Chesapeake Energy (CHK) Announces $500M Conv. Senior Notes Tender
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Chesapeake Energy Corporation (NYSE: CHK) announced that it has commenced cash tender offers (collectively, the "Tender Offers," and each offer to purchase a series of notes individually, a "Tender Offer") to purchase up to $500,000,000 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").
No more than $275,000,000 aggregate purchase price, exclusive of accrued interest (the "2038 Tender Cap"), of 2.25% Contingent Convertible Senior Notes due 2038 (the "2038 Notes") will be purchased in the Tender Offers. The terms and conditions of the Tender Offers are described in an Offer to Purchase dated August 15, 2016 (the "Offer to Purchase") and the related Letter of Transmittal.
The following table sets forth certain terms of the Tender Offers:
Series of Notes
Aggregate Principal Amount Outstanding
Tender Cap (1)
Acceptance Priority Level
2.5% Contingent Convertible Senior Notes due 2037
165167BZ9 / 165167CA3
2.25% Contingent Convertible Senior Notes due 2038
The 2038 Tender Cap applies to the aggregate purchase price (exclusive of Accrued Interest) of the 2038 Notes.
Per $1,000 principal amount of Notes validly tendered and accepted for purchase in the applicable Tender Offer (exclusive of any accrued interest, which will be paid in addition to the Total Consideration (as defined below) to, but not including, the Settlement Date (as defined below).
The Tender Offers will expire at 11:59 p.m., New York City time, on September 12, 2016 (such date and time with respect to a Tender Offer, as it may be extended for such Tender Offer, the "Expiration Date"). No tenders will be valid if submitted after the Expiration Date. Tendered Notes may be withdrawn from the Tender Offers at or prior to the Expiration Date.
Subject to the terms and conditions of the Tender Offers, the consideration for each $1,000 principal amount of Notes validly tendered (and not validly withdrawn) and accepted for purchase pursuant to the Tender Offers will be the total consideration for the applicable series of Notes as set forth in the table above (with respect to each series of Notes, the "Total Consideration"). In addition to the Total Consideration, all Holders of Notes accepted for purchase pursuant to the Tender Offers will, on the Settlement Date, also receive accrued and unpaid interest on those Notes from the last interest payment date with respect to those Notes to, but not including, the Settlement Date ("Accrued Interest").
CHESAPEAKE ENERGY CORPORATION
Brad Sylvester, CFA
6100 North Western Avenue
P.O. Box 18496
Oklahoma City, OK 73154
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