-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MIONL3JD9w1Ldz/dOjefMtN/EyVNGUD8BmKOdrtH7/POzZK2fa/bhhsE5k2c5lRR LTyfb35MB0L7ZoPjhGMw1Q== 0000950134-00-010450.txt : 20001214 0000950134-00-010450.hdr.sgml : 20001214 ACCESSION NUMBER: 0000950134-00-010450 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20001212 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20001213 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GOTHIC ENERGY CORP CENTRAL INDEX KEY: 0000878482 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 222663839 STATE OF INCORPORATION: OK FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-19753 FILM NUMBER: 788330 BUSINESS ADDRESS: STREET 1: 5727 S LEWIS AVE STE 700 STREET 2: P O BOX 186 CITY: TULSA STATE: OK ZIP: 74105 BUSINESS PHONE: 9187495666 FORMER COMPANY: FORMER CONFORMED NAME: TNC MEDIA INC DATE OF NAME CHANGE: 19930328 8-K 1 d82627e8-k.txt FORM 8-K 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 12, 2000 GOTHIC ENERGY CORPORATION - -------------------------------------------------------------------------------- (Exact name of Registrant as specified in its Charter) OKLAHOMA 0-19753 22-2663839 - -------------------------------------------------------------------------------- (State of incorporation (Commission (IRS Employer or organization) File Number) ID No.) 5727 SOUTH LEWIS AVENUE - SUITE 700 - TULSA, OKLAHOMA 74105 - -------------------------------------------------------------------------------- (Address of principal executive offices) (918) 749-5666 - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) 2 ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE On December 12, 2000, at a special meeting of its stockholders, the Registrant submitted to a vote a proposal to approve the merger of the Registrant with Chesapeake Merger 2000 Corp., an Oklahoma corporation and wholly-owned subsidiary of Chesapeake Energy Corporation, pursuant to an Agreement and Plan of Merger dated September 8, 2000. The Registrant mailed to its stockholders on November 2, 2000 a proxy statement describing the transaction. At the special meeting, the stockholders voted to approve the proposal by the following vote: In Favor 16,961,529 Withheld 55,340 Abstained or not voted 8,300
No other matter was submitted to a vote of stockholders other than procedural matters relating to the special meeting. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS: (c) Exhibits. EXHIBIT NUMBER DESCRIPTION 99 Press release dated December 12, 2000 SIGNATURES 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 hereunto duly authorized. GOTHIC ENERGY CORPORATION Dated: December 13, 2000 By: /s/ Michael K. Paulk ---------------------------------- Michael K. Paulk, President -2- 3 INDEX TO EXHIBITS
EXHIBIT NUMBER DESCRIPTION - ------- ----------- 99 Press release dated December 12, 2000
EX-99 2 d82627ex99.txt PRESS RELEASE DATED DECEMBER 12, 2000 1 EXHIBIT 99 December 12, 2000 NEWS FOR IMMEDIATE RELEASE GOTHIC ENERGY CORPORATION ANNOUNCES APPROVAL OF MERGER WITH CHESAPEAKE ENERGY CORPORATION Tulsa, Oklahoma...GOTHIC ENERGY CORPORATION (OTC Bulletin Board: GOTH) announced that at a special meeting of its stockholders held today, the proposal to merge Gothic Energy Corporation into Chesapeake Merger 2000 Corp., a wholly owned subsidiary of Chesapeake Energy Corporation, was approved. Of the outstanding shares of Gothic Energy Corporation Common Stock, 72.8% voted in favor of the proposal. The closing of the merger is expected to occur on or about January 15, 2001, at which time Gothic Energy Corporation shareholders will be entitled to receive .1908 shares of Chesapeake Energy Corporation common stock for each share of Gothic common stock, subject to possible adjustment. This press release may contain other forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. Any such statements reflect the Company's current views with respect to future events and financial performance. No assurances can be given, however, that these events will occur and actual results could differ materially from those projected. A discussion of important factors that could cause actual results to differ materially from those projected is included in the Company's periodic reports filed with the Securities and Exchange Commission and the proxy statement relating to the special meeting. Gothic Energy Corporation is an oil and gas acquisition, exploitation, development and production company headquartered in Tulsa, Oklahoma. Additional information may be obtained by contacting officers of the Company, Michael Paulk or Steven Ensz at the corporate headquarters. Gothic is located at 6120 South Yale Avenue, Suite 1200, Tulsa, Oklahoma, 74136; telephone number (918) 749-5666; facsimile (918) 749-5882.
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