8-KOther EventsExhibits & Filings

EXPAND ENERGY Corp 8-K Report, Corporate Update (Dec 12, 2016)

Filed December 12, 2016For Securities:EXEEXEELEXEEWEXEEZ

Summary

Chesapeake Energy Corporation (the "Company") announced on December 12, 2016, a private placement of $1.0 billion in aggregate principal amount of 8.00% Senior Notes due 2025. These notes are being sold through Deutsche Bank Securities Inc. and are expected to close on December 20, 2016, with net proceeds of approximately $973.5 million after discounts and expenses. The primary use of these proceeds is to fund the Company's ongoing tender offers for various existing senior notes. If the tender offers are fully consummated and fully funded, any remaining proceeds will be allocated towards general corporate purposes, which may include further debt repurchases or repayment of other senior notes with near-term maturities. This transaction signals the Company's proactive approach to managing its debt profile and potentially restructuring its existing liabilities.

Key Highlights

  • 1Chesapeake Energy Corp. is issuing $1.0 billion in 8.00% Senior Notes due 2025 via a private placement.
  • 2Net proceeds are estimated to be approximately $973.5 million.
  • 3The primary use of funds is to finance tender offers for existing senior notes.
  • 4If tender offers are oversubscribed or not fully consummated, remaining proceeds will be used for general corporate purposes, including debt reduction.
  • 5The transaction is expected to close on December 20, 2016.
  • 6The notes are being offered pursuant to Rule 144A and Regulation S under the Securities Act.
  • 7Deutsche Bank Securities Inc. is acting as the representative for the initial purchasers.

Frequently Asked Questions

The primary purpose of this debt issuance is to raise capital to fund Chesapeake Energy Corporation's tender offers for a range of its existing senior notes that mature at various points in the future. This is a debt restructuring effort.

If the net proceeds from the new notes exceed the total consideration required for the tender offers, or if the tender offers are not consummated, Chesapeake Energy intends to use the remaining proceeds for general corporate purposes. This could include further debt repurchases or repayment of other senior notes that have approaching maturities.

The closing of the issuance of the 8.00% Senior Notes due 2025 is expected to occur on December 20, 2016.

No, these notes are being issued in a private placement conducted pursuant to Rule 144A and Regulation S under the Securities Act of 1933. This means they are being offered to a limited group of sophisticated investors, not the general public.