EX-99 2 chk111804ex991.txt AMENDMENT FOR AN INCREASED COMMITMENT EXHIBIT 99.1 ------------ AMENDMENT FOR AN INCREASED COMMITMENT This AMENDMENT is made as of the 17th day of November, 2004 by and among Chesapeake Exploration Limited Partnership, an Oklahoma limited partnership ("BORROWER"), Chesapeake Energy Corporation, an Oklahoma corporation (the "COMPANY"), Union Bank of California, N.A., as administrative agent and collateral agent ("ADMINISTRATIVE AGENT"), and the Lenders listed on the attached EXHIBIT A (each a "SUPPLEMENTAL LENDER", and together the "SUPPLEMENTAL LENDERS"). Borrower, the Company, Administrative Agent and certain other Lenders, as described therein, are parties to that certain Fourth Amended and Restated Credit Agreement dated as of May 7, 2004 (as amended, supplemented, or restated, the "CREDIT AGREEMENT"). All terms used herein and not otherwise defined shall have the same meaning given to them in the Credit Agreement. Pursuant to SECTION 10.6A of the Credit Agreement, Borrower has the right to increase the aggregate Revolving Commitment by obtaining additional Revolving Commitments upon satisfaction of certain conditions. This Amendment requires only the signature of Borrower, Administrative Agent and the Supplemental Lenders so long as the Aggregate Commitment is not increased above the amount permitted by the Credit Agreement. The Supplemental Lenders are each either (a) an existing Lender which is increasing its Revolving Commitment or (b) a new Lender which is a lending institution whose identity Administrative Agent will approve by its signature below. In consideration of the foregoing, each Supplemental Lender, from and after the date hereof, shall have the Revolving Commitment listed next to its name on the attached EXHIBIT A, which shall replace the prior Revolving Commitment of each existing Supplemental Lender in effect immediately prior to this Amendment, as listed next to its name on the attached EXHIBIT A, and any Supplemental Lender that is a new Lender hereby assumes all of the rights and obligations of a Lender under the Credit Agreement. This Amendment shall not affect the Revolving Commitments of Lenders who are not Supplemental Lenders. Borrower has executed and delivered to each Supplemental Lender as of the date hereof, if requested by such Supplemental Lender, a new or replacement Note in the form attached to the Credit Agreement as EXHIBIT H to evidence the new or increased Revolving Commitment of such Supplemental Lender. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK. SIGNATURE PAGES FOLLOW.] IN WITNESS WHEREOF, Administrative Agent, Borrower and the Supplemental Lenders have executed this Amendment as of the date shown above. CHESAPEAKE EXPLORATION LIMITED PARTNERSHIP By: Chesapeake Operating, Inc., its general partner By: /S/ MARTHA A. BURGER ----------------------------------- Name: Martha A. Burger Title: Treasurer and Sr. Vice President Human Resources CHESAPEAKE ENERGY CORPORATION By: /S/ MARTHA A. BURGER ----------------------------------- Name: Martha A. Burger Title: Treasurer and Sr. Vice President Human Resources UNION BANK OF CALIFORNIA, N.A., as Administrative Agent By: /S/ RANDALL OSTERBERG ----------------------------------- Name: Randall Osterberg Title: Senior Vice President By: /S/ KIMBERLY CALL ----------------------------------- Name: Kimberly Call Title: Assistant Vice President SIGNATURE PAGE TO AMENDMENT FOR COMMITMENT INCREASE 2 BNP PARIBAS By: /S/ DAVID DODD ----------------------------------- Name: David Dodd Title: Director By: /S/ POLLY SCHOTT ----------------------------------- Name: Polly Schott Title: Vice-President SIGNATURE PAGE TO AMENDMENT FOR COMMITMENT INCREASE 3 SUNTRUST BANK By: /S/ JOE MCCREERY ----------------------------------- Name: Joe McCreery Title: Vice President SIGNATURE PAGE TO AMENDMENT FOR COMMITMENT INCREASE 4 CALYON NEW YORK BRANCH By: /S/ OLIVIER AUDEMARD ----------------------------------- Name: Olivier Audemard Title: Managing Director By: /S/ ATTILA COACH ----------------------------------- Name: Attila Coach Title: Managing Director SIGNATURE PAGE TO AMENDMENT FOR COMMITMENT INCREASE 5 BANK OF SCOTLAND By: /S/ AMENA NABI ----------------------------------- Name: Amena Nabi Title: Assistant Vice President SIGNATURE PAGE TO AMENDMENT FOR COMMITMENT INCREASE 6 COMERICA BANK By: /S/ PETER L. SEFZIK ----------------------------------- Name: Peter L. Sefzik Title: Vice President Texas Division SIGNATURE PAGE TO AMENDMENT FOR COMMITMENT INCREASE 7 BANK OF AMERICA, N.A. By: /S/ RONALD E. MCKAIG ----------------------------------- Name: Ronald E. McKaig Title: Senior Vice President SIGNATURE PAGE TO AMENDMENT FOR COMMITMENT INCREASE 8 WELLS FARGO BANK, N.A. By: /S/ DUSTIN S. HANSEN ----------------------------------- Name: Dustin S. Hansen Title: Assistant Vice President SIGNATURE PAGE TO AMENDMENT FOR COMMITMENT INCREASE 9 NANTEXIS BANQUE POPULAIRE By: /S/ DONOVAN C. BROUSSARD ----------------------------------- Name: Donovan C. Broussard Title: Vice President & Manager By: /S/ LOUIS P. LAVILLE, III ----------------------------------- Name: Louis P. Laville, III Title: Vice President & Manager SIGNATURE PAGE TO AMENDMENT FOR COMMITMENT INCREASE 10 RZB FINANCE LLC By: /S/ JUAN M. CSILLAGI ----------------------------------- Name: Juan M. Csillagi Title: Group Vice President By: /S/ CHRISTOPH HOEDL ----------------------------------- Name: Christoph Hoedl Title: Vice President SIGNATURE PAGE TO AMENDMENT FOR COMMITMENT INCREASE 11 ROYAL BANK OF CANADA By: /S/ LINDA M. STEPHENS ----------------------------------- Name: Linda M. Stephens Title: Authorized Signatory SIGNATURE PAGE TO AMENDMENT FOR COMMITMENT INCREASE 12 EXHIBIT A --------- Prior New Revolving Revolving Commitment Commitment --------------------- ------------------ UNION BANK OF CALIFORNIA, N.A. $45,000,000 $55,000,000 BNP PARIBAS $40,000,000 $50,000,000 SUNTRUST BANK $40,000,000 $50,000,000 CALYON NEW YORK BRANCH $40,000,000 $50,000,000 BANK OF SCOTLAND $40,000,000 $50,000,000 COMERICA BANK $40,000,000 $50,000,000 BANK OF AMERICA, N.A. $40,000,000 $50,000,000 WELLS FARGO BANK, N.A. $25,000,000 $35,000,000 NATEXIS BANQUE $20,000,000 $25,000,000 RZB FINANCE LLC $10,000,000 $15,000,000 ROYAL BANK OF CANADA -0- $10,000,000 --------------------- ------------------- --------------------- ------------------- Increase in Aggregate Revolving Commitment $100,000,000 13