Item 1.01 Entry into a Material Definitive Agreement.

On December 26, 2019, Chesapeake Energy Corporation ("Chesapeake") entered into the Third Amendment (the "Amendment") to Amended and Restated Credit Agreement, dated as of September 12, 2018 (as amended, restated, supplemented or otherwise modified from time to time, the "Credit Agreement"), by and among Chesapeake, as borrower, MUFG Union Bank, N.A., as administrative agent, and the lenders from time to time party thereto.

The Amendment, among other things, permits the issuance of certain secured indebtedness with a lien priority behind the obligations under the Credit Agreement without a corresponding 25% reduction in the borrowing base under the Credit Agreement, if issued by December 31, 2019 and issued in exchange for, or the proceeds will be used to refinance, Chesapeake's senior notes.

The above description of the material terms and conditions of the Amendment is a summary only, does not purport to be complete, and is qualified by reference to the full text of the Amendment attached to this Current Report as Exhibit 10.1.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant

On December 27, 2019, Chesapeake entered into a purchase agreement with certain institutional investors providing for the issuance and sale by Chesapeake of $120,000,000 aggregate principal amount of its 11.5% Senior Secured Second Lien Notes due 2025 (the "Notes"). The Notes are being issued as additional securities pursuant to that certain Indenture, dated as of December 19, 2019, among Chesapeake, the guarantors named therein, and Deutsche Bank Trust Company Americas, as trustee and as collateral trustee.

The terms and conditions of the Notes are described in Chesapeake's Current Report on Form 8-K filed on December 26, 2019, which description is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.





(d) Exhibits.



Exhibit No.   Document Description

   10.1         Third Amendment to Amended and Restated Credit Agreement, dated as
              of December 26, 2019, among Chesapeake, MUFG Union Bank, N.A. and
              the Lenders party thereto.
              Cover Page Interactive Data File (embedded within the Inline XBRL
    104       document).

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