OREANDA-NEWS. June 18, 2014. Chesapeake Oilfield Operating, L.L.C., (the “Company”), an indirect wholly-owned subsidiary of Chesapeake Energy Corporation (“Chesapeake”) (NYSE: CHK) that will be renamed Seventy Seven Energy Inc. in connection with its previously announced spin-off from Chesapeake, announced today the pricing of USD 500 million in aggregate principal amount of 6.5% senior unsecured notes due 2022 (the “Notes”) in a private placement under Rule 144A and Regulation S of the Securities Act of 1933, as amended (the “Securities Act”), to eligible purchasers. The Notes mature on July 15, 2022 and will be issued at par.

The Company intends to use the net proceeds from the private placement to make a cash distribution to COS Holdings, L.L.C., its direct parent, to repay all outstanding indebtedness under the Company’s new asset backed lending credit facility to be entered into in connection with the spin-off and for general corporate purposes. The offering of the Notes is not conditioned on the consummation of the spin-off from Chesapeake.

The offering of the Notes is expected to close on June 26, 2014, subject to customary conditions.
The securities to be sold have not been registered under the Securities Act, or any state securities laws, and unless so registered, the securities may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. The Company plans to offer and sell the notes only to qualified institutional buyers pursuant to Rule 144A under the Securities Act and to persons outside the United States pursuant to Regulation S under the Securities Act.

This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, any of these securities, nor shall there be any sale of these securities in any state in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such states.