0001181431-12-000352.txt : 20120103
0001181431-12-000352.hdr.sgml : 20120102
20120103181325
ACCESSION NUMBER: 0001181431-12-000352
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20111229
FILED AS OF DATE: 20120103
DATE AS OF CHANGE: 20120103
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: CHESAPEAKE MIDSTREAM PARTNERS LP
CENTRAL INDEX KEY: 0001483096
STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922]
IRS NUMBER: 800534394
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 900 NW 63RD
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73118
BUSINESS PHONE: (405) 935-1500
MAIL ADDRESS:
STREET 1: 900 NW 63RD
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73118
FORMER COMPANY:
FORMER CONFORMED NAME: Chesapeake Midstream Partners, L.P.
DATE OF NAME CHANGE: 20100202
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: CHESAPEAKE ENERGY CORP
CENTRAL INDEX KEY: 0000895126
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
STATE OF INCORPORATION: OK
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34831
FILM NUMBER: 12503393
BUSINESS ADDRESS:
STREET 1: 6100 N WESTERN AVE
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73118
BUSINESS PHONE: 4058488000
MAIL ADDRESS:
STREET 1: 6100 NORTH WESTERN AVE
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73118
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: CHESAPEAKE MIDSTREAM HOLDINGS LLC
CENTRAL INDEX KEY: 0001497549
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34831
FILM NUMBER: 12503394
BUSINESS ADDRESS:
STREET 1: 777 NW GRAND BOULEVARD
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73118
BUSINESS PHONE: 405-935-1500
MAIL ADDRESS:
STREET 1: 777 NW GRAND BOULEVARD
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73118
4
1
rrd329569.xml
ASSET DROPDOWN TRANSACTION
X0304
4
2011-12-29
0
0001483096
CHESAPEAKE MIDSTREAM PARTNERS LP
CHKM
0001497549
CHESAPEAKE MIDSTREAM HOLDINGS LLC
900 NW 63RD STREET
OKLAHOMA CITY
OK
73118
1
0
1
0
0000895126
CHESAPEAKE ENERGY CORP
6100 N WESTERN AVE
OKLAHOMA CITY
OK
73118
1
0
1
0
Common Units
2011-12-29
4
P
0
9791605
A
33704666
I
See footnote 1.
This form is jointly filed by Chesapeake Energy Corporation ("Chesapeake") and Chesapeake Midstream Holdings, L.L.C. ("Midstream Holdings" and, together with Chesapeake, the "Reporting Persons").
On December 28, 2011, Chesapeake MLP Operating, L.L.C. ("Buyer"), a wholly owned subsidiary of the Issuer, entered into a Unit Purchase Agreement (the "Agreement") with Chesapeake Midstream Operating, L.L.C. ("Seller"), Chesapeake Midstream Development, L.P., Appalachia Midstream Services, L.L.C. ("AMS") and, for certain limited purposes, Chesapeake Midstream Management, L.L.C. and the Issuer. All parties are subsidiaries or affiliates of the Reporting Persons. Pursuant to the terms of the Agreement, Buyer agreed to acquire 1,000 units of AMS representing 100% of the issued and outstanding membership units of AMS (the "Acquisition") from Seller in exchange for total consideration of approximately $865 million represented by $600 million in cash and 9,791,605 Common Units. The Acquisition closed, and the Reporting Persons acquired the common units, on December 29, 2011. The effective date of the Acquisition was December 31, 2011.
Marc D. Rome, on behalf of Chesapeake Midstream Holdings, L.L.C.
2012-01-03
Marc D. Rome, on behalf of Chesapeake Energy Corporation
2012-01-03