-----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, QQ/55RPQWdhzO05i83IkWr9DpU9dPOCvFM70CEqg8oIRmeKJ84sACskLvagqxnaM 2CwsTwWGUm1XPArKeam4uA== 0000909334-97-000230.txt : 19970930 0000909334-97-000230.hdr.sgml : 19970930 ACCESSION NUMBER: 0000909334-97-000230 CONFORMED SUBMISSION TYPE: NT 10-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970630 FILED AS OF DATE: 19970929 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHESAPEAKE ENERGY CORP CENTRAL INDEX KEY: 0000895126 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 731395733 STATE OF INCORPORATION: OK FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: NT 10-K SEC ACT: SEC FILE NUMBER: 333-24995 FILM NUMBER: 97687147 BUSINESS ADDRESS: STREET 1: 6104 N WESTERN CITY: OKLAHOMA CITY STATE: OK ZIP: 73118 BUSINESS PHONE: 4058488000 MAIL ADDRESS: STREET 1: 6104 NORTH WESTERN AVE CITY: OKLAHOMA CITY STATE: OK ZIP: 73118 NT 10-K 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number 1-13726 NOTIFICATION OF LATE FILING For Period Ended: June 30, 1997 (Check one): X Form 10-K Form 20-F Form 11-K Form 10-Q Form N-SAR If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates: Part II. Item 6. Selected Financial Data; Part II. Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations; Part II. Item 8. Financial Statements and Supplementary Data; and Part IV. Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K (with respect to the financial statements, independent auditors' opinion, unaudited quarterly financial information, financial statement schedule and exhibit number 23 - consent of independent auditors). PART I - REGISTRANT INFORMATION CHESAPEAKE ENERGY CORPORATION (Exact name of registrant as specified in its charter) 6100 North Western Avenue Oklahoma City, Oklahoma 73118 (Address of principal executive office) PART II - RULES 12b-25(b) AND (c) If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate) X (a) The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense. (b) The subject annual report will be filed on or before the fifteenth calendar day following the prescribed due date; and (c) The accountant's statement or other exhibit required by Rule 12b-25(c) has been attached if applicable. PART III - NARRATIVE State below in reasonable detail the reasons why the Form 10-K could not be filed within the prescribed time period. The Company's results of operation for the fourth quarter and fiscal year ended June 30, 1997 were materially and adversely affected by a $236 million writedown of its oil and gas assets. Following its announcement on June 27, 1997 of recent negative drilling results and the expected impairment of assets, eight purported class action suits have been filed against the Company and certain of its officers and directors. The Company is in the process of selecting defense counsel and evaluating the claims. This process has taken considerable management attention. As a result, the Company has been unable without unreasonable effort to complete the Form 10-K for filing within the prescribed time period. As a result, the Company has not yet completed its financial statements for its fiscal year ended June 30, 1997. The Company expects to file its 1997 Form 10-K within the 15-day extension afforded by Rule 12b-25. As described in Exhibit 99, Coopers & Lybrand L.L.P., the Company's independent auditors, concur with the Company's statements set forth above. Registrant respectfully requests extension of the time prescribed to file the portions of its 1997 annual report on Form 10-K detailed above, pursuant to Form 12b-25. PART IV - OTHER INFORMATION (1) Name and telephone number of person to contact in regard to this notification Marcus C. Rowland 405 848-8000 Vice President - Chief (Area code) (Telephone Number) Financial Officer (Name) (2) Have all other periodic reports required under Section 13 or 15(d) or the Securities Exchange Act of 1934 been filed? If answer is no, identify report(s). X Yes No (3) Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof? X Yes No If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made. See below explanation. On August 28, 1997, the Company announced that it expected to report a net loss of $183 million for fiscal 1997, compared to net income of $23 million in fiscal 1997. This release was filed as part of a current report on Form 8-K on September 9, 1997 and is incorporated herein by reference. Exhibits: Exhibit 99 - Independent Auditors' letter accompanying Form 12b-25. SIGNATURES CHESAPEAKE ENERGY CORPORATION has caused this report to be signed on its behalf by the undersigned hereunto duly authorized. MARCUS C. ROWLAND By: Marcus C. Rowland Vice President - Chief Financial Officer Date: September 29, 1997 EXHIBIT INDEX
Exhibit No. Description Method of Filing 99 Independent Auditors' Filed herewith electronically Letter accompanying Form 12b-25
EX-99 2 COOPERS & LYBRAND COOPERS & LYBRAND L.L.P. a professional services firm 15 North Robinson, Suite 400 Oklahoma City, Oklahoma 73102 telephone (405) 236-5800 facsimile (405) 232-5238 September 29, 1997 Mr. Marc Rowland Chesapeake Energy Corporation 6104 N. Western Oklahoma City, OK 73118 Dear Mr. Rowland: You have furnished us with a copy of your "Notification of Late Filing" on Form 12b-25 dated September 29, 1997. We are in agreement with the comments under Part III of the Form with respect to the reasons why we are unable to furnish our report on the consolidated financial statements of Chesapeake Energy Corporation for the inclusion in the Form 10-K for the year ended June 30, 1997. Yours very truly, COOPERS & LYBRAND L.L.P.
-----END PRIVACY-ENHANCED MESSAGE-----