8-KMaterial AgreementsFinancial EventsExhibits & Filings

EXPAND ENERGY Corp 8-K Report, Material Agreement (Apr 5, 2019)

Filed April 5, 2019For Securities:EXEEXEELEXEEWEXEEZ

Summary

Chesapeake Energy Corporation (the "Company") has reported the settlement of its private exchange offers for its outstanding senior notes due 2020 and 2021 (the "Existing Notes") in exchange for newly issued 8.00% Senior Notes due 2026 (the "New Notes"). This transaction successfully saw $918,514,000 aggregate principal amount of New Notes issued, effectively extending the maturity profile for a significant portion of the Company's debt. The New Notes are jointly and severally guaranteed by the Company's subsidiary guarantors and bear an 8.00% annual interest rate, payable semi-annually, with a maturity date of March 15, 2026. The Company has also entered into a Registration Rights Agreement, obligating it to use commercially reasonable efforts to register these New Notes within specific timeframes, with penalties for non-compliance. This filing indicates a proactive move by Chesapeake Energy to manage its debt structure and extend its debt maturities.

Key Highlights

  • 1Chesapeake Energy completed an exchange offer, issuing $918,514,000 aggregate principal amount of new 8.00% Senior Notes due 2026.
  • 2The New Notes were exchanged for existing senior notes due in 2020 and 2021, indicating a debt maturity extension strategy.
  • 3The New Notes bear an 8.00% interest rate, payable semi-annually, with a maturity date of March 15, 2026.
  • 4The New Notes are fully and unconditionally guaranteed on a senior, unsecured basis by the Company's subsidiary guarantors.
  • 5A Registration Rights Agreement was executed, requiring the Company to use commercially reasonable efforts to register the New Notes by April 2, 2020, with penalties for delays.
  • 6The New Notes were offered only to qualified institutional buyers and persons outside the United States in compliance with securities regulations.
  • 7The Company has redemption options for the New Notes, including a 'make-whole' premium before March 15, 2022, and specific redemption prices thereafter.

Frequently Asked Questions

This filing reports on the settlement of Chesapeake Energy's private exchange offers, where existing senior notes due 2020 and 2021 were exchanged for newly issued 8.00% Senior Notes due 2026. This action represents a significant step in managing the company's debt maturity profile.

The New Notes have a principal amount of $918,514,000, bear an annual interest rate of 8.00% payable semi-annually, and mature on March 15, 2026. They are jointly and severally guaranteed by the Company's subsidiary guarantors.

The Registration Rights Agreement obligates Chesapeake Energy to use commercially reasonable efforts to file an exchange offer registration statement and have it declared effective by April 2, 2020. Failure to meet these obligations may result in the Company paying additional interest to the noteholders.

The New Notes were offered only to "qualified institutional buyers" (QIBs) as defined by Rule 144A under the Securities Act, or to persons outside the United States in offshore transactions in compliance with Regulation S. They were not registered under the Securities Act.