OKLAHOMA CITY, Dec. 27 /PRNewswire-FirstCall/ -- Chesapeake Energy
Corporation (NYSE: CHK) today announced the pricing for its offer to exchange
shares of its common stock for each outstanding share of its 6.0% Cumulative
Convertible Preferred Stock (CUSIP Nos. 165167-70-1 and 165167-60-2),
commenced on November 30, 2004.
Chesapeake is offering to exchange 5.3260 shares of its common stock for
each share of its outstanding 6.0% Cumulative Convertible Preferred Stock
tendered in the exchange offer. The number of shares of common stock to be
exchanged for each share of Preferred Stock (the "Exchange Ratio") was fixed
after 5:00 p.m. EST on Thursday, December 23, 2004 (the "Pricing Date"), on
the basis of the pricing formula set forth in the related exchange offer
prospectus. The Exchange Ratio is equal to the sum of (i) 4.8605 shares of
common stock, the number of shares into which the Preferred Stock is presently
convertible, and (ii) a number of additional shares of common stock equal to
$7.75 divided by $16.65, which is the arithmetic daily volume-weighted average
price of our common stock, over the ten-day trading period beginning on
December 10, 2004 and ending on the Pricing Date. The exchange offer is
subject to the satisfaction of certain conditions.
The Preferred Stock is listed on the New York Stock Exchange under the
symbol "CHKPrA", and Chesapeake's common stock is listed on the New York Stock
Exchange under the symbol "CHK".
The exchange offer is scheduled to expire at 12:00 midnight EST on
Tuesday, December 28, 2004, unless extended or earlier terminated by
Chesapeake. Holders may withdraw tendered shares of Preferred Stock at any
time before the exchange offer expires, or if not previously returned, a
holder may withdraw any tendered shares of Preferred Stock that are not
accepted by Chesapeake on or before January 26, 2005. The tender and
withdrawal of shares of Preferred Stock pursuant to the Offer held in "street"
name are subject to compliance with the appropriate procedures of the
automated tender offer procedures, or ATOP, system of The Depository Trust
Company.
The exchange offer is being made pursuant to an exchange offer prospectus
dated November 30, 2004 (as amended on December 16, 2004) contained in a
registration statement filed by Chesapeake with the Securities and Exchange
Commission. Copies of the prospectus contained in the registration statement
may be obtained from the Information Agent for the exchange offer, MacKenzie
Partners, Inc., who may be reached at 800-322-2885 (US toll-free) and
212-929-5500 (collect). The exchange offer prospectus and other related
documents filed with the Securities and Exchange Commission may also be
obtained at the Commission's web site, http://www.sec.gov.
The Company has engaged UBS Securities LLC to act as dealer manager in
connection with the Offer. Questions regarding the Offer may be directed to
UBS Securities LLC, 677 Washington Blvd., Stamford, CT 06901 at
(888) 722-9555, x4210 (US toll-free) and (203) 719-4210 (collect).
THIS RELEASE IS MERELY A NOTIFICATION OF PRICING ON AN EXISTING EXCHANGE
OFFER AND IS NOT AN OFFER TO EXCHANGE SECURITIES. IF YOU ARE INTERESTED IN
PARTICIPATING IN THIS EXCHANGE OFFER, YOU SHOULD REVIEW ALL OF THE INFORMATION
REGARDING THE TERMS AND CONDITIONS OF THE EXCHANGE OFFER IN THE EXCHANGE OFFER
PROSPECTUS AND RELATED DOCUMENTATION. FOR ADDITIONAL INFORMATION OR FOR COPIES
OF DOCUMENTS, YOU MAY CALL THE INFORMATION AGENT OR THE DEALER MANAGER FOR THE
EXCHANGE OFFER.
This document contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Forward-looking statements include estimates and give
our current expectations or forecasts of future events. Although we believe
our forward-looking statements are reasonable, they can be affected by
inaccurate assumptions or by known or unknown risks and uncertainties.
Chesapeake Energy Corporation is the sixth largest independent producer of
natural gas in the U.S. Headquartered in Oklahoma City, the company's
operations are focused on exploratory and developmental drilling and producing
property acquisitions in the Mid-Continent, Permian Basin, South Texas, Texas
Gulf Coast and Ark-La-Tex regions of the United States. The company's
Internet address is http://www.chkenergy.com.
SOURCE Chesapeake Energy Corporation
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Related links: http://www.chkenergy.com
CONTACT: Marc Rowland, Executive Vice President and Chief Financial Officer, +1-405-879-9232, or Tom Price, Jr., Senior Vice President - Investor Relations, +1-405-879-9257, both of Chesapeake Energy Corporation
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