Filing Details

Accession Number:
0001181431-12-039375
Form Type:
4
Zero Holdings:
No
Publication Time:
2012-07-03 16:06:35
Reporting Period:
2012-06-29
Filing Date:
2012-07-03
Accepted Time:
2012-07-03 16:06:35
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1483096 Chesapeake Midstream Partners Lp CHKM Natural Gas Transmission (4922) 800534394
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
895126 Chesapeake Energy Corp 6100 North Western Avenue
Oklahoma City OK 73118
Yes No Yes No
1497549 Chesapeake Midstream Holdings Llc 900 Nw 63Rd Street
Oklahoma City OK 73118
Yes No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Units Disposition 2012-06-29 33,704,666 $24.91 0 No 4 S Indirect See Explanation of Responses
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Indirect See Explanation of Responses
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Units Subordinated Units Disposition 2012-06-29 6,438,115 $24.91 6,438,115 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 No 4 S Indirect
Footnotes
  1. This form is filed jointly by Chesapeake Energy Corporation, an Oklahoma corporation ("Chesapeake"), and Chesapeake Midstream Holdings, L.L.C., a Delaware limited liability company and wholly owned subsidiary of Chesapeake ("CMH"). Chesapeake owns Common Units and Subordinated Units of Chesapeake Midstream Partners, L.P., a Delaware limited partnership (the "Issuer"), indirectly through CMH.
  2. Pursuant to a Purchase Agreement dated June 7, 2012 (the "Purchase Agreement") among CMH and GIP II Eagle 4 Holding, L.P., a Delaware limited partnership ("Eagle 4") CMH agreed to sell to Eagle 4, for cash consideration of $1.0 billion, (i) 6,438,115 Subordinated Units and (ii) 33,704,666 Common Units (collectively, the "Purchase Agreement Subject Interests"). On June 25, 2012, pursuant to an Assignment and Contribution Agreement, Eagle 4 assigned to GIP II Eagle Holdings Partnership, L.P., a Delaware limited partnership ("Eagle Holdings") all of its rights and obligations under the Purchase Agreement. On June 29, 2012, CMH sold the Purchase Agreement Subject Interests to Eagle Holdings for cash consideration of $1.0 billion.
  3. The Subordinated Units listed in Table II will automatically convert into Common Units on a one-for-one basis at the end of the Subordination Period. The Subordination Period will end as described in "Item V. Market for Registrant's Common Equity, Related Unitholder Matters and Issuer Purchases of Equity Securities-Selected Information from our Partnership Agreement-Minimum Quarterly Distribution" of the Issuer's Annual Report on Form 10-K for the year ended December 31, 2011.