basin regions of the United
States.
CONTACT: Chesapeake Energy Corporation
JEFFREY L. MOBLEY, CFA, 405-767-4763
SENIOR VICE PRESIDENT -
INVESTOR RELATIONS AND RESEARCH
jmobley@chkenergy.com
or
MARC ROWLAND, 405-879-9232
EXECUTIVE VICE PRESIDENT
AND CHIEF FINANCIAL OFFICER
mrowland@chkenergy.com
SOURCE: Chesapeake Energy Corporation