Chesapeake Energy Earnings 2019-03-31

CHK 10Q Quarterly Report

Balance Sheet	Income Statement	Cash Flow

10-Q 1 chk-20190331_10q.htm 10-Q Document

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended March 31, 2019

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File No. 1-13726

CHESAPEAKE ENERGY CORPORATION

(Exact name of registrant as specified in its charter)



Oklahoma		73-1395733
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
6100 North Western Avenue, Oklahoma City, Oklahoma		73118
(Address of principal executive offices)		(Zip Code)
(405) 848-8000
(Registrant’s telephone number, including area code)



Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES [X] NO [ ]

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). YES [X] NO [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer [X] Accelerated Filer [ ] Non-accelerated Filer [ ] Smaller Reporting Company [ ] Emerging Growth Company [ ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES [ ] NO [X]



Securities Registered Pursuant to Section 12(b) of the Act:
Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Common Stock, par value $0.01	CHK	New York Stock Exchange
6.625% Senior Notes due 2020	CHK20A	New York Stock Exchange
6.875% Senior Notes due 2020	CHK20	New York Stock Exchange
6.125% Senior Notes due 2021	CHK21	New York Stock Exchange
5.375% Senior Notes due 2021	CHK21A	New York Stock Exchange
4.875% Senior Notes due 2022	CHK22	New York Stock Exchange
5.75% Senior Notes due 2023	CHK23	New York Stock Exchange
4.5% Cumulative Convertible Preferred Stock	CHK Pr D	New York Stock Exchange

As of May 6, 2019, there were 1,633,677,751 shares of our $0.01 par value common stock outstanding.

CHESAPEAKE ENERGY CORPORATION AND SUBSIDIARIES

INDEX TO FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 2019



	PART I. FINANCIAL INFORMATION	Page
Item 1.	Condensed Consolidated Financial Statements
	Condensed Consolidated Balance Sheets as of March 31, 2019 and December 31, 2018	3
	Condensed Consolidated Statements of Operations for the Three Months Ended March 31, 2019 and 2018	5
	Condensed Consolidated Statements of Comprehensive Income for the Three Months Ended March 31, 2019 and 2018	6
	Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2019 and 2018	7
	Condensed Consolidated Statements of Stockholders’ Equity for the Three Months Ended March 31, 2019 and 2018	9
	Notes to the Condensed Consolidated Financial Statements
	Note 1. Basis of Presentation and Summary of Significant Accounting Policies	10
	Note 2. Change in Accounting Principle	12
	Note 3. Oil and Natural Gas Property Transactions	20
	Note 4. Capitalized Exploratory Well Costs	22
	Note 5. Earnings per Share	22
	Note 6. Debt	23
	Note 7. Contingencies and Commitments	26
	Note 8. Other Liabilities	27
	Note 9. Leases	28
	Note 10. Revenue Recognition	31
	Note 11. Income Taxes	33
	Note 12. Share-Based Compensation	34
	Note 13. Derivative and Hedging Activities	37
	Note 14. Investments	43
	Note 15. Other Operating Expenses	43
	Note 16. Restructuring and Other Termination Costs	43
	Note 17. Fair Value Measurements	44
	Note 18. Condensed Consolidating Financial Information	44
	Note 19. Subsequent Events	51
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	52
	Liquidity and Capital Resources	53
	Results of Operations for the Three Months Ended March 31, 2019 and 2018	58
Item 3.	Quantitative and Qualitative Disclosure About Market Risk	66
Item 4.	Controls and Procedures	70
	PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	71
Item 1A.	Risk Factors	71
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	71
Item 3.	Defaults Upon Senior Securities	72
Item 4.	Mine Safety Disclosures	72
Item 5.	Other Information	72
Item 6.	Exhibits	73
Signatures		76

Table of Contents

PART I. FINANCIAL INFORMATION

ITEM 1.
Condensed Consolidated Financial Statements

CHESAPEAKE ENERGY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)



	March 31, 2019			December 31, 2018
	($ in millions)
CURRENT ASSETS:
Cash and cash equivalents ($1 and $1 attributable to our VIE)	$	8		$	4
Accounts receivable, net	1,196			1,247
Short-term derivative assets	25			209
Other current assets	136			138
Total Current Assets	1,365			1,598
PROPERTY AND EQUIPMENT:
Oil and natural gas properties, at cost based on successful efforts accounting:
Proved oil and natural gas properties ($755 and $755 attributable to our VIE)	29,259			25,407
Unproved properties	2,262			1,561
Other property and equipment	1,798			1,721
Total Property and Equipment, at Cost	33,319			28,689
Less: accumulated depreciation, depletion and amortization (($708) and ($707) attributable to our VIE)	(18,396		)	(17,886		)
Property and equipment held for sale, net	16			15
Total Property and Equipment, Net	14,939			10,818
LONG-TERM ASSETS:
Long-term derivative assets	48			76
Other long-term assets	285			243
TOTAL ASSETS	$	16,637		$	12,735

The accompanying notes are an integral part of these condensed consolidated financial statements.

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CHESAPEAKE ENERGY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS – (Continued)

(Unaudited)



	March 31, 2019			December 31, 2018
	($ in millions)
CURRENT LIABILITIES:
Accounts payable	$	751		$	763
Current maturities of long-term debt, net	380			381
Accrued interest	147			141
Short-term derivative liabilities	61			3
Other current liabilities ($1 and $2 attributable to our VIE)	1,591			1,599
Total Current Liabilities	2,930			2,887
LONG-TERM LIABILITIES:
Long-term debt, net	9,167			7,341
Long-term derivative liabilities	15			—
Asset retirement obligations, net of current portion	177			155
Other long-term liabilities	210			219
Total Long-Term Liabilities	9,569			7,715
CONTINGENCIES AND COMMITMENTS (Note 7)
EQUITY:
Chesapeake Stockholders’ Equity (Deficit):
Preferred stock, $0.01 par value, 20,000,000 shares authorized: 5,603,458 shares outstanding	1,671			1,671
Common stock, $0.01 par value, 3,000,000,000 and 2,000,000,000 shares authorized: 1,633,624,993 and 913,715,512 shares issued	16			9
Additional paid-in capital	16,392			14,378
Accumulated deficit	(13,933		)	(13,912		)
Accumulated other comprehensive loss	(13		)	(23		)
Less: treasury stock, at cost; 5,675,230 and 3,246,553 common shares	(36		)	(31		)
Total Chesapeake Stockholders’ Equity	4,097			2,092
Noncontrolling interests	41			41
Total Equity	4,138			2,133
TOTAL LIABILITIES AND EQUITY	$	16,637		$	12,735

The accompanying notes are an integral part of these condensed consolidated financial statements.

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CHESAPEAKE ENERGY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)



	Three Months Ended March 31,
	2019			2018*
	($ in millions except per share data)
REVENUES AND OTHER:
Oil, natural gas and NGL	$	929		$	1,243
Marketing	1,233			1,246
Total Revenues	2,162			2,489
Other	15			16
Gains on sales of assets	19			19
Total Revenues and Other	2,196			2,524
OPERATING EXPENSES:
Oil, natural gas and NGL production	132			147
Oil, natural gas and NGL gathering, processing and transportation	274			356
Production taxes	34			31
Exploration	24			81
Marketing	1,230			1,268
General and administrative	103			87
Restructuring and other termination costs	—			38
Provision for legal contingencies, net	—			5
Depreciation, depletion and amortization	519			459
Impairments	1			10
Other operating expense	61			—
Total Operating Expenses	2,378			2,482
INCOME (LOSS) FROM OPERATIONS	(182		)	42
OTHER INCOME (EXPENSE):
Interest expense	(161		)	(162		)
Gains (losses) on investments	(1		)	139
Other income (expense)	9			(1		)
Total Other Expense	(153		)	(24		)
INCOME (LOSS) BEFORE INCOME TAXES	(335		)	18
Income tax benefit	(314		)	—
NET INCOME (LOSS)	(21		)	18
Net income attributable to noncontrolling interests	—			(1		)
NET INCOME (LOSS) ATTRIBUTABLE TO CHESAPEAKE	(21		)	17
Preferred stock dividends	(23		)	(23		)
NET LOSS AVAILABLE TO COMMON STOCKHOLDERS	$	(44	)	$	(6	)
EARNINGS (LOSS) PER COMMON SHARE:
Basic	$	(0.03	)	$	(0.01	)
Diluted	$	(0.03	)	$	(0.01	)
WEIGHTED AVERAGE COMMON AND COMMON EQUIVALENT SHARES OUTSTANDING (in millions):
Basic	1,380			907
Diluted	1,380			907

* Financial information for 2018 has been recast to reflect the retrospective application of the successful efforts method of accounting. See Note 1.

The accompanying notes are an integral part of these condensed consolidated financial statements.

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CHESAPEAKE ENERGY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)



	Three Months Ended March 31,
	2019			2018*
	($ in millions)
NET INCOME (LOSS)	$	(21	)	$	18
OTHER COMPREHENSIVE INCOME, NET OF INCOME TAX:
Unrealized gains on derivative instruments^(a)	—			—
Reclassification of losses on settled derivative instruments^(a)	10			10
Other Comprehensive Income	10			10
COMPREHENSIVE INCOME (LOSS)	(11		)	28
COMPREHENSIVE INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS	—			(1		)
COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO CHESAPEAKE	$	(11	)	$	27

* Financial information for 2018 has been recast to reflect the retrospective application of the successful efforts method of accounting. See Note 1.

___________________________________________


(a)	Deferred tax activity incurred in other comprehensive income was offset by a valuation allowance.

The accompanying notes are an integral part of these condensed consolidated financial statements.

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CHESAPEAKE ENERGY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)



	Three Months Ended March 31,
	2019			2018*
	($ in millions)
CASH FLOWS FROM OPERATING ACTIVITIES:
NET INCOME (LOSS)	$	(21	)	$	18
ADJUSTMENTS TO RECONCILE NET INCOME (LOSS) TO CASH PROVIDED BY OPERATING ACTIVITIES:
Depreciation, depletion and amortization	519			459
Deferred income tax benefit	(314		)	—
Derivative losses, net	304			117
Cash receipts on derivative settlements, net	14			13
Stock-based compensation	6			9
Gains on sales of assets	(19		)	(19		)
Impairments	1			10
Exploration	18			68
(Gains) losses on investments	1			(139		)
Other	40			(36		)
Changes in assets and liabilities	(93		)	88
Net Cash Provided By Operating Activities	456			588
CASH FLOWS FROM INVESTING ACTIVITIES:
Drilling and completion costs	(515		)	(420		)
Business combination, net	(353		)	—
Acquisitions of proved and unproved properties	(6		)	(17		)
Proceeds from divestitures of proved and unproved properties	26			319
Additions to other property and equipment	(9		)	(3		)
Proceeds from sales of other property and equipment	1			68
Proceeds from sales of investments	—			74
Net Cash Provided By (Used In) Investing Activities	(856		)	21
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from revolving credit facility borrowings	3,572			2,904
Payments on revolving credit facility borrowings	(3,136		)	(3,485		)
Cash paid to purchase debt	(1		)	—
Cash paid for preferred stock dividends	(23		)	(23		)
Distributions to noncontrolling interest owners	—			(2		)
Other	(8		)	(4		)
Net Cash Provided By (Used In) Financing Activities	404			(610		)
Net increase (decrease) in cash and cash equivalents	4			(1		)
Cash and cash equivalents, beginning of period	4			5
Cash and cash equivalents, end of period	$	8		$	4

The accompanying notes are an integral part of these condensed consolidated financial statements.

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CHESAPEAKE ENERGY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS – (Continued)

(Unaudited)



Supplemental disclosures to the condensed consolidated statements of cash flows are presented below:
	Three Months Ended March 31,
	2019			2018*
	($ in millions)
SUPPLEMENTAL CASH FLOW INFORMATION:
Interest paid, net of capitalized interest	$	145		$	170
Income taxes paid, net of refunds received	$	(5	)	$	—

SUPPLEMENTAL DISCLOSURE OF SIGNIFICANT NON-CASH INVESTING AND FINANCING ACTIVITIES:
Common stock issued for business combination	$	2,037		$	—
Change in accrued drilling and completion costs	$	39		$	103
Change in divested proved and unproved properties	$	2		$	12

* Financial information for 2018 has been recast to reflect the retrospective application of the successful efforts method of accounting. See Note 1.

The accompanying notes are an integral part of these condensed consolidated financial statements.

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CHESAPEAKE ENERGY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(Unaudited)



	Three Months Ended March 31,
	2019			2018*
	($ in millions)
PREFERRED STOCK:
Balance, beginning and end of period	$	1,671		$	1,671
COMMON STOCK:
Balance, beginning of period	9			9
Common shares issued for WildHorse Merger	7			—
Balance, end of period	16			9
ADDITIONAL PAID-IN CAPITAL:
Balance, beginning of period	14,378			14,437
Common shares issued for WildHorse Merger	2,030			—
Stock-based compensation	7			5
Dividends on preferred stock	(23		)	(23		)
Balance, end of period	16,392			14,419
ACCUMULATED DEFICIT:
Balance, beginning of period	(13,912		)	(14,130		)
Net income (loss) attributable to Chesapeake	(21		)	17
Cumulative effect of accounting change	—			(8		)
Balance, end of period	(13,933		)	(14,121		)
ACCUMULATED OTHER COMPREHENSIVE LOSS:
Balance, beginning of period	(23		)	(57		)
Hedging activity	10			10
Balance, end of period	(13		)	(47		)
TREASURY STOCK – COMMON:
Balance, beginning of period	(31		)	(31		)
Purchase of 2,539,473 and 1,451,478 shares for company benefit plans	(6		)	(4		)
Release of 110,796 and 275,407 shares from company benefit plans	1			3
Balance, end of period	(36		)	(32		)
TOTAL CHESAPEAKE STOCKHOLDERS’ EQUITY	4,097			1,899
NONCONTROLLING INTERESTS:
Balance, beginning of period	41			44
Net income attributable to noncontrolling interests	—			1
Distributions to noncontrolling interest owners	—			(2		)
Balance, end of period	41			43
TOTAL EQUITY	$	4,138		$	1,942

* Financial information for prior periods has been recast to reflect the retrospective application of the successful efforts method of accounting. See Note 1.

The accompanying notes are an integral part of these condensed consolidated financial statements.

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CHESAPEAKE ENERGY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)


1.	Basis of Presentation and Summary of Significant Accounting Policies

Basis of Presentation

The accompanying condensed consolidated financial statements of Chesapeake were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the rules and regulations of the SEC. Pursuant to such rules and regulations, certain disclosures have been condensed or omitted.

This Form 10-Q relates to the three months ended March 31, 2019 (the “Current Quarter”) and the three months ended March 31, 2018 (the “Prior Quarter”). Our Form 8-K dated May 9, 2019 should be read in conjunction with this Form 10-Q. The accompanying condensed consolidated financial statements reflect all normal recurring adjustments which, in the opinion of management, are necessary for a fair statement of our condensed consolidated financial statements and accompanying notes and include the accounts of our direct and indirect wholly owned subsidiaries and entities in which we have a controlling financial interest. Intercompany accounts and balances have been eliminated.

Recast Financial Information for Change in Accounting Principle

In the Current Quarter, we voluntarily changed our method of accounting for oil and natural gas exploration and development activities from the full cost method to the successful efforts method. Accordingly, financial information for prior periods has been recast to reflect retrospective application of the successful efforts method. Although the full cost method of accounting for oil and natural gas exploration and development activities continues to be an accepted alternative, the successful efforts method of accounting is the generally preferred method of the SEC and, because it is more widely used in the industry, we expect the change to improve the comparability of our financial statements to our peers. We also believe the successful efforts method provides a more representational depiction of assets and operating results and provides for our investments in oil and natural gas properties to be assessed for impairment in accordance with Accounting Standards Codification (ASC) Topic 360, Property Plant and Equipment, rather than valuations based on prices and costs prescribed under the full cost method as of the balance sheet date. For detailed information regarding the effects of the change to the successful efforts method, see Note 2.

Oil and Natural Gas Properties

We follow the successful efforts method of accounting for our oil and natural gas properties. Under this method, exploration costs, such as exploratory geological and geophysical costs, expiration of unproved leasehold, delay rentals and exploration overhead are expensed as incurred. All costs related to production, general corporate overhead and similar activities are also expensed as incurred. All property acquisition costs and development costs are capitalized when incurred.

Exploratory drilling costs are initially capitalized, or suspended, pending the determination of proved reserves. If proved reserves are found, drilling costs remain capitalized and are classified as proved properties. Costs of unsuccessful wells are charged to exploration expense. For exploratory wells that find reserves that cannot be classified as proved when drilling is completed, costs continue to be capitalized as suspended exploratory drilling costs if there have been sufficient reserves found to justify completion as a producing well and sufficient progress is being made in assessing the reserves and the economic and operational viability of the project. If we determine that future appraisal drilling or development activities are unlikely to occur, associated suspended exploratory well costs are expensed. In some instances, this determination may take longer than one year. We review the status of all suspended exploratory drilling costs quarterly. Costs to develop proved reserves, including the costs of all development wells and related equipment used in the production of oil and natural gas, are capitalized.

Costs of drilling and equipping successful wells, costs to construct or acquire facilities, and associated asset retirement costs are depreciated using the unit-of-production (UOP) method based on total estimated proved developed oil and gas reserves. Costs of acquiring proved properties, including leasehold acquisition costs transferred from unproved properties, are depleted using the UOP method based on total estimated proved developed and undeveloped reserves.

Proceeds from the sales of individual oil and natural gas properties and the capitalized costs of individual properties sold or abandoned are credited and charged, respectively, to accumulated depreciation, depletion and amortization, if doing so does not materially impact the depletion rate of an amortization base. Generally, no gain or loss is recognized until an entire amortization base is sold. However, a gain or loss is recognized from the sale of less than an entire

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CHESAPEAKE ENERGY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

(Unaudited)

amortization base if the disposition is significant enough to materially impact the depletion rate of the remaining properties in the amortization base.

When circumstances indicate that the carrying value of proved oil and gas properties may not be recoverable, we compare unamortized capitalized costs to the expected undiscounted pre-tax future cash flows for the associated assets grouped at the lowest level for which identifiable cash flows are independent of cash flows of other assets. If the expected undiscounted pre-tax future cash flows, based on our estimate of future crude oil and natural gas prices, operating costs, anticipated production from proved reserves and other relevant data, are lower than the unamortized capitalized costs, the capitalized costs are reduced to fair value. Fair value is generally estimated using the income approach described in the ASC 820, Fair Value Measurements. If applicable, we utilize prices and other relevant information generated by market transactions involving assets and liabilities that are identical or comparable to the item being measured as the basis for determining fair value. The expected future cash flows used for impairment reviews and related fair value measurements are typically based on judgmental assessments of future production volumes, commodity prices, operating costs, and capital investment plans, considering all available information at the date of review. These assumptions are applied to develop future cash flow projections that are then discounted to estimated fair value, using a discount rate believed to be consistent with those applied by market participants. We have classified these fair value measurements as Level 3 in the fair value hierarchy.

Capitalized Interest

Interest from external borrowings is capitalized on significant investments in major development projects until the asset is ready for service using the weighted average borrowing rate of outstanding borrowings. Capitalized interest is determined by multiplying our weighted average borrowing cost on debt by the average amount of qualifying costs incurred. Capitalized interest is depreciated over the useful lives of the assets in the same manner as the depreciation of the underlying asset.

Recently Issued Accounting Standards

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) (“ASC 842”), which requires lessees to recognize a lease liability and a right-of-use (ROU) asset on the balance sheet for all leases, including operating leases, with terms in excess of 12 months. As the implicit rate of the lease is not always readily determinable, the company uses its incremental borrowing rate to calculate the present value of lease payments based on information available at the commencement date. Operating ROU assets are included in other long-term assets while operating lease liabilities are included in other current and other long-term liabilities on the condensed consolidated balance sheet. Finance ROU assets are reflected in total property and equipment, net while finance lease liabilities are included in other current and other long-term liabilities on the condensed consolidated balance sheet.

ASC 842 does not apply to our leases of mineral rights to explore for or use oil and natural gas resources, including the intangible rights to explore for those natural resources and rights to use the land in which those natural resources are contained.

We adopted the new standard on January 1, 2019 and as permitted by ASU 2018-11, Leases (Topic 842): Targeted Improvements, we will not adjust comparative-period financial statements and will continue to apply the guidance in Topic 840, including its disclosure requirements, in the comparative periods presented prior to adoption. No cumulative-effect adjustment to retained earnings was required as a result of the modified retrospective approach.

Upon adoption of ASC 842, we made certain elections permitting us to not reassess: (1) whether any expired or existing contracts contained leases (2) the lease classification for any expired or existing leases, and (3) initial direct costs for any existing leases. Upon adoption of ASC 842, we also made an election permitting us to continue applying our current policy for land easements. The adoption of ASC 842 did not result in a material impact on our balance sheet, results of operations or cash flows.

Short-term leases will not be recognized on the balance sheet as an asset or a liability, and the related rental expense will be expensed as incurred. We have short-term lease agreements related to most of our drilling rig arrangements and hydraulic fracturing arrangements and some of our compressor rental arrangements.

See Note 9 for further information regarding leases.

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CHESAPEAKE ENERGY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

(Unaudited)


2.	Change in Accounting Principle

In the Current Quarter, we voluntarily changed our method of accounting for oil and natural gas exploration and development activities from the full cost method to the successful efforts method. Accordingly, financial information for prior periods has been recast to reflect retrospective application of the successful efforts method. In general, under successful efforts, exploration costs such as exploratory dry holes, exploratory geophysical and geological costs, delay rentals, unproved leasehold impairments and exploration overhead are charged against earnings as incurred, versus being capitalized under the full cost method of accounting. The successful efforts method also provides for the assessment of potential property impairments by comparing the net carrying value of oil and natural gas properties to associated projected undiscounted pre-tax future net cash flows. If the expected undiscounted pre-tax future net cash flows are lower than the unamortized capitalized costs, the capitalized costs are reduced to fair value. Under the full cost method of accounting, a write-down would be required if the net carrying value of oil and natural gas properties exceeds a full cost ceiling using an unweighted arithmetic average of commodity prices in effect on the first day of each of the previous 12 months. In addition, gains or losses, if applicable, are generally recognized on the disposition of oil and natural gas property and equipment under the successful efforts method, as opposed to an adjustment to the net carrying value of the assets remaining under the full cost method. Our condensed consolidated financial statements have been recast to reflect these differences.

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CHESAPEAKE ENERGY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

(Unaudited)



	Three Months Ended March 31, 2019
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS	Under Full Cost			Successful Efforts Adjustment			Under Successful Efforts
	($ in millions except per share data)
REVENUES AND OTHER:
Oil, natural gas and NGL	$	929		$	—		$	929
Marketing	1,233			—			1,233
Total Revenues	2,162			—			2,162
Other	—			15			15
Gains on sales of assets	—			19			19
Total Revenues and Other	2,162			34			2,196
OPERATING EXPENSES:
Oil, natural gas and NGL production	132			—			132
Oil, natural gas and NGL gathering, processing and transportation	274			—			274
Production taxes	34			—			34
Exploration	—			24			24
Marketing	1,230			—			1,230
General and administrative	88			15			103
Depreciation, depletion and amortization	357			162			519
Impairments	1			—			1
Other operating expense	51			10			61
Total Operating Expenses	2,167			211			2,378
LOSS FROM OPERATIONS	(5		)	(177		)	(182		)
OTHER INCOME (EXPENSE):
Interest expense	(135		)	(26		)	(161		)
Losses on investments	(1		)	—			(1		)
Other income	7			2			9
Total Other Expense	(129		)	(24		)	(153		)
LOSS BEFORE INCOME TAXES	(134		)	(201		)	(335		)
Income tax benefit	(314		)	—			(314		)
NET INCOME (LOSS)	180			(201		)	(21		)
Net income attributable to noncontrolling interests	(1		)	1			—
NET INCOME (LOSS) ATTRIBUTABLE TO CHESAPEAKE	179			(200		)	(21		)
Preferred stock dividends	(23		)	—			(23		)
NET INCOME (LOSS) AVAILABLE TO COMMON STOCKHOLDERS	$	156		$	(200	)	$	(44	)
EARNINGS (LOSS) PER COMMON SHARE:
Basic	$	0.11		$	(0.14	)	$	(0.03	)
Diluted	$	0.11		$	(0.14	)	$	(0.03	)
WEIGHTED AVERAGE COMMON AND COMMON EQUIVALENT SHARES OUTSTANDING (in millions):
Basic	1,380			—			1,380
Diluted	1,380			—			1,380

TABLE OF CONTENTS

CHESAPEAKE ENERGY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

(Unaudited)



	Three Months Ended March 31, 2018
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS	Under Full Cost			Successful Efforts Adjustment			Under Successful Efforts
	($ in millions except per share data)
REVENUES AND OTHER:
Oil, natural gas and NGL	$	1,243		$	—		$	1,243
Marketing	1,246			—			1,246
Total Revenues	2,489			—			2,489
Other	—			16			16
Gains on sales of assets	—			19			19
Total Revenues and Other	2,489			35			2,524
OPERATING EXPENSES:
Oil, natural gas and NGL production	147			—			147
Oil, natural gas and NGL gathering, processing and transportation	356			—			356
Production taxes	31			—			31
Exploration	—			81			81
Marketing	1,268			—			1,268
General and administrative	72			15			87
Restructuring and other termination costs	38			—			38
Provision for legal contingencies, net	5			—			5
Depreciation, depletion and amortization	286			173			459
Impairments	—			10			10
Other operating expense	8			(8		)	—
Total Operating Expenses	2,211			271			2,482
INCOME FROM OPERATIONS	278			(236		)	42
OTHER INCOME (EXPENSE):
Interest expense	(123		)	(39		)	(162		)
Gains on investments	139			—			139
Other expense	—			(1		)	(1		)
Total Other Income (Expense)	16			(40		)	(24		)
INCOME BEFORE INCOME TAXES	294			(276		)	18
Income tax expense (benefit)	—			—			—
NET INCOME	294			(276		)	18
Net income attributable to noncontrolling interests	(1		)	—			(1		)
NET INCOME ATTRIBUTABLE TO CHESAPEAKE	293			(276		)	17
Preferred stock dividends	(23		)	—			(23		)
Earnings allocated to participating securities	(2		)	2			—
NET INCOME (LOSS) AVAILABLE TO COMMON STOCKHOLDERS	$	268		$	(274	)	$	(6	)
EARNINGS (LOSS) PER COMMON SHARE:
Basic	$	0.30		$	(0.31	)	$	(0.01	)
Diluted	$	0.29		$	(0.30	)	$	(0.01	)
WEIGHTED AVERAGE COMMON AND COMMON EQUIVALENT SHARES OUTSTANDING (in millions):
Basic	907			—			907
Diluted	1,053			(146		)	907

TABLE OF CONTENTS

CHESAPEAKE ENERGY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

(Unaudited)



	Three Months Ended March 31, 2019
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)	Under Full Cost			Successful Efforts Adjustment			Under Successful Efforts
	($ in millions)
NET INCOME (LOSS)	$	180		$	(201	)	$	(21	)
OTHER COMPREHENSIVE INCOME, NET OF INCOME TAX:
Unrealized gains on derivative instruments	—			—			—
Reclassification of losses on settled derivative instruments	10			—			10
Other Comprehensive Income	10			—			10
COMPREHENSIVE INCOME (LOSS)	190			(201		)	(11		)
COMPREHENSIVE INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS	(1		)	1			—
COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO CHESAPEAKE	$	189		$	(200	)	$	(11	)



	Three Months Ended March 31, 2018
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)	Under Full Cost			Successful Efforts Adjustment			Under Successful Efforts
	($ in millions)
NET INCOME	$	294		$	(276	)	$	18
OTHER COMPREHENSIVE INCOME, NET OF INCOME TAX:
Unrealized gains on derivative instruments	—			—			—
Reclassification of losses on settled derivative instruments	10			—			10
Other Comprehensive Income	10			—			10
COMPREHENSIVE INCOME	304			(276		)	28
COMPREHENSIVE INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS	(1		)	—			(1		)
COMPREHENSIVE INCOME ATTRIBUTABLE TO CHESAPEAKE	$	303		$	(276	)	$	27

TABLE OF CONTENTS

CHESAPEAKE ENERGY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

(Unaudited)




	Three Months Ended March 31, 2019
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS	Under Full Cost			Successful Efforts Adjustment			Under Successful Efforts
	($ in millions)
CASH FLOWS FROM OPERATING ACTIVITIES:
NET INCOME (LOSS)	$	180		$	(201	)	$	(21	)
ADJUSTMENTS TO RECONCILE NET INCOME (LOSS) TO CASH PROVIDED BY OPERATING ACTIVITIES:
Depreciation, depletion and amortization	357			162			519
Deferred income tax benefit	(314		)	—			(314		)
Derivative losses, net	304			—			304
Cash receipts on derivative settlements, net	14			—			14
Stock-based compensation	6			—			6
Gains on sales of assets	—			(19		)	(19		)
Impairments	1			—			1
Exploration	—			18			18
Losses on investments	1			—			1
Other	31			9			40
Changes in assets and liabilities	(78		)	(15		)	(93		)
Net Cash Provided By Operating Activities	502			(46		)	456
CASH FLOWS FROM INVESTING ACTIVITIES:
Drilling and completion costs	(533		)	18			(515		)
Business combination, net	(353		)	—			(353		)
Acquisitions of proved and unproved properties	(34		)	28			(6		)
Proceeds from divestitures of proved and unproved properties	26			—			26
Additions to other property and equipment	(9		)	—			(9		)
Proceeds from sales of other property and equipment	1			—			1
Net Cash Used In Investing Activities	(902		)	46			(856		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from revolving credit facility borrowings	3,572			—			3,572
Payments on revolving credit facility borrowings	(3,136		)	—			(3,136		)
Cash paid to purchase debt	(1		)	—			(1		)
Cash paid for preferred stock dividends	(23		)	—			(23		)
Other	(8		)	—			(8		)
Net Cash Provided By Financing Activities	404			—			404
Net increase in cash and cash equivalents	4			—			4
Cash and cash equivalents, beginning of period	4			—			4
Cash and cash equivalents, end of period	$	8		$	—		$	8

TABLE OF CONTENTS

CHESAPEAKE ENERGY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

(Unaudited)




	Three Months Ended March 31, 2018
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS	Under Full Cost			Successful Efforts Adjustment			Under Successful Efforts
	($ in millions )
CASH FLOWS FROM OPERATING ACTIVITIES:
NET INCOME	$	294		$	(276	)	$	18
ADJUSTMENTS TO RECONCILE NET INCOME TO CASH PROVIDED BY OPERATING ACTIVITIES:
Depreciation, depletion and amortization	286			173			459
Derivative losses, net	117			—			117
Cash receipts on derivative settlements, net	13			—			13
Stock-based compensation	9			—			9
Gains on sales of assets	—			(19		)	(19		)
Impairments	—			10			10
Exploration	—			68			68
Gains on investments	(139		)	—			(139		)
Other	(28		)	(8		)	(36		)
Changes in assets and liabilities	104			(16		)	88
Net Cash Provided By Operating Activities	656			(68		)	588
CASH FLOWS FROM INVESTING ACTIVITIES:
Drilling and completion costs	(442		)	22			(420		)
Acquisitions of proved and unproved properties	(63		)	46			(17		)
Proceeds from divestitures of proved and unproved properties	319			—			319
Additions to other property and equipment	(3		)	—			(3		)
Proceeds from sales of other property and equipment	68			—			68
Proceeds from sales of investments	74			—			74
Net Cash Provided by (Used In) Investing Activities	(47		)	68			21
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from revolving credit facility borrowings	2,904			—			2,904
Payments on revolving credit facility borrowings	(3,485		)	—			(3,485		)
Cash paid for preferred stock dividends	(23		)	—			(23		)
Distributions to noncontrolling interest owners	(2		)	—			(2		)
Other	(4		)	—			(4		)
Net Cash Used In Financing Activities	(610		)	—			(610		)
Net decrease in cash and cash equivalents	(1		)	—			(1		)
Cash and cash equivalents, beginning of period	5			—			5
Cash and cash equivalents, end of period	$	4		$	—		$	4

TABLE OF CONTENTS

CHESAPEAKE ENERGY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

(Unaudited)



	Three Months Ended March 31, 2019
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY	Under Full Cost			Adjustment			Under Successful Efforts
	($ in millions)
PREFERRED STOCK:
Balance, beginning and end of period	$	1,671		$	—		$	1,671
COMMON STOCK:
Balance, beginning of period	9			—			9
Common shares issued for WildHorse Merger	7			—			7
Balance, end of period	16			—			16
ADDITIONAL PAID-IN CAPITAL:
Balance, beginning of period	14,378			—			14,378
Common shares issued for WildHorse Merger	2,030			—			2,030
Stock-based compensation	7			—			7
Dividends on preferred stock	(23		)	—			(23		)
Balance, end of period	16,392			—			16,392
ACCUMULATED DEFICIT:
Balance, beginning of period	(15,660		)	1,748			(13,912		)
Net income (loss) attributable to Chesapeake	179			(200		)	(21		)
Balance, end of period	(15,481		)	1,548			(13,933		)
ACCUMULATED OTHER COMPREHENSIVE LOSS:
Balance, beginning of period	(23		)	—			(23		)
Hedging activity	10			—			10
Balance, end of period	(13		)	—			(13		)
TREASURY STOCK – COMMON:
Balance, beginning of period	(31		)	—			(31		)
Purchase of 2,539,473 shares for company benefit plans	(6		)	—			(6		)
Release of 110,796 shares from company benefit plans	1			—			1
Balance, end of period	(36		)	—			(36		)
TOTAL CHESAPEAKE STOCKHOLDERS’ EQUITY	2,549			1,548			4,097
NONCONTROLLING INTERESTS:
Balance, beginning of period	123			(82		)	41
Net income attributable to noncontrolling interests	(1		)	1			—
Distributions to noncontrolling interest owners	—			—			—
Balance, end of period	122			(81		)	41
TOTAL EQUITY	$	2,671		$	1,467		$	4,138

TABLE OF CONTENTS

CHESAPEAKE ENERGY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

(Unaudited)



	Three Months Ended March 31, 2018
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY	Under Full Cost			Adjustment			Under Successful Efforts
	($ in millions)
PREFERRED STOCK:
Balance, beginning and end of period	$	1,671		$	—		$	1,671
COMMON STOCK:
Balance, beginning of period	9			—			9
Balance, end of period	9			—			9
ADDITIONAL PAID-IN CAPITAL:
Balance, beginning of period	14,437			—			14,437
Stock-based compensation	5			—			5
Dividends on preferred stock	(23		)	—			(23		)
Balance, end of period	14,419			—			14,419
ACCUMULATED DEFICIT:
Balance, beginning of period	(16,525		)	2,395			(14,130		)
Net income attributable to Chesapeake	293			(276		)	17
Cumulative effect of accounting change	(8		)	—			(8		)
Balance, end of period	(16,240		)	2,119			(14,121		)
ACCUMULATED OTHER COMPREHENSIVE LOSS:
Balance, beginning of period	(57		)	—			(57		)
Hedging activity	10			—			10
Balance, end of period	(47		)	—			(47		)
TREASURY STOCK – COMMON:
Balance, beginning of period	(31		)	—			(31		)
Purchase of 1,451,478 shares for company benefit plans	(4		)	—			(4		)
Release of 275,407 shares from company benefit plans	3			—			3
Balance, end of period	(32		)	—			(32		)
TOTAL CHESAPEAKE STOCKHOLDERS’ EQUITY (DEFICIT)	(220		)	2,119			1,899
NONCONTROLLING INTERESTS:
Balance, beginning of period	124			(80		)	44
Net income attributable to noncontrolling interests	1			—			1
Distributions to noncontrolling interest owners	(2		)	—			(2		)
Balance, end of period	123			(80		)	43
TOTAL EQUITY (DEFICIT)	$	(97	)	$	2,039		$	1,942

TABLE OF CONTENTS

CHESAPEAKE ENERGY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

(Unaudited)


3.	Oil and Natural Gas Property Transactions

WildHorse Acquisition

On February 1, 2019, we acquired WildHorse Resource Development Corporation (“WildHorse”), an oil and gas company with operations in the Eagle Ford Shale and Austin Chalk formations in southeast Texas for approximately 717.4 million shares of our common stock and $381 million in cash. We funded the cash portion of the consideration through borrowings under the Chesapeake revolving credit facility. In connection with the closing, we acquired all of WildHorse’s debt. See Note 6 for additional information on the acquired debt.

Purchase Price Allocation

The acquisition of WildHorse and its corresponding merger (the “Merger”) with and into our wholly owned subsidiary, Brazos Valley Longhorn, L.L.C. (“Brazos Valley Longhorn” or “BVL”) has been accounted for as a business combination, using the acquisition method. The following table represents the preliminary allocation of the total purchase price of WildHorse to the identifiable assets acquired and the liabilities assumed based on the fair values as of the acquisition date. Certain data necessary to complete the purchase price allocation is not yet available, and includes, but is not limited to, valuation of pre-acquisition contingencies, final tax returns that provide the underlying tax basis of WildHorse’s assets and liabilities and final appraisals of assets acquired and liabilities assumed. We expect to complete the purchase price allocation during the 12-month period following the acquisition date, during which time the value of the assets and liabilities may be revised as appropriate.



	Preliminary Purchase Price Allocation
	($ in millions)
Consideration:
Cash	$	381
Fair value of Chesapeake’s common stock issued in the Merger ^(a)	2,037
Total consideration	$	2,418

Fair Value of Liabilities Assumed:
Current liabilities	$	166
Long-term debt	1,379
Deferred tax liabilities	314
Other long-term liabilities	36
Amounts attributable to liabilities assumed	$	1,895

Fair Value of Assets Acquired:
Cash and cash equivalents	$	28
Other current assets	128
Proved oil and natural gas properties	3,264
Unproved properties	756
Other property and equipment	77
Other long-term assets	60
Amounts attributable to assets acquired	$	4,313

Total identifiable net assets	$	2,418

___________________________________________


(a)	Based on 717,376,170 Chesapeake common shares issued at closing at $2.84 per share (closing price as of February 1, 2019).

TABLE OF CONTENTS

CHESAPEAKE ENERGY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

(Unaudited)

We included in our condensed consolidated statements of operations revenues of $75 million, direct operating expenses of $164 million and other expenses of $12 million for the period from February 1, 2019 to March 31, 2019.

Pro Forma Financial Information

The following unaudited pro forma financial information for the three months ended March 31, 2019 and 2018, respectively, is based on our historical consolidated financial statements adjusted to reflect as if the WildHorse acquisition had occurred on January 1, 2018. The information below reflects pro forma adjustments based on available information and certain assumptions that we believe are reasonable, including adjustments to conform the classification of expenses in WildHorse’s statements of operations to our classification for similar expenses and the estimated tax impact of pro forma adjustments.



	Three Months Ended March 31,
	2019			2018
	($ in millions except per share data)
Revenues	$	2,188		$	2,682
Net loss available to common stockholders	$	(59	)	$	(10	)
Earnings per common share:
Basic	$	(0.04	)	$	(0.01	)
Diluted	$	(0.04	)	$	(0.01	)

This unaudited pro forma information has been derived from historical information. The unaudited pro forma financial information is not necessarily indicative of what actually would have occurred if the acquisition had been completed as of the beginning of the periods presented, nor is it necessarily indicative of future results.

Divestitures

In the Current Quarter, we received proceeds of approximately $26 million, subject to customary closing adjustments, for the sale of other oil and natural gas properties covering various operating areas.

In the Prior Quarter, we sold portions of our acreage, producing properties and other related property and equipment in the Mid-Continent, including our Mississippian Lime assets, for approximately $420 million, subject to certain customary closing adjustments. Included in the sales were approximately 171,000 net acres and interests in approximately 2,150 wells. Also in the Prior Quarter, we received proceeds of approximately $18 million, subject to customary closing adjustments, for the sale of other oil and natural gas properties covering various operating areas.

TABLE OF CONTENTS

CHESAPEAKE ENERGY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

(Unaudited)


4.	Capitalized Exploratory Well Costs

A summary of the changes in our capitalized well costs for the Current Quarter is detailed below. Additions pending the determination of proved reserves excludes amounts capitalized and subsequently charged to expense within the same year.



	2019
	($ in millions)
Balance as of January 1	$	36
Additions pending the determination of proved reserves	7

Closing Price ($)	Shares Out (MM)	Market Cap ($MM)
$2.68	1,634	$4,380

10-Q	2019-03-31	Quarter: 2019-03-31
10-K	2018-12-31	Annual: 2018-12-31
10-Q	2018-09-30	Quarter: 2018-09-30
10-Q	2018-06-30	Quarter: 2018-06-30
10-Q	2018-03-31	Quarter: 2018-03-31
10-K	2017-12-31	Annual: 2017-12-31
10-Q	2017-09-30	Quarter: 2017-09-30
10-Q	2017-06-30	Quarter: 2017-06-30
10-Q	2017-03-31	Quarter: 2017-03-31
10-K	2016-12-31	Annual: 2016-12-31
10-Q	2016-09-30	Quarter: 2016-09-30
10-Q	2016-06-30	Quarter: 2016-06-30
10-Q	2016-03-31	Quarter: 2016-03-31
10-K	2015-12-31	Annual: 2015-12-31
10-Q	2015-09-30	Quarter: 2015-09-30
10-Q	2015-06-30	Quarter: 2015-06-30
10-Q	2015-03-31	Quarter: 2015-03-31
10-K	2014-12-31	Annual: 2014-12-31
10-Q	2014-09-30	Quarter: 2014-09-30
10-Q	2014-06-30	Quarter: 2014-06-30
10-Q	2014-03-31	Quarter: 2014-03-31
10-K	2013-12-31	Annual: 2013-12-31

8-K	2019-05-17	Shareholder Vote
8-K	2019-05-09	Other Events, Exhibits
8-K	2019-05-08	Earnings, Regulation FD, Exhibits
8-K	2019-04-18	Officers
8-K	2019-04-03	Enter Agreement, Off-BS Arrangement, Exhibits
8-K	2019-02-27	Earnings, Regulation FD, Exhibits
8-K	2019-01-31	Enter Agreement, M&A, Off-BS Arrangement, Officers, Amend Bylaw, Shareholder Vote, Regulation FD, Exhibits
8-K	2019-01-09	Earnings, Regulation FD, Exhibits
8-K	2018-12-31	Officers, Exhibits
8-K	2018-12-06	Regulation FD, Exhibits
8-K	2018-10-30	Enter Agreement, Regulation FD, Exhibits
8-K	2018-10-30	Earnings, Regulation FD, Exhibits
8-K	2018-10-29	M&A, Other Events, Exhibits
8-K	2018-10-03	Other Events
8-K	2018-09-26	Regulation FD
8-K	2018-09-25	Enter Agreement, Off-BS Arrangement, Exhibits
8-K	2018-09-12	Enter Agreement, Off-BS Arrangement, Exhibits
8-K	2018-08-20	Officers, Exhibits
8-K	2018-08-01	Earnings, Regulation FD, Exhibits
8-K	2018-07-26	Enter Agreement, Regulation FD
8-K	2018-05-18	Shareholder Vote
8-K	2018-05-16	Regulation FD
8-K	2018-03-27	Regulation FD
8-K	2018-02-21	Regulation FD
8-K	2018-02-13	Earnings, Exhibits
8-K	2018-02-06	Earnings, Exhibits

SPR	Spirit Aerosystems Holdings	8,900
TCBI	Texas Capital Bancshares	3,240
SNHY	Sun Hydraulics	1,440
PJC	Piper Jaffray	1,130
HLX	Helix Energy Solutions Group	1,110
CUE	Cue Biopharma	167
CYAN	Cyanotech	19
HIHO	Highway Holdings	12
PTRC	Petro River Oil	0
ETBI	Eastgate Biotech	0

EX-10.10	ex1010psuagreement-march20.htm
EX-31.1	chk-ex_311x20190331x10q.htm
EX-31.2	chk-ex_312x20190331x10q.htm
EX-32.1	chk-ex_321x20190331x10q.htm
EX-32.2	chk-ex_322x20190331x10q.htm
EX-95.1	ex951minesafetydislosures.htm