OKLAHOMA CITY, Feb. 1, 2019 /PRNewswire/ — Chesapeake Energy Corporation (NYSE:CHK) today announced that it has completed its acquisition of WildHorse Resource Development Corporation (NYSE:WRD). The merger was previously approved by Chesapeake shareholders and WildHorse stockholders at special meetings held on January 31, 2019.
At the election of each WildHorse common stockholder, the consideration consisted of either 5.989 shares of Chesapeake common stock (the “share consideration”) or a combination of 5.336 shares of Chesapeake common stock and $3.00 in cash (the “mixed consideration”), in exchange for each share of WildHorse common stock.
As a result of the merger, WildHorse common stock will no longer be listed for trading on the New York Stock Exchange.
Doug Lawler, Chesapeake’s Chief Executive Officer, commented, “In 2018, Chesapeake Energy continued to build upon our track record of consistent business delivery and transformational progress through both financial and operating improvements. The addition of the WildHorse assets to our high-quality, diverse portfolio, combined with our operating expertise and experience, provides another oil growth engine with significant oil inventory for years to come and gives us tremendous flexibility and optionality to help achieve our strategic goals.”
In conjunction with the closing, and as previously announced under the terms of the merger agreement, David W. Hayes has joined the Chesapeake board, effective immediately. In addition, Jay C. Graham will be appointed to fill the next vacancy on the Chesapeake board.
In a separate vote at the special meeting, Chesapeake shareholders approved a proposal to amend Chesapeake’s restated certificate of incorporation to increase the number of authorized shares of Chesapeake common stock from 2,000,000,000 shares to 3,000,000,000 shares.
Credit Facility Amendments
In connection with the merger, Chesapeake entered into the First Amendment to its Credit Agreement, dated as of September 12, 2018, which, among other things, expressly permitted Chesapeake’s initial investment in WildHorse. An amendment to WildHorse’s Credit Agreement, dated as of December 19, 2016, was also entered into to amend certain provisions to permit the merger and to permit borrowings under the WildHorse Credit Agreement to be used to redeem or repurchase WildHorse’s senior notes so long as certain conditions are met. A supplement to WildHorse’s Indenture, dated as of February 1, 2017, governing WildHorse’s 6.875% Senior Notes due 2025 was also entered into, pursuant to which Brazos Valley Longhorn, L.L.C., as successor by merger to WildHorse, assumed WildHorse’s obligations as issuer under the Indenture and Brazos Valley Longhorn Finance Corp. was appointed as co-issuer of WildHorse’s senior notes. Further details regarding these amendments may be obtained from a Form 8-K to be filed by the company later today.
Headquartered in Oklahoma City, Chesapeake Energy Corporation’s 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.