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EXPAND ENERGY Corp Annual Report (Amendment), Year Ended Jun 30, 1997

Filing Date
Filed October 31, 1997
Period End
June 30, 1997
In the record · 2016–202610-K1310-Q328-K189

EXE filed 13 annual reports (10-K), 32 quarterly reports (10-Q) and 189 current reports (8-K) between 2016 and 2026.

  1. Deal closed8-K · Oct ’18Oct ’18
  2. Bankruptcy8-K · Jun ’20Jun ’20
  3. Deal closed8-K · Mar ’22Mar ’22
  4. Material agreement8-K · Sep ’25Sep ’25

01—Abstract

Summary

Summary of the 10-K/A filed October 31, 1997. Cited figures are marked; the original filing is the authoritative source.

This document is Amendment No. 2 to the Form 10-K of Chesapeake Energy Corporation (NYSE; Oklahoma City) for the fiscal year ended June 30, 1997.

It covers only Part III (directors, executive compensation, security ownership, and related-party transactions) and Part IV exhibits. It contains no financial statements, so it cannot be used to assess revenue, earnings, reserves, or balance sheet strength. The filer is identified in the document as Chesapeake Energy Corporation, not Expand Energy, and the document itself does not state a filing date of October 31, 1997.

Its only dated references are the October 27, 1997 non-affiliate market value and the December 12, 1997 annual meeting. For investors, the main governance points are concentrated insider control and heavy related-party economics. Chairman and CEO Aubrey K.

McClendon and President and COO Tom L. Ward together hold roughly 27%a of common stock. Directors and executive officers as a group beneficially own about 42% of shares, including options exercisable within 60 days.

Both executives participate as working-interest owners in company wells under their employment agreements, and their accounts receivable were $3.6 millionb and $3.0 million at June 30, 1997. Director Shannon T. Self's law firm billed the company about $207,000 in fiscal 1997.

Late Form 4 filings by several officers are also disclosed. Compensation is modest by 1997 large-cap standards but includes substantial option grants and change-of-control protections. Each of McClendon and Ward received 463,000 options in fiscal 1997, and both have three-year employment agreements effective July 1, 1997, with a 36-month severance payment if a change of control is followed by termination or diminished duties within a year.

Market data show a $9.94c closing price at June 30, 1997 and 70.4 million shares outstanding, with about $424 million of non-affiliate market value as of October 27, 1997. Investors should read this amendment alongside the original 10-K for the financial results.

02—Key points

Key Highlights

  1. Document is a Part III-only amendment (10-K/A No. 2) for fiscal year ended June 30, 1997; it contains no financial statements.
  2. Insiders hold about 42% of common stock as a group; McClendon (~15%) and Ward (~16%) are the largest holders, with Ward's total including 841,500 exercisable options.
  3. Non-affiliate market value of $423.9 million on October 27, 1997; 70,429,017 common shares outstanding; June 30, 1997 closing price $9.94 on the NYSE.
  4. McClendon and Ward each received 463,000 stock options in fiscal 1997 and have three-year employment agreements from July 1, 1997, with base salaries of at least $300,000.
  5. Change-of-control terms provide 36 months of base salary severance for McClendon, Ward, and Rowland if terminated or demoted within one year after a change of control; the threshold is 35% voting power.
  6. Related-party exposure: McClendon and Ward participate in company wells, and their receivables were $3.55 million and $3.00 million at June 30, 1997; director Self's law firm billed about $207,000.
  7. Outstanding senior notes include 9.125% due 2006 (NYSE-listed), and 7.875% due 2004 and 8.5% due 2012 issued March 1997 under indentures listed as exhibits.

03—Questions

Frequently Asked Questions

  1. Does this filing include financial results such as revenue, net income, or reserves?

    No. This amendment only restates Part III items and exhibit lists. The financial statements and operating data are in the original 10-K for fiscal year ended June 30, 1997, which is not part of this document.

  2. How concentrated is insider ownership and control?

    Very concentrated. Directors and executive officers as a group hold about 42% of common stock (30.9 million shares, including exercisable options). McClendon and Ward each hold roughly 15-16%, and they serve as CEO and President, and sit on the compensation committee that administers the stock option plans.

  3. What related-party arrangements could affect investors?

    McClendon and Ward participate as working-interest owners in company wells on terms set by their employment agreements, with a cap of 2.5% per well and a required reset quarterly by disinterested directors. They owed $3.55 million and $3.00 million at June 30, 1997. The company also paid about $207,000 in fiscal 1997 legal fees to a firm in which director Shannon Self is a shareholder.

  4. What severance and change-of-control protections do executives have?

    McClendon, Ward, and Rowland receive continued salary and benefits for the remaining term if terminated without cause. If a change of control occurs and the executive is terminated or demoted within one year, or the agreement is not extended, they receive 36 months of base salary. A change of control includes acquiring 35% or more of voting power or a board majority replaced within two years of a tender offer or contested election.

04—Continue

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