OKLAHOMA CITY, April 13, 2020 /PRNewswire/ -- Chesapeake
Energy Corporation (NYSE: CHK) (the "Company") today announced
that, at a special meeting of shareholders of the Company held on
April 13, 2020, its shareholders
voted to approve: (i) a proposal authorizing the Board of Directors
of the Company to effect a reverse stock split of the Company's
issued and outstanding common stock at a ratio ranging from
1-for-50 (1:50) to 1-for-200 (1:200) and (ii) a proposal to reduce
the total number of authorized shares of the Company's common stock
as determined by a formula based on two-thirds of the reverse stock
split ratio. Following the special meeting of shareholders, the
Board of Directors approved a 1-for-200 reverse stock split. A
Certificate of Amendment to the Company's Restated Certificate of
Incorporation that gives effect to the reverse stock split and the
authorized shares reduction has been filed with the Oklahoma Secretary of State and will become
effective at 5:00 p.m. Central Time
on April 14, 2020. The Company's
common stock will begin trading on a split-adjusted basis on the
New York Stock Exchange (NYSE) at the market open on April 15, 2020.
The reverse stock split is intended to, among other things,
increase the per share trading price of the Company's common shares
to satisfy the $1.00 minimum bid
price requirement for continued listing on the NYSE. As a result of
the reverse stock split, each 200 pre-split shares of common stock
outstanding will automatically be combined into one issued and
outstanding share of common stock without any action on the part of
the shareholder. No fractional shares of common stock will be
issued as a result of any reverse stock split. Instead, in lieu of
any fractional shares to which a shareholder of record would
otherwise be entitled as a result of the reverse stock split, the
Company will pay cash (without interest) to such shareholder. Once
effective, the number of outstanding shares of common stock will be
reduced from approximately 1.957 billion as of April 10, 2020 to approximately 9.784 million
shares (without giving effect to the liquidation of fractional
shares). The total number of shares of common stock that the
Company is authorized to issue will also be reduced from
3,000,000,000 to 22,500,000 shares.
Headquartered in Oklahoma
City, Chesapeake Energy Corporation's (NYSE: CHK) operations
are focused on discovering and developing its large and
geographically diverse resource base of unconventional oil and
natural gas assets onshore in the United
States.
This news release includes "forward-looking statements" within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended, including, without limitation, statements about the
reverse stock split, authorized shares reduction and the related
timing of implementation and effects thereof. Forward-looking
statements are statements other than statements of historical fact.
These forward-looking statements are generally identified by the
words "believe," "expect," "anticipate," "estimate," "intend,"
"plan," "may," "should," "could," "will," "would," and "will be,"
and variations of such words and similar expressions, although not
all forward-looking statements contain these identifying words.
Although we believe the expectations and forecasts reflected in the
forward-looking statements are reasonable, we can give no assurance
they will prove to have been correct. They can be affected by
inaccurate or changed assumptions or by known or unknown risks and
uncertainties. Factors that could cause actual results to differ
materially from expected results are described under "Risk Factors"
in Item 1A of the Company's Annual Report on Form 10-K for the
fiscal year ended December 31, 2019
and any updates to those factors set forth in the Company's
subsequent quarterly reports on Form 10-Q or current reports on
Form 8-K.
INVESTOR
CONTACT:
|
MEDIA
CONTACT:
|
Brad Sylvester,
CFA
(405)
935-8870
ir@chk.com
|
Gordon
Pennoyer
(405)
935-8878
media@chk.com
|
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SOURCE Chesapeake Energy Corporation