8-K 1 chk020320058k.txt FORM 8-K_SECTION 2, ITEM 2.03 UNITED STATES 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 2, 2005(JANUARY 28, 2005) CHESAPEAKE ENERGY CORPORATION -------------------------------------------------------------------------------- (Exact name of Registrant as specified in its Charter) OKLAHOMA 1-13726 73-1395733 -------------------------------------------------------------------------------- (State or other jurisdiction (Commission File No.) (IRS Employer of incorporation) Identification No.) 6100 NORTH WESTERN AVENUE, OKLAHOMA CITY, OKLAHOMA 73118 ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (405) 848-8000 ------------------------------------------------------------------------------- (Registrant's telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) SECTION 2 - FINANCIAL INFORMATION ITEM 2.03 - CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT. On January 28, 2005, we amended and restated our revolving bank credit facility to increase the aggregate commitment under the facility from $600 million to $1.25 billion and extended the agreement through January 28, 2010. The amended and restated credit agreement is attached hereto as exhibit 4.8. SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS ITEM 9.01 FINAL STATEMENTS AND EXHIBITS. (c) Exhibits EXHIBIT NO. DOCUMENT DESCRIPTION ----------- -------------------- 4.8 Fifth Amended and Restated Credit Agreement dated January 28, 2005 among Chesapeake Energy Corporation and Chesapeake Exploration Limited Partnership, as Borrower, Bank of America, N.A. and Union Bank of California, N.A., as Co-Administrative Agents, Union Bank of California, N.A., as Administrative Paying, Receiving and Collateral Agent, BNP Paribas, Calyon New York Branch and SunTrust Bank, as Co-Documentation Agents and the several lenders from time to time parties hereto. 2 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 hereunto duly authorized. CHESAPEAKE ENERGY CORPORATION By: /s/ AUBREY K. MCCLENDON ------------------------------------ Aubrey K. McClendon Chairman of the Board and Chief Executive Officer Date: February 2, 2005 3 EXHIBIT INDEX EXHIBIT NO. DOCUMENT DESCRIPTION ----------- -------------------- 4.8 Fifth Amended and Restated Credit Agreement dated January 28, 2005 among Chesapeake Energy Corporation and Chesapeake Exploration Limited Partnership, as Borrower, Bank of America, N.A. and Union Bank of California, N.A., as Co-Administrative Agents, Union Bank of California, N.A., as Administrative Paying, Receiving and Collateral Agent, BNP Paribas, Calyon New York Branch and SunTrust Bank, as Co-Documentation Agents and the several lenders from time to time parties hereto. 4