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EXPAND ENERGY Corp — Director's Dealing 2012
Jun 19, 2012
30206_dirs_2012-06-19_08fddeba-0880-4545-9512-6ba569f47695.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: CHESAPEAKE MIDSTREAM PARTNERS LP (CHKM)
CIK: 0001483096
Period of Report: 2012-06-15
Reporting Person: CHESAPEAKE MIDSTREAM HOLDINGS LLC (Director, 10% Owner)
Reporting Person: CHESAPEAKE ENERGY CORP (Director, 10% Owner)
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2012-06-15 | Subordinated Units | $ | S | 28099946 | Disposed | Common Units (28099946) | Indirect |
Footnotes
F1: 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. (the "Issuer") indirectly through CMH.
F2: On June 15, 2012, CMH sold to GIP II Eagle 1 Holding, L.P., a Delaware limited partnership ("GIP II-1"), GIP II Eagle 2 Holding, L.P., a Delaware limited partnership ("GIP II-2"), and GIP II Eagle 3 Holding, L.P., a Delaware limited partnership (together with GIP II-1 and GIP II-2, the "GIP II Funds"), for cash consideration of $1.0 billion, (i) 28,099,946 Subordinated Units of the Issuer and (ii) 500 units of Chesapeake Midstream Ventures, L.L.C. ("CMV"), the sole member of Chesapeake Midstream GP, L.L.C., a Delaware limited liability company and the general partner of the Issuer (the "general partner") pursuant to a Purchase Agreement dated as of June 7, 2012 among CMH and the GIP II Funds party thereto.
F3: 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.