Chesapeake Energy to acquire Southwestern Energy in stock merger; exchange ratio set at 0.0867 CHK shares per SWN share

EXPAND ENERGY Corp

Each Southwestern share converts into 0.0867 shares of Chesapeake common stock; no fractional shares, cash in lieu.
Merger requires stockholder approvals from both companies, HSR waiting period, and effectiveness of Form S-4 registration.
At closing, four Southwestern board members will join Chesapeake's board; Chesapeake will change its name and ticker in consultation with Southwestern.
Chesapeake exec severance plan amended: merger treated as Change in Control; 2024 LTIP awards may vest after termination without cause or for good reason.

item 1.01 item 5.02 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

EXPAND ENERGY Corp entered into Agreement and Plan of Merger with Southwestern Energy Company (effective 2024-01-10).

Action: entry
Agreement: merger
Counterparty: Southwestern Energy Company
Effective: 2024-01-10

Exact text from the filing

On January 10 , 2024, Chesapeake Energy Corporation (“Chesapeake”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Southwestern Energy Company (“Southwestern”), Hulk Merger Sub, Inc., a newly formed, wholly owned subsidiary of the Chesapeake (“Merger Sub Inc”), and Hulk LLC Sub, LLC, a newly formed, wholly owned subsidiary of Chesapeake (“Merger Sub LLC”).

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EXPAND ENERGY Corp filing history →

Source: SEC EDGAR

accession 0001104659-24-003344

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