SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
Current Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (date of earliest event reported) February 25, 2003,
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(February 25, 2003)
CHESAPEAKE ENERGY CORPORATION
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(Exact name of Registrant as specified in its Charter)
Oklahoma 1-13726 73-1395733
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(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
6100 North Western Avenue, Oklahoma City, Oklahoma 73118
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(Address of principal executive offices) (Zip Code)
(405) 848-8000
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(Registrant's telephone number, including area code)
INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 9. REGULATION FD DISCLOSURE
Chesapeake Energy Corporation ("Chesapeake") issued a Press Release on
February 25, 2003 announcing private offerings of senior notes and convertible
preferred stock. The following was included in the Press Release:
OKLAHOMA CITY, OKLAHOMA, FEBRUARY 25, 2003 - Chesapeake Energy Corporation
(NYSE:CHK) today announced that it intends to commence private placement
offerings to eligible purchasers of $300 million of a new issue of senior notes
due 2013 and $200 million of a new issue of convertible preferred stock. Both
offerings are expected to be eligible for resale under Rule 144A. The private
offerings, which are subject to market and other conditions, will be made within
the United States only to qualified institutional buyers, and outside the United
States only to non-U.S. investors.
Chesapeake intends to use the net proceeds of the offerings to finance, in part,
its recently announced acquisition of natural gas properties from The El Paso
Corporation, which is scheduled to close in March 2003, or in the event the El
Paso acquisition is not consummated, proceeds will be used for general corporate
purposes including possible future acquisitions.
Neither the notes nor the preferred stock have been registered under the
Securities Act of 1933 or applicable state securities laws, and may not be
offered or sold in the United States absent registration or an applicable
exemption from the registration requirements of the Securities Act and
applicable state laws. This announcement shall not constitute an offer to sell
or a solicitation of an offer to buy the notes or the preferred stock.
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 one of the ten largest independent natural gas
producers 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 region of the United States.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
CHESAPEAKE ENERGY CORPORATION
By: /s/ Aubrey K. McClendon
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Aubrey K. McClendon
Chairman of the Board and
Chief Executive Officer
Dated: February 25, 2003
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