0000895126-20-000171 | 10-Q | XBRL Viewer

TOTAL LIABILITIES AND EQUITY (DEFICIT)

(4,919)

4,401

$ 6,903

$ 16,193

[1]	Amounts and shares have been retroactively adjusted to reflect a 1-for-200 (1:200) reverse stock split effective April 14, 2020. See Note 9 for additional information.

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) $ in Millions	Sep. 30, 2020 USD ($) $ / shares shares	Dec. 31, 2019 USD ($) $ / shares shares
Preferred stock, par value (usd per share) \| $ / shares	$ 0.01	$ 0.01
Preferred stock, shares authorized (shares) \| shares	20,000,000	20,000,000
Preferred stock, shares outstanding (shares) \| shares	5,563,458	5,563,458
Common stock, par value (usd per share) \| $ / shares	$ 0.01	$ 0.01
Common stock, shares authorized (shares) \| shares	22,500,000	15,000,000
Common stock, shares issued (shares) \| shares	9,780,371	9,772,793
Treasury stock, common shares (shares) \| shares	0	26,224
VIE, cash and cash equivalents	$ 306	$ 6
VIE, proved oil and natural gas properties	31,511	30,765
VIE, accumulated depreciation, depletion and amortization	(29,399)	(20,002)
VIE, other current liabilities	753	1,432
VIE
VIE, cash and cash equivalents	2	2
VIE, proved oil and natural gas properties	755	755
VIE, accumulated depreciation, depletion and amortization	(748)	(713)
VIE, other current liabilities	$ 0	$ 1

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
shares in Thousands, $ in Millions

3 Months Ended

9 Months Ended

Sep. 30, 2020

Sep. 30, 2019

Sep. 30, 2020

Sep. 30, 2019

Gains on sales of assets

$ 1

$ 13

$ 1

$ 33

975

2,087

4,037

6,669

Severance and ad valorem taxes

116

168

General and administrative

229

258

Separation and other termination costs

Provision for legal contingencies, net

Depreciation, depletion and amortization

170

573

931

1,672

Impairments

8,522

Other operating expense

Total Operating Expenses

1,086

2,041

12,916

6,527

INCOME (LOSS) FROM OPERATIONS

(111)

(8,879)

142

OTHER INCOME (EXPENSE):

Interest expense

(25)

(177)

(307)

(513)

Losses on investments

(4)

(23)

(28)

Gains on purchases or exchanges of debt

Other income

Reorganization items, net

(611)

(217)

Total Other Expense

(634)

(108)

(468)

(441)

LOSS BEFORE INCOME TAXES

(745)

(62)

(9,347)

(299)

Income tax benefit

(1)

(13)

(315)

NET INCOME (LOSS)

(745)

(61)

(9,334)

NET INCOME (LOSS) ATTRIBUTABLE TO CHESAPEAKE

(745)

(61)

(9,318)

Preferred stock dividends

(23)

(22)

(69)

Loss on exchange of preferred stock

(17)

NET LOSS AVAILABLE TO COMMON STOCKHOLDERS

$ (745)

$ (101)

$ (9,340)

$ (70)

LOSS PER COMMON SHARE:

Basic (in dollars per share)

^[1]

$ (76.18)

$ (11.89)

$ (955.99)

$ (8.92)

Diluted (in dollars per share)

^[1]

$ (76.18)

$ (11.89)

$ (955.99)

$ (8.92)

WEIGHTED AVERAGE COMMON AND COMMON EQUIVALENT SHARES OUTSTANDING

Basic (in shares)

^[1]

9,780

8,492

9,770

7,848

Diluted (in shares)

^[1]

9,780

8,492

9,770

7,848

Oil, natural gas and NGL

$ 511

$ 1,170

$ 2,579

$ 3,553

Marketing

448

889

1,412

3,038

Oil, natural gas and NGL and Marketing

450

901

1,438

3,071

959

2,059

3,991

6,591

Other

Oil, natural gas and NGL production

Oil, natural gas and NGL gathering, processing and transportation

135

295

394

258

270

813

815

Exploration

Statement of Comprehensive Income [Abstract]

$ 5

$ 17

$ 417

$ 56

[1]	Amounts and shares have been retroactively adjusted to reflect a 1-for-200 (1:200) reverse stock split effective April 14, 2020. See Note 9 for additional information.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical)	Apr. 14, 2020	Apr. 13, 2020
COMMON STOCK:
Stock split, conversion ratio	0.005	0.005

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($)
$ in Millions

3 Months Ended

9 Months Ended

Sep. 30, 2020

Sep. 30, 2019

Sep. 30, 2020

Sep. 30, 2019

NET INCOME (LOSS)

$ (745)

$ (61)

$ (9,334)

$ 16

OTHER COMPREHENSIVE INCOME, NET OF INCOME TAX:

Reclassification of losses on settled derivative instruments

^[1]

Other Comprehensive Income

COMPREHENSIVE INCOME (LOSS)

(738)

(53)

(9,310)

COMPREHENSIVE LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS

COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO CHESAPEAKE

$ (738)

$ (53)

$ (9,294)

$ 42

[1]	Deferred tax activity incurred in other comprehensive income was offset by a valuation allowance.

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income (loss) and other comprehensive income (loss), attributable to noncontrolling interests. Excludes changes in equity resulting from investments by owners and distributions to owners.

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income. Excludes changes in equity resulting from investments by owners and distributions to owners.

Amount after tax and reclassification adjustments of other comprehensive income (loss).

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The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

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Chesapeake stockholders’ equity, beginning of period at Dec. 31, 2018

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
CASH FLOWS FROM OPERATING ACTIVITIES:
NET INCOME (LOSS)	$ (9,334)	$ 16
ADJUSTMENTS TO RECONCILE NET INCOME (LOSS) TO CASH PROVIDED BY OPERATING ACTIVITIES:
Depreciation, depletion and amortization	931	1,672
Deferred income tax benefit	(10)	(314)
Derivative gains, net	(573)	(137)
Cash receipts on derivative settlements, net	890	129
Stock-based compensation	16	24
Gains on sales of assets	(1)	(33)
Impairments	8,522	11
Non-cash reorganization items, net	(300)	0
Exploration	409	35
Losses on investments	23	21
Gains on purchases or exchanges of debt	(65)	(70)
Other	(46)	42
Changes in assets and liabilities	693	(214)
Net Cash Provided By Operating Activities	1,155	1,182
CASH FLOWS FROM INVESTING ACTIVITIES:
Drilling and completion costs	(946)	(1,640)
Business combination, net	0	(353)
Acquisitions of proved and unproved properties	(9)	(31)
Proceeds from divestitures of proved and unproved properties	10	110
Additions to other property and equipment	(18)	(27)
Proceeds from sales of other property and equipment	5	6
Net Cash Used In Investing Activities	(958)	(1,935)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from pre-petition revolving credit facility borrowings	3,806	8,805
Payments on pre-petition revolving credit facility borrowings	(3,467)	(7,495)
Proceeds from DIP credit facility borrowings	60	0
Payments on DIP credit facility borrowings	(60)	0
DIP credit facility and exit facilities financing costs	(109)	0
Cash paid to purchase debt	(95)	(457)
Cash paid for preferred stock dividends	(22)	(69)
Other	(10)	(21)
Net Cash Provided By Financing Activities	103	763
Net increase in cash and cash equivalents	300	10
Cash and cash equivalents, beginning of period	6	4
Cash and cash equivalents, end of period	306	14
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for reorganization items, net	118	0
Interest paid, net of capitalized interest	201	487
Income taxes paid, net of refunds received	1	(6)
SUPPLEMENTAL DISCLOSURE OF SIGNIFICANT NON-CASH INVESTING AND FINANCING ACTIVITIES:
Put option premium on equity backstop agreement	60	0
Operating lease obligations recognized	32	0
Common stock issued for business combination	0	2,037
Debt exchanged for common stock	0	693
Preferred stock exchanged for common stock	0	40
Change in senior notes exchanged	0	35
Change in accrued drilling and completion costs
SUPPLEMENTAL DISCLOSURE OF SIGNIFICANT NON-CASH INVESTING AND FINANCING ACTIVITIES:
Change in accrued drilling and completion costs	$ (206)	$ 49

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($)
$ in Millions

Total

TOTAL CHESAPEAKE STOCKHOLDERS’ EQUITY (DEFICIT)

PREFERRED STOCK:

COMMON STOCK:

ADDITIONAL PAID-IN CAPITAL:

Exchange of preferred stock for shares of common stock

ADDITIONAL PAID-IN CAPITAL:

Exchange of senior notes for shares of common stock

ADDITIONAL PAID-IN CAPITAL:

Exchange of convertible senior notes for common stock

ACCUMULATED DEFICIT:

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS):

TREASURY STOCK – COMMON:

NONCONTROLLING INTERESTS:

$ 1,671

$ 0

$ 14,387

^[1]

$ (13,912)

$ (23)

$ (31)

^[1]

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Exchange of 0, 40,000, 0, and 40,000 shares of preferred stock for common stock

(40)

Exchange of preferred stock for 0, 51,839, 0 and 51,839 shares of common stock

2,037

^[1]

$ 40

$ 440

$ 135

(2)

^[1]

^[1]

(69)

$ 16

Purchase of 0, 267, 17,901 and 13,369 shares for company benefit plans

^[1]

(7)

Release of 0, 187, 44,126 and 1,484 shares from company benefit plans

^[1]

Chesapeake stockholders’ equity, end of period at Sep. 30, 2019

$ 4,697

1,631

16,995

^[1]

(13,896)

(36)

^[1]

Stockholders' equity attributable to noncontrolling interest, beginning of period at Dec. 31, 2018

$ 41

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Stockholders' equity attributable to noncontrolling interest, end of period at Sep. 30, 2019

(2)

Chesapeake stockholders’ equity, beginning of period at Jun. 30, 2019

1,671

16,396

^[1]

(13,835)

(5)

(36)

^[1]

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Exchange of 0, 40,000, 0, and 40,000 shares of preferred stock for common stock

(40)

Exchange of preferred stock for 0, 51,839, 0 and 51,839 shares of common stock

^[1]

440

135

(2)

^[1]

^[1]

(23)

(61)

Purchase of 0, 267, 17,901 and 13,369 shares for company benefit plans

^[1]

Release of 0, 187, 44,126 and 1,484 shares from company benefit plans

^[1]

Chesapeake stockholders’ equity, end of period at Sep. 30, 2019

4,697

1,631

16,995

^[1]

(13,896)

(36)

^[1]

Stockholders' equity attributable to noncontrolling interest, beginning of period at Jun. 30, 2019

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Stockholders' equity attributable to noncontrolling interest, end of period at Sep. 30, 2019

Increase (Decrease) in Stockholders' Equity [Roll Forward]

4,736

Chesapeake stockholders’ equity, beginning of period at Dec. 31, 2019

4,401

4,364

1,631

16,973

^[1]

(14,220)

(32)

^[1]

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Exchange of 0, 40,000, 0, and 40,000 shares of preferred stock for common stock

Exchange of preferred stock for 0, 51,839, 0 and 51,839 shares of common stock

^[1]

^[1]

(20)

^[1]

(22)

(9,318)

Purchase of 0, 267, 17,901 and 13,369 shares for company benefit plans

^[1]

(2)

Release of 0, 187, 44,126 and 1,484 shares from company benefit plans

^[1]

Chesapeake stockholders’ equity, end of period at Sep. 30, 2020

(4,940)

1,631

16,931

^[1]

(23,538)

^[1]

Stockholders' equity attributable to noncontrolling interest, beginning of period at Dec. 31, 2019

Increase (Decrease) in Stockholders' Equity [Roll Forward]

(16)

Stockholders' equity attributable to noncontrolling interest, end of period at Sep. 30, 2020

Chesapeake stockholders’ equity, beginning of period at Jun. 30, 2020

1,631

16,924

^[1]

(22,793)

^[1]

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Exchange of 0, 40,000, 0, and 40,000 shares of preferred stock for common stock

Exchange of preferred stock for 0, 51,839, 0 and 51,839 shares of common stock

^[1]

$ 0

$ 0

^[1]

^[1]

(745)

Purchase of 0, 267, 17,901 and 13,369 shares for company benefit plans

^[1]

Release of 0, 187, 44,126 and 1,484 shares from company benefit plans

^[1]

Chesapeake stockholders’ equity, end of period at Sep. 30, 2020

(4,940)

$ (4,940)

$ 1,631

$ 0

$ 16,931

^[1]

$ (23,538)

$ 36

$ 0

^[1]

Stockholders' equity attributable to noncontrolling interest, beginning of period at Jun. 30, 2020

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Stockholders' equity attributable to noncontrolling interest, end of period at Sep. 30, 2020

$ 21

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Earnings Per Share, Basic and Diluted, Other Disclosures [Abstract]

$ (4,919)

[1]	Amounts and shares have been retroactively adjusted to reflect a 1-for-200 (1:200) reverse stock split effective April 14, 2020. See Note 9 for additional information.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical)	3 Months Ended		9 Months Ended
	Sep. 30, 2020 shares	Sep. 30, 2019 shares	Sep. 30, 2020 shares	Sep. 30, 2019 shares
PREFERRED STOCK:
Stock issued, exchanged (in shares)	0	40,000	0	40,000
ADDITIONAL PAID-IN CAPITAL: \| Exchange of preferred stock for shares of common stock
Stock issued, exchanged (in shares)	0	51,839	0	51,839
ADDITIONAL PAID-IN CAPITAL: \| Exchange of senior notes for shares of common stock
Stock issued, exchanged (in shares)	0	1,177,817	0	1,177,817
ADDITIONAL PAID-IN CAPITAL: \| Exchange of convertible senior notes for common stock
Stock issued, exchanged (in shares)	0	366,945	0	366,945
TREASURY STOCK – COMMON:
Purchase of shares for company benefit plans (in shares)	0	267	17,901	13,369
Release of shares from company benefit plans (in shares)	0	187	44,126	1,484
COMMON STOCK: \| Exchange of preferred stock for shares of common stock
Stock issued, exchanged (in shares)	0	52,000	0	52,000
COMMON STOCK: \| Exchange of senior notes for shares of common stock
Stock issued, exchanged (in shares)	0	1,178,000	0	1,178,000
COMMON STOCK: \| Exchange of convertible senior notes for common stock
Stock issued, exchanged (in shares)	0	367,000	0	367,000

Chapter 11 Proceedings

9 Months Ended

Sep. 30, 2020

Reorganizations [Abstract]

Chapter 11 Proceedings

Unless the context otherwise requires, references to “Chesapeake”, the “Company”, “us”, “we” and “our” in this report are to Chesapeake Energy Corporation together with its subsidiaries. On June 28, 2020, (the “Petition Date”) we and certain of our subsidiaries (collectively, the “Debtors”) filed voluntary petitions (the “Chapter 11 Cases”) for relief (the “Bankruptcy Filing”) under Chapter 11 of Title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of Texas (the “Bankruptcy Court”). On June 29, 2020, the Bankruptcy Court entered an order authorizing the joint administration of the Chapter 11 Cases under the caption In re Chesapeake Energy Corporation, Case No. 20-33233. Subsidiaries with noncontrolling interests, consolidated variable interest entities and certain de minimis subsidiaries (collectively, the “Non-Filing Entities”) were not part of the Bankruptcy Filing. The Non-Filing Entities will continue to operate in the ordinary course of business.

Debtor-In-Possession

We are currently operating as debtors in possession in accordance with the applicable provisions of the Bankruptcy Code. The Bankruptcy Court granted the first day relief we requested that was designed primarily to mitigate the impact of the Chapter 11 Cases on our operations, customers and employees. As a result, we are able to conduct normal business activities and pay all associated obligations for the period following the Bankruptcy Filing and are also authorized to pay owner royalties, employee wages and benefits, and certain vendors and suppliers in the ordinary course for goods and services provided prior to the Bankruptcy Filing. During the pendency of the Chapter 11 Cases, all transactions outside the ordinary course of business require the prior approval of the Bankruptcy Court.

Automatic Stay

Subject to certain specific exceptions under the Bankruptcy Code, the filing of the Chapter 11 Cases automatically stayed all judicial or administrative actions against us and efforts by creditors to collect on or otherwise exercise rights or remedies with respect to pre-petition claims. Absent an order from the Bankruptcy Court, substantially all of the Debtors’ pre-petition liabilities are subject to settlement under the Bankruptcy Code.

Restructuring Support Agreement

On June 28, 2020, the Debtors entered into a restructuring support agreement (the "RSA") with certain holders (collectively, the "Consenting Stakeholders") of (i) obligations under that certain Amended and Restated Credit Agreement, dated as of September 12, 2018, by and among Chesapeake, as borrower, the Debtor guarantors party thereto, MUFG Union Bank, N.A., as administrative agent, and the other lender, issuer, and agent parties thereto (the "pre-petition revolving credit facility"); (ii) obligations under that certain Term Loan Agreement, dated as of December 19, 2019, by and among Chesapeake, as borrower, the Debtor guarantors party thereto, GLAS USA LLC., as administrative agent, and the lender parties thereto (the "FLLO Term Loan"); and (iii) obligations under the 11.5% Senior Secured Second Lien Notes due 2025 (the "Second Lien Notes") issued pursuant to that certain indenture, dated as of December 19, 2019, by and among Chesapeake, as issuer, certain guarantors party thereto, and Deutsche Bank Trust Company Americas, as trustee and collateral trustee to support a restructuring (the "Restructuring") on the terms set forth in the RSA and the term sheet annexed to the RSA (the "Restructuring Term Sheet"). Certain Consenting Stakeholders also hold Unsecured Notes (as defined in the Restructuring Term Sheet) and their Unsecured Notes are also subject to the terms and obligations under the RSA. The RSA contemplates that the Company will implement the Restructuring through the Chapter 11 Cases pursuant to a consensual plan of reorganization (the "Plan") filed in the Chapter 11 proceedings as described further below.

The RSA contains certain covenants on the part of each of the Company and the Consenting Stakeholders, including limitations on the parties’ ability to pursue alternative transactions (subject to customary provisions regarding the ability of the Company’s Board of Directors to satisfy its fiduciary duties), commitments by the Consenting Stakeholders to vote in favor of the Plan and commitments of the Company and the Consenting Stakeholders to negotiate in good faith to finalize the documents and agreements contemplated by and required to implement the Plan. The RSA also provides for certain conditions to the obligations of the parties and for termination upon the occurrence of certain events, including, without limitation, the failure to achieve certain milestones and certain breaches by the parties under the RSA. One such condition is the requirement to obtain sufficient savings on certain midstream obligations (as determined by the required plan sponsors, defined in the RSA) through rejection of such contracts and/or renegotiation of their terms.

The RSA includes a hedging provision that authorizes the Debtors to enter into post-petition hedge agreements with the lenders under the DIP Credit Facility (as defined below). Beginning 30 days after the Petition Date, the Debtors are required to, at a minimum, hedge 50% of the anticipated projected monthly production from proved developed producing oil and natural gas reserves (in each case, calculated separately for (i) crude oil and (ii) natural gas and natural gas liquids, taken together) for a rolling 24-month period. The Debtors notional hedge volumes shall not exceed (a) for the 18-month period from the date such commodity hedge transaction is executed, the lesser of (x) 80% of forecasted production for such months and (y) 80% of the anticipated projected monthly production from proved oil and natural gas reserves, (b) for the 6-month period following, 90% of the anticipated projected monthly production from proved developed producing oil and natural gas reserves and (c) for the 24-month period thereafter, 80% of the anticipated projected monthly production from proved developed producing oil and natural gas reserves.

Although the Company intends to pursue the Restructuring in accordance with the terms set forth in the Plan, there can be no assurance that the Company will be successful in completing the Restructuring or any other similar transaction on the terms set forth in the Plan, on different terms, or at all.

Plan of Reorganization

On September 11, 2020, the Debtors filed the Plan and a related disclosure statement with the Bankruptcy Court. As is customary in bankruptcy proceedings, the Debtors subsequently filed with the Bankruptcy Court an amended plan and amended disclosure statement on October 8, 2020 and a seconded amended plan and second amended disclosure statement on October 30, 2020. The Plan is subject to approval by the Bankruptcy Court. If the Plan is confirmed by the Bankruptcy Court, the Debtors would exit Chapter 11 pursuant to the terms of the Plan. Under the Plan, the claims against and interests in the Debtors are organized into classes based, in part, on their respective priorities. Below is a summary of the treatment that the stakeholders of the Company would receive under the Plan upon the emergence from bankruptcy:

•

Holders of Other Secured Claims. Each holder of Other Secured Claims (as defined in the RSA) would receive, at the Company's option and in consultation with a requisite number of holders of claims who are backstopping a rights offering pursuant to the Plan: (a) payment in full in cash; (b) the collateral securing its secured claim; (c) reinstatement of its secured claim; or (d) such other treatment rendering its secured claim unimpaired in accordance with Section 1124 of the Bankruptcy Code.


•	Holders of Other Priority Claims. Each holder of Other Priority Claims (as defined in the RSA) would receive treatment in a manner consistent with Section 1129(a)(9) of the Bankruptcy Code.

•

Holders of Pre-Petition Revolving Credit Facility Claims. On the effective date of the Plan (the "Plan Effective Date"), each holder of obligations under the pre-petition revolving credit facility would receive, at such holder's option, its pro rata share of either Tranche A RBL Exit Facility Loans or Tranche B RBL Exit Facility Loans (each as defined in the Exit Facilities Term Sheet, defined below), each on a dollar for dollar basis.

•

Holders of FLLO Term Loan Facility Claims. On the Plan Effective Date, each holder of obligations under the FLLO Term Loan Facility would receive its pro rata share of (i) 76% of the reorganized Company's new common equity interests (the "New Common Stock"), subject to the terms set forth in the Restructuring Term Sheet and (ii) the right to participate in a rights offering on the terms set forth in the Restructuring Term Sheet.

•

Holders of Second Lien Notes Claims. On the Plan Effective Date, each holder of the Second Lien Notes would receive its pro rata share of (i) 12% of the New Common Stock, subject to the terms set forth in the Restructuring Term Sheet, (ii) the right to participate in a rights offering on the terms set forth in the Restructuring Term Sheet, and (iii) warrants to purchase 10% of the New Common Stock on certain terms set forth in the Restructuring Term Sheet, warrants to purchase another 10% of the New Common Stock on certain other terms set forth in the Restructuring Term Sheet, and 50% of warrants to purchase another 10% of the New Common Stock on certain other terms set forth in the Restructuring Term Sheet (the "New Class C Warrants").


•	Holders of Unsecured Notes Claims. On the Plan Effective Date, each holder of the Unsecured Notes (as defined in the RSA) would receive its pro rata share of (i) 12% of the New Common Stock, subject to the terms set forth in the Restructuring Term Sheet (the "Unsecured Notes Claims Recovery"), and (ii) 50% of the New Class C Warrants.


•	Holders of General Unsecured Claims. On the Plan Effective Date, each holder of allowed general unsecured claims would receive its pro rata share of the General Unsecured Claims Recovery.


•	Equity Holders. Each holder of an equity interest in Chesapeake, including our common and preferred stock, would have such interest canceled, released, and extinguished without any distribution.

DIP Credit Facility

On June 28, 2020, prior to the commencement of the Chapter 11 Cases, the Company entered into a commitment letter (the “Commitment Letter”) with certain of the lenders under the pre-petition revolving credit facility and/or their affiliates (collectively, the “Commitment Parties”), pursuant to which, and subject to the satisfaction of certain customary conditions, including the approval of the Bankruptcy Court, the Commitment Parties agreed to provide the Debtors with a post-petition senior secured super-priority debtor-in-possession revolving credit facility in an aggregate principal amount of up to approximately $2.104 billion (the “DIP Credit Facility”), consisting of a revolving loan facility of new money in an aggregate principal amount of up to $925 million, which includes a sub-facility of up to $200 million for the issuance of letters of credit, and an up to approximately $1.179 billion term loan that reflects the roll-up of a portion of outstanding borrowings under the pre-petition revolving credit facility. Pursuant to the Commitment Letter, the Commitment parties have also committed to provide, subject to certain conditions, an up to $2.5 billion exit credit facility, consisting of an up to $1.75 billion revolving credit facility (the “Exit Revolving Facility”) and an up to $750 million senior secured term loan facility (the “Exit Term Loan Facility” and, together with the Exit Revolving Facility, the “Exit Credit Facilities”). The terms and conditions of the DIP Credit Facility are set forth in the Senior Secured Super-Priority Debtor-in-Possession Credit Agreement (the “DIP Credit Agreement”) attached to the Commitment Letter. The proceeds of the DIP Credit Facility may be used for, among other things, post-petition working capital, permitted capital investments, general corporate purposes, letters of credit, administrative costs, premiums, expenses and fees for the transactions contemplated by the Chapter 11 Cases, payment of court approved adequate protection obligations, and other such purposes consistent with the DIP Credit Facility. The terms and conditions of the Exit Credit Facilities are reflected in an exit facilities term sheet attached as an exhibit to the Restructuring Term Sheet (the “Exit Facilities Term Sheet”). The obligations of the lenders to provide the Exit Credit Facilities are subject to satisfaction of certain conditions set forth in the Exit Facilities Term Sheet, including conditions requiring (i) a minimum liquidity of $500 million, (ii) a leverage ratio no greater than 2.25:1.00 and (iii) asset coverage of credit facilities to PV-10 of at least 1.50:1.00. In the Current Period, we incurred $118 million of fees related to the arrangement and funding of the DIP Credit Facility and Exit Credit Facilities. The DIP Credit Facility was approved by the Bankruptcy Court on a final basis on July 31, 2020 and became effective as of July 1, 2020. See Note 4 for additional information.

Executory Contracts

Subject to certain exceptions, under the Bankruptcy Code, we may assume, assign, or reject certain executory contracts and unexpired leases subject to the approval of the Bankruptcy Court and certain other conditions. Generally, the rejection of an executory contract or unexpired lease is treated as a pre-petition breach of such executory contract or unexpired lease and, subject to certain exceptions, relieves us from performing our future obligations under such executory contract or unexpired lease but entitles the contract counterparty or lessor to a pre-petition general unsecured claim for damages caused by such deemed breach. Counterparties to rejected contracts or leases may assert unsecured claims in the Bankruptcy Court against our estate for such damages. Generally, the assumption of an executory contract or unexpired lease requires us to cure existing monetary defaults under such executory contract or unexpired lease and provide adequate assurance of future performance. Accordingly, any description of an executory contract or unexpired lease with us, including where applicable a quantification of our obligations under any such executory contract or unexpired lease of us, is qualified by any overriding rejection rights we have under the Bankruptcy Code.

Potential Claims

We have filed with the Bankruptcy Court schedules and statements setting forth, among other things, the assets and liabilities of us and each of our subsidiaries, subject to the assumptions filed in connection therewith. These schedules and statements may be subject to further amendment or modification after filing. Certain holders of pre-petition claims that are not governmental units were required to file proofs of claim by the deadline for general claims, (the “bar date”), which was set by the Bankruptcy Court as October 30, 2020. Governmental units are required to file proof of claims by December 28, 2020, the deadline that was set by the Bankruptcy Court.

As of November 5, 2020, the Debtors have received approximately 7,350 proofs of claim, approximately half of which represent general unsecured claims, for an aggregate amount of approximately $11.2 billion. We will continue

to evaluate these claims throughout the Chapter 11 process and recognize or adjust amounts in future financial statements as necessary using the best information available at such time. Differences between amounts scheduled by us and claims by creditors will ultimately be reconciled and resolved in connection with the claims resolution process. In light of the expected number of creditors, the claims resolution process may take considerable time to complete and likely will continue after we emerge from bankruptcy.

Financial Statement Classification of Liabilities Subject to Compromise

The accompanying unaudited condensed consolidated balance sheet as of September 30, 2020, includes amounts classified as liabilities subject to compromise, which represent liabilities we anticipate will be allowed as claims in the Chapter 11 Cases. These amounts represent our current estimate of known or potential obligations to be resolved in connection with the Chapter 11 Cases, and may differ from actual future settlement amounts paid. Differences between liabilities estimated and claims filed, or to be filed, will be investigated and resolved in connection with the claims resolution process. We will continue to evaluate these liabilities throughout the Chapter 11 process and adjust amounts as necessary. Such adjustments may be material.

Liabilities subject to compromise includes amounts related to the rejection of various executory contracts and unexpired leases. Additional amounts may be included in liabilities subject to compromise in future periods if additional executory contracts and unexpired leases are rejected. The nature of many of the potential claims arising under our executory contracts and unexpired leases has not been determined at this time, and therefore, such claims are not reasonably estimable at this time and may be material.

The following table summarizes the components of liabilities subject to compromise included on our unaudited condensed consolidated balance sheet as of September 30, 2020:



	September 30, 2020
	($ in millions)
Debt	$	7,166
Accounts payable	148
Accrued interest	235
Other liabilities	879
Liabilities subject to compromise	$	8,428

Reorganization Items, Net

We have incurred and will continue to incur significant expenses, gains and losses associated with the reorganization, primarily the write-off of unamortized debt issuance costs and related unamortized premiums and discounts, debt and equity financing fees, provision for allowed claims and legal and professional fees incurred subsequent to the Chapter 11 filings for the restructuring process. The amount of these items, which are being incurred in reorganization items, net within our accompanying unaudited condensed consolidated statements of operations, are expected to significantly affect our statements of operations. In future periods, we may also incur adjustments for allowable claims related to our legal proceedings and executory contracts approved for rejections by the Bankruptcy Court.

The following table summarizes the components in reorganization items, net included in our unaudited condensed consolidated statements of operations for the three and nine months ended September 30, 2020:



	Three Months Ended September 30,					Nine Months Ended September 30,
	2020			2019		2020			2019
	($ in millions)
Write off of unamortized debt premiums (discounts)	$	—		$	—	$	518		$	—
Write off of unamortized debt issuance costs	—			—		(61		)	—
Debt and equity financing fees	(115		)	—		(178		)	—
Provision for allowed claims	(465		)	—		(465		)	—
Legal and professional fees	(40		)	—		(40		)	—
Gain on settlement of pre-petition accounts payable	12			—		12			—
Loss on settlement of pre-petition revenues payable	(3		)	—		(3		)	—
Reorganization items, net	$	(611	)	$	—	$	(217	)	$	—

Basis of Presentation and Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2020
Accounting Policies [Abstract]
Basis of Presentation and Summary of Significant Accounting Policies	Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements of Chesapeake were prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the SEC. Pursuant to such rules and regulations, certain disclosures have been condensed or omitted. This Quarterly Report on Form 10-Q (this “Form 10-Q”) relates to the three and nine months ended September 30, 2020 (the “Current Quarter” and the “Current Period”, respectively) and the three and nine months ended September 30, 2019 (the “Prior Quarter” and the “Prior Period”, respectively). Our annual report on Form 10-K for the year ended December 31, 2019 (“2019 Form 10-K”) should be read in conjunction with this Form 10-Q. The accompanying unaudited 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. Going Concern The accompanying unaudited condensed consolidated financial statements have been prepared assuming we will continue as a going concern and contemplate the realization of assets and satisfaction of liabilities in the normal course of business. Our ability to continue as a going concern is contingent on our ability to comply with the financial and other covenants contained in our DIP Credit Facility, the Bankruptcy Court’s approval of the Plan and our ability to successfully implement the Plan and obtain exit financing, among other factors. As a result of the Bankruptcy Filing, the realization of assets and the satisfaction of liabilities are subject to uncertainty. While operating as debtors-in-possession under Chapter 11, we may sell or otherwise dispose of or liquidate assets or settle liabilities, subject to the approval of the Bankruptcy Court or as otherwise permitted in the ordinary course of business (and subject to restrictions contained in the DIP Credit Facility), for amounts other than those reflected in the accompanying unaudited condensed consolidated financial statements. Further, the Plan could materially change the amounts and classifications of assets and liabilities reported in the condensed consolidated financial statements. The factors noted above raise substantial doubt about our ability to continue as a going concern. The accompanying unaudited condensed consolidated financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities or any other adjustments that might be necessary should we be unable to continue as a going concern or as a consequence of the Bankruptcy Filing. Accounting During Bankruptcy We have applied Accounting Standards Codification (ASC) 852, Reorganizations, in preparing the unaudited condensed consolidated financial statements. ASC 852 requires that the financial statements, for periods subsequent to the Chapter 11 Cases, distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business. Accordingly, certain revenues, expenses, realized gains and losses and provisions for losses that are realized or incurred during the bankruptcy proceedings, including losses related to executory contracts that have been approved for rejection by the Bankruptcy Court, and unamortized deferred financing costs, premiums and discounts associated with debt classified as liabilities subject to compromise, are recorded as reorganization items, net. In addition, pre-petition obligations that may be impacted by the Chapter 11 process have been classified on the unaudited condensed consolidated balance sheet as of September 30, 2020 as liabilities subject to compromise. These liabilities are reported at the amounts we anticipate will be allowed by the Bankruptcy Court, even if they may be settled for lesser amounts. See Note 1 for more information regarding reorganization items. Risks and Uncertainties The global spread of COVID-19 created significant volatility, uncertainty, and economic disruption during the first nine months of 2020. The pandemic has reached more than 200 countries and territories and has resulted in widespread adverse impacts on the global economy and on our customers and other parties with whom we have business relations. State and local authorities have also implemented multi-step policies with the goal of re-opening. However, certain jurisdictions began re-opening only to return to restrictions in the face of increases in new COVID-19 cases. To date, we have experienced limited operational impacts as a result of the restrictions from working remotely or COVID-19 directly. As an essential business under the guidelines issued by each of the states in which we operate, we have been allowed to continue operations. As a result, since mid-March, we have restricted access to all of our offices and for a period of time directed employees to work remotely to the extent possible. We began to re-open our offices in phases beginning mid-May and special precautions have been implemented to minimize the risk of exposure. These actions have allowed us to maintain the engagement and connectivity of our personnel. However, due to severe impacts from the global COVID-19 pandemic on the global demand for oil and natural gas, financial results may not be necessarily indicative of operating results for the entire year. Moreover, future operations could be negatively affected if a significant number of our employees are quarantined as a result of exposure to the virus. There is considerable uncertainty regarding the extent to which COVID-19 will continue to spread and the extent and duration of governmental and other measures implemented to try to slow the spread of the virus, such as large-scale travel bans and restrictions, border closures, quarantines, shelter-in-place orders and business and government shutdowns. One of the largest impacts of the pandemic has been a significant reduction in global demand for oil and, to a lesser extent, natural gas. Prices in the oil and gas market have remained depressed, as the oversupply and lack of demand in the market persist. Oil and natural gas prices are expected to continue to be volatile as a result of the near-term production instability and the ongoing COVID-19 outbreaks and as changes in oil and natural gas inventories, industry demand and global and national economic performance are reported. The resulting supply/demand imbalance is having disruptive impacts on the oil and natural gas exploration and production industry and on other industries that serve exploration and production companies. We expect to see continued volatility in oil and natural gas prices for the foreseeable future, and such volatility, combined with the current depressed prices, has impacted and is expected to continue to adversely impact our business. The continued low level of demand and prices for oil and natural gas or otherwise has had and will continue to have a material adverse effect on our business, cash flows, liquidity, financial condition and results of operations. We cannot predict the full impact that COVID-19 or the significant disruption and volatility currently being experienced in the oil and natural gas markets will have on our business, cash flows, liquidity, financial condition and results of operations at this time due to numerous uncertainties. The ultimate impacts will depend on future developments, including the ultimate geographic spread of the virus, the consequences of governmental and other measures designed to prevent the spread of the virus, the development of effective treatments, the duration of the outbreak, actions taken by members of Organization of Petroleum Exporting Countries (OPEC+) and other foreign, oil-exporting countries, governmental authorities, customers and other third parties, workforce availability, and the timing and extent to which normal economic and operating conditions resume.

Earnings Per Share

9 Months Ended

Sep. 30, 2020

Earnings Per Share

Basic earnings per share (EPS) is calculated using the weighted average number of common shares outstanding during the period and includes the effect of any participating securities as appropriate. Participating securities consist of unvested restricted stock issued to our employees and non-employee directors that provide dividend rights.

Diluted EPS is calculated assuming the issuance of common shares for all potentially dilutive securities, provided the effect is not antidilutive. For all periods presented, our convertible senior notes did not have a dilutive effect and, therefore, were excluded from the calculation of diluted EPS.

Shares of common stock for the following securities were excluded from the calculation of diluted EPS as the effect was antidilutive:



	Three Months Ended September 30,		Nine Months Ended September 30,
	2020	2019	2020	2019
	(in thousands)
Common stock equivalent of our preferred stock outstanding^(a)	290	290	290	290
Common stock equivalent of our convertible senior notes outstanding^(a)	—	621	621	621
Common stock equivalent of our preferred stock outstanding prior to exchange^(a)	—	5	—	5
Participating securities^(a)	—	1	—	2

____________________________________________


(a)	Amount has been retroactively adjusted to reflect a 1-for-200 (1:200) reverse stock split effective April 14, 2020. See Note 9 for additional information.

As a result of the Company’s reverse stock split effective on April 14, 2020, proportionate adjustments were made to the conversion price of Chesapeake’s outstanding 5.5% Convertible Senior Notes due 2026, 4.5% Cumulative Convertible Preferred Stock, 5.00% Cumulative Convertible Preferred Stock (Series 2005B), 5.75% Cumulative Convertible Non-Voting Preferred Stock (Series A) and 5.75% Cumulative Non-Voting Convertible Preferred Stock and to the outstanding awards and number of shares issued and issuable under the Company's equity compensation plans. See Note 9 for additional information.

Debt

9 Months Ended

Sep. 30, 2020

Debt Disclosure [Abstract]

Debt

Our long-term debt consisted of the following as of September 30, 2020 and December 31, 2019:



	September 30, 2020						December 31, 2019
	Principal Amount			Carrying Amount			Principal Amount			Carrying Amount
	($ in millions)
DIP credit facility	$	—		$	—		$	—		$	—
Pre-petition revolving credit facility	1,929			1,929			1,590			1,590
Term loan due 2024	1,500			1,500			1,500			1,470
11.5% senior secured second lien notes due 2025	2,330			2,330			2,330			3,248
6.625% senior notes due 2020	176			176			208			208
6.875% senior notes due 2020	73			73			93			93
6.125% senior notes due 2021	167			167			167			167
5.375% senior notes due 2021	127			127			127			127
4.875% senior notes due 2022	272			272			338			338
5.75% senior notes due 2023	167			167			209			209
7.00% senior notes due 2024	624			624			624			624
6.875% senior notes due 2025	2			2			2			2
8.00% senior notes due 2025	246			246			246			245
5.5% convertible senior notes due 2026	1,064			1,064			1,064			765
7.5% senior notes due 2026	119			119			119			119
8.00% senior notes due 2026	46			46			46			44
8.00% senior notes due 2027	253			253			253			253
Debt issuance costs	—			—			—			(44		)
Total debt, net	9,095			9,095			8,916			9,458
Less current maturities of long-term debt	(1,929		)	(1,929		)	(385		)	(385		)
Less amounts reclassified to liabilities subject to compromise	(7,166		)	(7,166		)	—			—
Total long-term debt, net	$	—		$	—		$	8,531		$	9,073

Chapter 11 Proceedings

Filing of the Chapter 11 Cases constituted an event of default with respect to certain of our secured and unsecured debt obligations. As a result of the Chapter 11 Cases, the principal and interest due under these debt instruments became immediately due and payable. However, Section 362 of the Bankruptcy Code stays the creditors from taking any action as a result of the default.

The principal amounts outstanding under the FLLO Term Loan, Second Lien Notes and all of our other unsecured senior and convertible senior notes have been reclassified as liabilities subject to compromise on the accompanying unaudited condensed consolidated balance sheet as of September 30, 2020. Additionally, non-cash adjustments were made to write off all of the related unamortized debt issuance costs and associated discounts and premiums of approximately $457 million, which are included in reorganization items, net in the accompanying unaudited condensed consolidated statements of operations for the Current Period, as discussed in Note 1.

The agreements for our FLLO Term Loan, Second Lien Notes, and unsecured senior and convertible senior notes contain provisions regarding the calculation of interest upon default. Upon default, the interest rate on the FLLO Term Loan increases from LIBOR plus 8.00% to alternative base rate (ABR) (3.25% during the third quarter) plus Applicable Margin (7.00% during the third quarter) plus 2.00%. For the Second Lien Notes and all of our other unsecured senior and convertible senior notes, the interest rate remains the same upon default. However, interest accrues on the amount

of unpaid interest in addition to the principal balance. We will not pay or recognize interest on the FLLO Term Loan, Second Lien Notes, or unsecured senior and convertible senior notes during the Chapter 11 process.

Debtor-in-Possession Credit Agreement

On June 28, 2020, prior to the commencement of Chapter 11 Cases, the Company entered into a commitment letter with certain of the lenders (“New Money Lenders”) under the pre-petition revolving credit facility and/or their affiliates to provide the Debtors with a DIP Credit Facility in an aggregate principal amount of up to approximately $2.104 billion in commitments and loans from the New Money Lenders. The DIP Credit Facility consists of a revolving loan facility of new money in an aggregate principal amount of up to $925 million (the “New Money Facility”), which includes a sub-facility of up to $200 million for the issuance of letters of credit, and a $1.179 billion term loan that reflects the roll-up of a portion of outstanding borrowings under the pre-petition revolving credit facility: (i) a $925 million term loan reflecting the roll-up of a portion of outstanding existing borrowings made by the New Money Lenders under the existing revolving credit agreement (the “New Money Roll-Up Loans”) and (ii) an up to approximately $254 million term loan reflecting the roll-up or a portion of outstanding existing borrowings made by certain other lenders under the pre-petition revolving credit facility agreement (the “Incremental Roll-Up Loans”). The $750 million of outstanding borrowings under the pre-petition revolving credit facility that were not rolled up (the “Stub Loans”) will remain outstanding throughout the Chapter 11 Cases but will accrue interest at a lower rate than the rolled-up loans. The proceeds of the DIP Credit Facility may be used for, among other things, post-petition working capital, permitted capital investments, general corporate purposes, letters of credit, administrative costs, premiums, expenses and fees for the transactions contemplated by the Chapter 11 Cases, payment of court approved adequate protection obligations and other such purposes consistent with the DIP Credit Facility. The DIP Credit Facility was approved by the Bankruptcy Court on a final basis on July 31, 2020 and became effective as of July 1, 2020.

Borrowings under the DIP Credit Facility will mature, and the lending commitments thereunder will terminate, upon the earliest to occur of: (a) March 28, 2021 (the 9-month anniversary of the Petition Date); (b) the date of the termination of the commitments and/or the acceleration of all of obligations following the occurrence and continuance of an event of default defined the DIP Credit Facility; (c) the first business day on which the interim order, as defined in the DIP Credit Facility, expires or is terminated; (d) the conversion of any of Chapter 11 Cases to a case under Chapter 7 of the Bankruptcy Code; (e) the dismissal of any of the Chapter 11 Cases; (f) the closing of a sale of all or substantially all of the equity or assets of the Debtors; (g) the date of the payment in full in cash of all obligations and termination of all the commitments of the Debtors and; (h) the effective date of any of the Debtors’ approved plan of reorganization.

Borrowings under the DIP Credit Facility bear interest at an ABR or LIBOR, at our election, plus an applicable margin of 5.00% per annum for ABR loans and 6.00% per annum for LIBOR loans for the New Money Facility and bear interest at an ABR or LIBOR, at our election, plus an applicable margin of 4.50% per annum for ABR loans and 5.50% per annum for LIBOR loans for the New Money Roll-Up Loans and Incremental Roll-up Loans. The Stub Loans bear interest at LIBOR plus an applicable margin of 3.50% per annum.

In addition to paying interest on outstanding principal under the DIP Credit Facility, we are required to pay a commitment fee of 0.50% per annum to the lenders of the DIP Credit Facility in respect of the unutilized revolving commitments thereunder and a letter of credit fee equal to 0.125% per annum.

The DIP Credit Facility includes negative covenants that, subject to significant exceptions, limit our ability and the ability of our restricted subsidiaries to, among other things, (i) incur additional indebtedness, (ii) create liens on assets, (iii) engage in mergers, consolidations, liquidations and dissolutions, (iv) sell assets, (v) make investments, loans or advances, except as described in the DIP Credit Facility, (vi) pay dividends and distributions or repurchase capital stock, (vii) engage in certain transactions with affiliates and (viii) change lines of business. The DIP Credit Facility includes certain customary representations and warranties, affirmative covenants and events of default, including but not limited to defaults on account of nonpayment, breaches of representations and warranties and covenants, certain bankruptcy-related events, certain events under ERISA, material judgments and a change in control. If an event of default occurs, the lenders under the DIP Credit Facility will be entitled to take various actions, including the acceleration of all amounts due under the DIP Credit Facility and all actions permitted to be taken under the loan documents or application of law. In addition, the DIP Credit Facility is subject to various other financial performance covenants, including compliance with certain financial metrics to an approved budget and a required Asset Coverage Ratio (as defined in the DIP Credit Agreement) of not less than 1.25:1.00. On September 15, 2020, we entered into the first amendment to the DIP Credit Agreement. The amendment, among other things, amends the maximum hedging

covenant to allow the Debtors to enter into additional non-speculative hedge agreements based on forecasted production.

Senior Notes

In the Current Period, we repurchased approximately $160 million aggregate principal amount of the following senior notes for $95 million and recorded an aggregate gain of approximately $65 million.



	Notes Repurchased
	($ in millions)
6.625% senior notes due 2020	$	32
6.875% senior notes due 2020	20
4.875% senior notes due 2022	66
5.75% senior notes due 2023	42
Total	$	160

In the Prior Quarter, we privately negotiated exchanges of approximately $507 million principal amount of our outstanding senior notes for 235,563,519 shares of common stock and $186 million principal amount of our outstanding convertible senior notes for 73,389,094 shares of common stock. We recorded an aggregate net gain of approximately $64 million associated with the exchanges.

In the Prior Quarter, we repurchased approximately $82 million principal amount of our 6.875% Senior Notes due 2025 for $76 million and recorded a $6 million gain.

Phase-Out of LIBOR

In July 2017, the UK's Financial Conduct Authority, which regulates LIBOR, announced that it intends to phase out LIBOR as a benchmark by the end of 2021. At the present time, our pre-petition revolving credit facility and our term loan have terms that extend beyond 2021. Our pre-petition revolving credit facility and our term loan each provide for a mechanism to amend the underlying agreements to reflect the establishment of an alternate rate of interest upon the occurrence of certain events related to the phase-out of LIBOR. However, we have not yet pursued any technical amendment or other contractual alternative to our pre-petition revolving credit facility or term loan to address this matter. We are currently evaluating the potential impact of the eventual replacement of the LIBOR interest rate.

Fair Value of Debt

We estimate the fair value of our Level 1 debt based on the market value of our publicly traded debt as determined based on the yield of our senior notes. The fair value of our Level 2 debt is based on a market approach using estimates provided by an independent investment financial data services firm. Upon emergence from the Chapter 11 Cases, the pre-petition revolving credit facility will be paid in full with proceeds from our exit financing and, therefore, the estimated fair value equals the carrying value and is excluded from the table below.



	September 30, 2020				December 31, 2019
	Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value
			($ in millions)
Short-term debt (Level 1)	$	—	$	—	$	385	$	360
Long-term debt (Level 1)	$	—	$	—	$	753	$	622
Long-term debt (Level 2)	$	—	$	—	$	8,320	$	6,085
Liabilities subject to compromise (Level 1)	$	982	$	38	$	—	$	—
Liabilities subject to compromise (Level 2)	$	6,184	$	1,475	$	—	$	—

Contingencies and Commitments

9 Months Ended

Sep. 30, 2020

Commitments and Contingencies Disclosure [Abstract]

Contingencies and Commitments

There have been no material developments in previously reported legal or environmental contingencies or commitments other than the items discussed below.

Contingencies

Chapter 11 Proceedings

Commencement of the Chapter 11 Cases automatically stayed the proceedings and actions against us that are described below, in addition to actions seeking to collect pre-petition indebtedness or to exercise control over the property of the Company’s bankruptcy estates. The plan contemplated by the RSA, if confirmed, will provide for the treatment of claims against the Company’s bankruptcy estates, including pre-petition liabilities that have not been satisfied or addressed during the Chapter 11 Cases. See Note 1 for additional information.

Litigation and Regulatory Proceedings

We are involved in a number of litigation and regulatory proceedings including those described below. Many of these proceedings are in early stages, and many of them seek or may seek damages and penalties, the amount of which is indeterminate. Our total accrued liability in respect of litigation and regulatory proceedings is determined on a case-by-case basis and represents an estimate of probable losses after considering, among other factors, the progress of each case or proceeding, our experience and the experience of others in similar cases or proceedings, and the opinions and views of legal counsel. Significant judgment is required in making these estimates and our final liabilities may ultimately be materially different.

Business Operations. We are involved in various lawsuits and disputes incidental to our business operations, including commercial disputes, personal injury claims, royalty claims, property damage claims and contract actions.

We and other natural gas producers have been named in various lawsuits alleging underpayment of royalties and other shares of the proceeds of production. The lawsuits against us allege, among other things, that we used below-market prices, made improper deductions, utilized improper measurement techniques, entered into arrangements with affiliates that resulted in underpayment of amounts owed in connection with the production and sale of natural gas and NGL, or similar theories. These lawsuits include cases filed by individual royalty owners and putative class actions, some of which seek to certify a statewide class. The lawsuits seek compensatory, consequential, treble, and punitive damages, restitution and disgorgement of profits, declaratory and injunctive relief regarding our payment practices, pre-and post-judgment interest, and attorney’s fees and costs. Royalty plaintiffs have varying provisions in their respective leases, oil and gas law varies from state to state, and royalty owners and producers differ in their interpretation of the legal effect of lease provisions governing royalty calculations. We have resolved a number of these claims through negotiated settlements of past and future royalty obligations and have prevailed in various other lawsuits. We are currently defending numerous lawsuits seeking damages with respect to underpayment of royalties or other shares of the proceeds of production in multiple states where we have operated, including those discussed below.

On December 9, 2015, the Commonwealth of Pennsylvania, by the Office of Attorney General, filed a lawsuit in the Bradford County Court of Common Pleas related to royalty underpayment and lease acquisition and accounting practices with respect to properties in Pennsylvania. The lawsuit, which primarily relates to the Marcellus Shale and Utica Shale, alleges that we violated the Pennsylvania Unfair Trade Practices and Consumer Protection Law (UTPCPL) by making improper deductions and entering into arrangements with affiliates that resulted in underpayment of royalties. The lawsuit includes other UTPCPL claims and antitrust claims, including that a joint exploration agreement to which we are a party established unlawful market allocation for the acquisition of leases. The lawsuit seeks statutory restitution, civil penalties and costs, as well as a temporary injunction from exploration and drilling activities in Pennsylvania until restitution, penalties and costs have been paid, and a permanent injunction from further violations of the UTPCPL. We intend to vigorously defend these claims.

Putative statewide class actions in Pennsylvania and Ohio and purported class arbitrations in Pennsylvania have been filed on behalf of royalty owners asserting various claims for damages related to alleged underpayment of royalties as a result of the divestiture of substantially all of our midstream business and most of our gathering assets in 2012 and 2013. These cases include claims for violation of and conspiracy to violate the federal Racketeer Influenced and Corrupt Organizations Act and for an unlawful market allocation agreement for mineral rights, intentional interference with contractual relations, and violations of antitrust laws related to purported markets for gas mineral rights, operating rights and gas gathering sources. These lawsuits seek in aggregate compensatory, consequential, treble, and punitive damages, restitution and disgorgement of profits, declaratory and injunctive relief regarding our royalty payment practices, pre-and post-judgment interest, and attorney’s fees and costs. On December 20, 2017 and August 9, 2018, we reached tentative settlements to resolve all Pennsylvania civil royalty cases for a total at that time of approximately $36 million. In light of our Bankruptcy Filing, the parties have reopened settlement discussions.

We believe losses are reasonably possible in certain of the pending royalty cases for which we have not accrued a loss contingency, but we are currently unable to estimate an amount or range of loss or the impact the actions could have on our future results of operations or cash flows. Uncertainties in pending royalty cases generally include the complex nature of the claims and defenses, the potential size of the class in class actions, the scope and types of the properties and agreements involved, and the applicable production years.

On July 24, 2018, HOOPP filed a demand for arbitration with the American Arbitration Association regarding HOOPP’s purchase of our interest in Chaparral Energy, Inc. stock for $215 million on January 5, 2014. HOOPP claims that we engaged in material misrepresentations and fraud, and that we violated the Securities Exchange Act of 1934 (the “Exchange Act”) and Oklahoma Uniform Securities Act. HOOPP seeks either rescission or $215 million in monetary damages, and in either case, interest, attorney’s fees, disgorgement and punitive damages. We intend to vigorously defend these claims.

On January 29, 2020, a well control incident occurred at one of our wellsites in Burleson County, Texas, causing the deaths of three of our contractors’ employees and injuring a fourth. In connection with this incident, eleven lawsuits have been brought against us and our contractors alleging negligence, gross negligence, and breach of contract, and seeking wrongful death damages, survival statute damages, exemplary damages, and interest. Ten of the suits have been filed in Dallas County, Texas. A joint motion to consolidate filed by all the parties in nine of the ten Dallas County lawsuits is currently pending before the Texas Multidistrict Litigation Panel. The eleventh suit is pending in Burleson County, Texas. The proceedings are in their early stages and are all stayed due to the pending bankruptcy. Our general and excess liability insurance policies provide coverage for third party bodily injury and wrongful death claims, and the contracts between us and our contractors with respect to the well contain customary cross-indemnification provisions. The well control incident liability was not reduced for the potential insurance recovery. A receivable for the probable recovery was accrued.

Environmental Contingencies

The nature of the oil and gas business carries with it certain environmental risks for us and our subsidiaries. We have implemented various policies, programs, procedures, training and audits to reduce and mitigate such environmental risks. We conduct periodic reviews, on a company-wide basis, to assess changes in our environmental risk profile. Environmental reserves are established for environmental liabilities for which economic losses are probable and reasonably estimable. We manage our exposure to environmental liabilities in acquisitions by using an evaluation process that seeks to identify pre-existing contamination or compliance concerns and address the potential liability. Depending on the extent of an identified environmental concern, we may, among other things, exclude a property from the transaction, require the seller to remediate the property to our satisfaction in an acquisition or agree to assume liability for the remediation of the property.

We are named as a defendant in numerous lawsuits in Oklahoma alleging that we and other companies have engaged in activities that have caused earthquakes. These lawsuits seek compensation for injury to real and personal property, diminution of property value, economic losses due to business interruption, interference with the use and enjoyment of property, annoyance and inconvenience, personal injury and emotional distress. In addition, they seek the reimbursement of insurance premiums and the award of punitive damages, attorneys’ fees, costs, expenses and interest. We intend to vigorously defend these claims.

Other Matters

Based on management’s current assessment, we are of the opinion that no pending or threatened lawsuit or dispute relating to our business operations is likely to have a material adverse effect on our future consolidated financial position, results of operations or cash flows. The final resolution of such matters could exceed amounts accrued, however, and actual results could differ materially from management’s estimates.

Commitments

Gathering, Processing and Transportation Agreements

We have contractual commitments with midstream service companies and pipeline carriers for future gathering, processing and transportation of oil, natural gas and NGL to move certain of our production to market. Working interest owners and royalty interest owners, where appropriate, will be responsible for their proportionate share of these costs. Commitments related to gathering, processing and transportation agreements are not recorded as obligations in the accompanying condensed consolidated balance sheets; however, they are reflected in our estimates of proved reserves.

The aggregate undiscounted commitments under our gathering, processing and transportation agreements, excluding any reimbursement from working interest and royalty interest owners, credits for third-party volumes or future costs under cost-of-service agreements, are presented below:



	September 30, 2020
	($ in millions)
Remainder of 2020	$	255
2021	872
2022	804
2023	671
2024	597
2025 – 2034	3,051
Total	$	6,250

In addition, we have entered into long-term agreements for certain natural gas gathering and related services within specified acreage dedication areas in exchange for cost-of-service based fees redetermined annually, or tiered fees based on volumes delivered relative to scheduled volumes. Future gathering fees may vary with the applicable agreement.

Other Liabilities

9 Months Ended

Sep. 30, 2020

Other Liabilities Disclosure [Abstract]

Other Liabilities

Other current liabilities as of September 30, 2020 and December 31, 2019 are detailed below:



	September 30, 2020		December 31, 2019
	($ in millions)
Revenues and royalties due others	$	235	$	516
Accrued drilling and production costs	88		326
Debt and equity financing fees	69		—
Joint interest prepayments received	27		52
Operating leases^(a)	23		9
Accrued reorganization professional fees	23		—
VPP deferred revenue^(b)	22		55
Accrued compensation and benefits^(c)	61		156
Other accrued taxes	123		150
Other	82		168
Total other current liabilities	$	753	$	1,432

Other long-term liabilities as of September 30, 2020 and December 31, 2019 are detailed below:



	September 30, 2020		December 31, 2019
	($ in millions)
VPP deferred revenue^(b)	$	—	$	9
Other	16		116
Total other long-term liabilities	$	16	$	125

____________________________________________


(a)	In the Current Quarter, we entered into a drilling rig contract that extends through 2021 and recorded an operating lease liability and right-of-use asset.

(b)

At the inception of our volumetric production payment (VPP) agreements, we (i) removed the proved reserves associated with the VPP, (ii) recognized VPP proceeds as deferred revenue which are being amortized on a unit-of-production basis to other revenue over the term of the VPP, (iii) retained responsibility for the production costs and capital costs related to VPP interests and (iv) ceased recognizing production associated with the VPP volumes. The remaining deferred revenue balance will be recognized in other revenues in the consolidated statement of operations through 2021, assuming the related VPP production volumes are delivered as scheduled.

(c)

In the Current Period, we terminated our nonqualified deferred compensation plan. Accordingly, we derecognized the asset associated with the plan after the participants’ investments were liquidated. The cash was distributed to the participants, and we extinguished the corresponding $43 million accrued liability.

Revenue

9 Months Ended

Sep. 30, 2020

Revenue from Contract with Customer [Abstract]

Revenue

The following table shows revenue disaggregated by operating area and product type, for the Current Quarter the Prior Quarter, the Current Period and the Prior Period:



	Three Months Ended September 30, 2020
	Oil			Natural Gas			NGL		Total
	($ in millions)
Marcellus	$	—		$	137		$	—	$	137
Haynesville	—			92			—		92
Eagle Ford	189			26			26		241
Brazos Valley	127			3			3		133
Powder River Basin	36			7			4		47
Mid-Continent	14			5			3		22
Revenue from contracts with customers	366			270			36		672
Losses on oil, natural gas and NGL derivatives	(2		)	(159		)	—		(161		)
Oil, natural gas and NGL revenue	$	364		$	111		$	36	$	511

Marketing revenue	$	301		$	116		$	31	$	448

	Three Months Ended September 30, 2019
	Oil			Natural Gas			NGL		Total
	($ in millions)
Marcellus	$	—		$	158		$	—	$	158
Haynesville	—			129			—		129
Eagle Ford	282			32			22		336
Brazos Valley	194			10			5		209
Powder River Basin	97			16			5		118
Mid-Continent	40			8			5		53
Revenue from contracts with customers	613			353			37		1,003
Gains on oil, natural gas and NGL derivatives	124			43			—		167
Oil, natural gas and NGL revenue	$	737		$	396		$	37	$	1,170

Marketing revenue from contracts with customers	$	603		$	165		$	37	$	805
Other marketing revenue	80			4			—		84
Marketing revenue	$	683		$	169		$	37	$	889



	Nine Months Ended September 30, 2020
	Oil			Natural Gas			NGL		Total
	($ in millions)
Marcellus	$	—		$	445		$	—	$	445
Haynesville	—			245			—		245
Eagle Ford	539			77			59		675
Brazos Valley	375			10			9		394
Powder River Basin	133			28			14		175
Mid-Continent	44			19			9		72
Revenue from contracts with customers	1,091			824			91		2,006
Gains (losses) on oil, natural gas and NGL derivatives	689			(116		)	—		573
Oil, natural gas and NGL revenue	$	1,780		$	708		$	91	$	2,579

Marketing revenue from contracts with customers	$	930		$	338		$	76	$	1,344
Other marketing revenue	67			1			—		68
Marketing revenue	$	997		$	339		$	76	$	1,412

	Nine Months Ended September 30, 2019
	Oil			Natural Gas			NGL		Total
	($ in millions)
Marcellus	$	—		$	657		$	—	$	657
Haynesville	—			494			—		494
Eagle Ford	962			117			88		1,167
Brazos Valley	513			23			12		548
Powder River Basin	273			59			23		355
Mid-Continent	131			34			26		191
Revenue from contracts with customers	1,879			1,384			149		3,412
Gains (losses) on oil, natural gas and NGL derivatives	(49		)	190			—		141
Oil, natural gas and NGL revenue	$	1,830		$	1,574		$	149	$	3,553

Marketing revenue from contracts with customers	$	1,830		$	741		$	202	$	2,773
Other marketing revenue	230			38			—		268
Losses on marketing derivatives	—			(3		)	—		(3		)
Marketing revenue	$	2,060		$	776		$	202	$	3,038

Accounts Receivable

Our accounts receivable are primarily from purchasers of oil, natural gas and NGL and from exploration and production companies that own interests in properties we operate. This industry concentration could affect our overall exposure to credit risk, either positively or negatively, because our purchasers and joint working interest owners may be similarly affected by changes in economic, industry or other conditions. We monitor the creditworthiness of all our counterparties and we generally require letters of credit or parent guarantees for receivables from parties deemed to have sub-standard credit, unless the credit risk can otherwise be mitigated. We estimate expected credit losses using forecasts based on historical information and current information, in addition to specifically identifying receivables that may be uncollectible.

On January 1, 2020 we adopted ASU 2016-03, Financial Instruments-Credit Losses. The standard, as further amended, affects trade receivables, financial assets and certain other instruments that are not measured at fair value through net income. This ASU replaced the previously required incurred loss approach for estimating credit losses with an expected loss model. The adoption and implementation of this ASU did not have a material impact on our accounts receivable.

Accounts receivable as of September 30, 2020 and December 31, 2019 are detailed below:



	September 30, 2020			December 31, 2019
	($ in millions)
Oil, natural gas and NGL sales	$	547		$	737
Joint interest	91			200
Other	67			74
Allowance for doubtful accounts	(29		)	(21		)
Total accounts receivable, net	$	676		$	990

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

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Income Taxes	9 Months Ended
Income Taxes	Sep. 30, 2020
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes We estimate our annual effective tax rate (AETR) for continuing operations in recording our interim quarterly income tax provision for the various jurisdictions in which we operate. The tax effects of statutory rate changes, significant unusual or infrequently occurring items, and certain changes in the assessment of the realizability of deferred tax assets are excluded from the determination of our estimated AETR as such items are recognized as discrete items in the quarter in which they occur. Our estimated AETR for the Current Quarter is 0.1%. The impairments of long-lived assets recorded during the first quarter of 2020 (see Note 13 for additional information on the impairments) resulted in the deferred tax position attributable to Texas reverting back to a net asset before valuation allowance. As of December 31, 2019, we reported Texas as the only tax jurisdiction being in a net deferred tax liability position and recorded an associated income tax expense of $10 million. The $10 million of net deferred tax liability attributable to Texas is being reversed through the determination of the estimated AETR for the year ended December 31, 2020. The estimated AETR is otherwise low as a result of projecting a full valuation allowance for the year with only the $10 million going through the estimated AETR as a deferred tax benefit. Based on all available positive and negative evidence, including projections of future taxable income, we believe it is more likely than not that our deferred tax assets will not be realized, including the deferred tax assets attributable to Texas. A significant piece of objectively verifiable negative evidence evaluated is the cumulative loss incurred over the rolling thirty-six-month period ended September 30, 2020. Such evidence limits our ability to consider various forms of subjective positive evidence, such as any projections of future growth and earnings. However, should we return to a level of sustained profitability, consideration will need to be given to projections of future taxable income to determine whether such projections provide an adequate source of taxable income for the realization of our deferred tax assets, primarily federal and state net operating loss (NOL) carryforwards. A full valuation allowance was recorded against our net deferred tax asset position for federal and state purposes as of September 30, 2020 and, with the exception of Texas, which was in a net deferred tax liability position, as of December 31, 2019. On February 1, 2019, we completed the acquisition of WildHorse Resource Development Corporation (“WildHorse”). For federal income tax purposes, the transaction (the “WildHorse Merger”) qualified as a tax-free merger under Section 368 of the Internal Revenue Code of 1986, as amended, (the “Code”) and, as a result, we acquired carryover tax basis in WildHorse’s assets and liabilities. We recorded a net deferred tax liability of $314 million as part of the business combination accounting for WildHorse. As a consequence of having a full valuation allowance against our net deferred tax asset, a partial release of the valuation allowance was recorded as a discrete income tax benefit of $314 million through the condensed consolidated statement of operations in the first quarter of 2019. The net deferred tax liability acquired includes deferred tax liabilities on plant, property and equipment and prepaid compensation totaling $401 million, partially offset by deferred tax assets totaling $87 million relating to federal NOL carryforwards, disallowed business interest carryforwards and certain other deferred tax assets. These carryforwards will be subject to an annual limitation under Section 382 of the Code of approximately $61 million. We determined that no separate valuation allowances were required to be established through business combination accounting against any of the individual deferred tax assets acquired. We are subject to U.S. federal income tax as well as income and capital taxes in various state and local jurisdictions in which we operate. As a result of having a full valuation allowance against our net deferred tax asset position, we did not record an income tax provision for the Current Quarter. However, we recorded an income tax benefit of $13 million for the Current Period, which includes the impact of Texas reverting back to a net deferred tax asset position as well as recording a benefit for amounts previously sequestered from refunds of corporate alternative minimum tax (AMT) credits. Our ability to utilize NOL carryforwards and other tax attributes to reduce future federal taxable income and federal income tax is subject to various limitations under Section 382 of the Code. The utilization of these attributes may be subject to an annual limitation under Section 382 of the Code should transactions involving our equity, including issuances of our stock or the sale or exchange of our stock by certain shareholders, result in a cumulative shift of more than 50% in the beneficial ownership of our stock during any three-year testing period (an “Ownership Change”). (For this purpose, “stock” includes certain preferred stock.) Some states impose similar limitations on tax attribute utilization upon experiencing an Ownership Change. As of September 30, 2020, we do not believe that an Ownership Change has occurred that would subject us to an annual limitation on the utilization of our NOL carryforwards and other tax attributes; however, our current ownership shift remains at greater than 40%. On April 23, 2020, our Board of Directors approved the adoption of a rights plan that is designed to protect the availability of NOL carryforwards and other tax attributes by reducing the likelihood of an Ownership Change prior to confirmation of the Plan by the Bankruptcy Court (see Note 9 for additional information on the rights plan). Further, as part of the Chapter 11 Cases, the Bankruptcy Court has granted a first day motion for entry of an order seeking relief that will enable the Company to closely monitor certain transfers of beneficial ownership of our stock so as to be in a position to prevent such transfers with the purpose of avoiding an Ownership Change prior to confirmation of the Plan by the Bankruptcy Court, thereby preserving the value of our NOL carryforwards and other tax attributes. Certain of the restructuring transactions contemplated by the RSA may have a material impact on the Company’s tax attributes, the full extent of which is currently unknown. Cancellation of indebtedness income resulting from such restructuring transactions may significantly reduce the Company’s tax attributes, including but not limited to NOL carryforwards. Further, the Company will experience an Ownership Change under Section 382 of the Code upon confirmation of the Plan by the Bankruptcy Court which will subject certain remaining tax attributes to an annual limitation under Section 382 of the Code. Additionally, the Company will incur significant one-time costs associated with the Plan, a material amount of which are non-deductible for tax purposes under the Code. On March 27, 2020, the President signed into law the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”). The CARES Act provides relief to corporate taxpayers by permitting a five year carryback of NOLs incurred from 2018 through 2020, removing the 80% limitation on the utilization of certain NOLs carried forward to years beginning before January 1, 2021, increasing the 30% limitation on interest expense deductibility under Section 163(j) of the Code to 50% of adjusted taxable income for 2019 and 2020 and accelerating refunds for AMT credit carryforwards, along with a few other provisions. With respect to the Current Quarter and the Current Period, there was no net impact on our income tax provision from the enactment of the CARES Act.

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

Share-based Payment Arrangement [Abstract]

Equity

9 Months Ended

Sep. 30, 2020

Equity [Abstract]

Equity

Common Stock

A summary of the changes in our common shares issued is detailed below.



	Three Months Ended September 30,		Nine Months Ended September 30,
	2020	2019	2020	2019
	(in thousands)
Beginning balance^(a)	9,780	8,172	9,773	4,568
Common shares issued for WildHorse Merger^(a)	—	—	—	3,587
Exchange of convertible notes^(a)(b)	—	367	—	367
Exchange of senior notes^(a)(b)	—	1,178	—	1,178
Exchange of preferred stock^(a)(c)	—	52	—	52
Restricted stock issuances (net of forfeitures and cancellations)^(a)(d)	—	2	7	19
Ending balance^(a)	9,780	9,771	9,780	9,771

____________________________________________


(a)	All share information has been retroactively adjusted to reflect a 1-for-200 (1:200) reverse stock split effective April 14, 2020. See below for additional information.


(b)	See Note 4 for a discussion of debt exchanges.

(c)

In the Prior Quarter, we exchanged 51,839 shares of common stock for 40,000 shares of our 5.75% (Series A) Cumulative Convertible Preferred Stock. In connection with the exchange, we recognized a loss equal to the excess of the fair value of all common stock issued in exchange for the preferred stock over the fair value of the common stock issuable pursuant to the original terms of the preferred stock. The loss of $17 million is reflected as a reduction to net income available to common stockholders for the purpose of calculating earnings per common share.


(d)	See Note 10 for a discussion of restricted stock.

Reverse Stock Split

On April 13, 2020, our Board of Directors and our shareholders approved a 1-for-200 (1:200) reverse stock split of our common stock and a reduction of the total number of authorized shares of our common stock as determined by a formula based on two-thirds of the reverse stock split ratio. The reverse stock split became effective as of the close of business on April 14, 2020. Our common stock began trading on a split-adjusted basis on the NYSE at the market open on April 15, 2020. The par value of the common stock was not adjusted as a result of the reverse stock split.

The reverse stock split was intended to, among other things, increase the per share trading price of our common shares to satisfy the $1.00 minimum closing price requirement for continued listing on the NYSE. As a result of the reverse stock split, each 200 pre-split shares of common stock outstanding were automatically combined into one issued and outstanding share of common stock. The fractional shares that resulted from the reverse stock split were canceled by paying cash in lieu of the fair value. The number of outstanding shares of common stock were reduced from approximately 1.957 billion as of April 10, 2020 to approximately 9.784 million shares (without giving effect to the liquidation of fractional shares). The total number of shares of common stock that we are authorized to issue was reduced from 3,000,000,000 to 22,500,000 shares. All share and per share amounts in the accompanying condensed consolidated financial statements and notes thereto were retroactively adjusted for all periods presented to give effect to this reverse stock split, including reclassifying an amount equal to the reduction in par value of our common stock to additional paid-in capital.

Preferred Stock Dividend Suspension

On April 17, 2020, we announced that we were suspending payment of dividends on each series of our outstanding convertible preferred stock. Suspension of the dividends did not constitute an event of default under any of our debt instruments.

Adoption of Rights Plan

On April 23, 2020, the Board of Directors of the Company declared a dividend of one preferred share purchase right (a “Right”), payable on May 4, 2020, for each share of common stock, par value $0.01 per share, of the Company outstanding on May 4, 2020 to the stockholders of record on that date. In connection with the distribution of the Rights, the Company entered into a Section 382 Rights Agreement (the “Rights Agreement”), dated as of April 23, 2020, between the Company and Computershare Trust Company, N.A., as rights agent. Each Right entitles the registered holder to purchase from the Company one one-thousandth of a share of Series B Preferred Stock, par value $0.01 per share, of the Company at a price of $90.00 subject to adjustment.

The purpose of the Rights Agreement is to protect value by preserving the Company’s ability to use its tax attributes (e.g., federal NOLs) to offset potential future income taxes for federal income tax purposes. As of December 31, 2019, the Company had federal NOLs of approximately $7.6 billion available to offset future federal taxable income. The Company’s ability to use its federal NOLs as well as other tax attributes would be substantially limited if it experiences an Ownership Change. The Rights Agreement is intended to reduce the likelihood of an Ownership Change by deterring any person or group of affiliated or associated persons from acquiring beneficial ownership of 4.9% or more of the outstanding shares of our common stock.

The Rights Agreement will expire on the close of business on the day following the certification of the voting results from the Company’s 2021 annual meeting, unless the Company’s shareholders ratify the Rights Agreement at or prior to such meeting, in which case it will continue in effect until April 22, 2023, unless terminated earlier in accordance with its terms.

Share-Based Compensation

9 Months Ended

Sep. 30, 2020

Share-Based Compensation

Our share-based compensation program consists of restricted stock, stock options, performance share units (PSUs) and cash restricted stock units (CRSUs) granted to employees and restricted stock granted to non-employee directors under our long-term incentive plans. The restricted stock and stock options are equity-classified awards and the PSUs and CRSUs are liability-classified awards. On May 5, 2020, all of the outstanding share-based compensation issued to executive officers and designated vice presidents was canceled and replaced with cash retention incentives. Refer to 2020 Compensation Adjustments below for more information.

Equity-Classified Awards

Restricted Stock. We grant restricted stock units to employees and non-employee directors. A summary of the changes in unvested restricted stock during the Current Period is presented below:



	Shares of Unvested Restricted Stock^(a)		Weighted Average Grant Date Fair Value Per Share^(a)
	(in thousands)
Unvested as of January 1, 2020	52		$	710
Granted	68		$	60
Vested	(21	)	$	794
Forfeited/canceled	(97	)	$	243
Unvested as of September 30, 2020	2		$	584

____________________________________________


(a)	All share information has been retroactively adjusted to reflect a 1-for-200 (1:200) reverse stock split effective April 14, 2020. See Note 9 for additional information.

The aggregate intrinsic value of restricted stock that vested during the Current Period was approximately $1 million based on the stock price at the time of vesting.

As of September 30, 2020, there was approximately $1 million of total unrecognized compensation expense related to unvested restricted stock. The expense is expected to be recognized over a weighted average period of approximately 1.14 years.

Stock Options. In the Prior Period, we granted members of management stock options that vest ratably over a three-year period. Each stock option award has an exercise price equal to the closing price of our common stock on the grant date. Outstanding options expire seven years to ten years from the date of grant.

We utilize the Black-Scholes option pricing model to measure the fair value of stock options. The expected life of an option is determined using the simplified method. Volatility assumptions are estimated based on the average historical volatility of Chesapeake stock over the expected life of an option. The risk-free interest rate is based on the U.S. Treasury rate in effect at the time of the grant over the expected life of the option. The dividend yield is based on an annual dividend yield, taking into account our dividend policy, over the expected life of the option.

The following table provides information related to stock option activity in the Current Period:



	Number of Shares Underlying Options^(a)		Weighted Average Exercise Price Per Share^(a)		Weighted Average Contract Life in Years	Aggregate Intrinsic Value^(b)
	(in thousands)					($ in millions)
Outstanding as of January 1, 2020	90		$	1,420	5.70	$	—
Granted	—		$	—
Exercised	—		$	—		$	—
Expired	(21	)	$	893
Forfeited/canceled	(47	)	$	1,666
Outstanding as of September 30, 2020	22		$	1,390	4.24	$	—
Exercisable as of September 30, 2020	22		$	1,400	4.31	$	—

___________________________________________


(a)	All share information has been retroactively adjusted to reflect a 1-for-200 (1:200) reverse stock split effective April 14, 2020. See Note 9 for additional information.


(b)	The intrinsic value of a stock option is the amount by which the current market value or the market value upon exercise of the underlying stock exceeds the exercise price of the option.

As of September 30, 2020, there was no unrecognized compensation expense related to unvested stock options.

Restricted Stock and Stock Option Compensation. We recognized the following compensation costs, net of actual forfeitures, related to restricted stock and stock options for the Current Quarter, the Prior Quarter, the Current Period and the Prior Period:



	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
	($ in millions)
General and administrative expenses	$	7	$	6	$	15	$	21
Oil and natural gas properties	—		1		1		2
Oil, natural gas and NGL production expenses	—		1		1		3
Total restricted stock and stock option compensation	$	7	$	8	$	17	$	26

Liability-Classified Awards

Performance Share Units. In the Prior Period, we granted PSUs to senior management that vest ratably over a three-year performance period and are settled in cash. The ultimate amount earned is based on achievement of performance metrics established by the Compensation Committee of the Board of Directors. Compensation expense associated with PSU awards is recognized over the service period based on the graded-vesting method. The value of the PSU awards at the end of each reporting period is dependent upon our estimates of the underlying performance measures.

Cash Restricted Stock Units. In 2018, we granted CRSUs to employees that vest straight-line over a three-year period and are settled in cash on each of the three annual vesting dates. The ultimate amount earned is based on the closing price of our common stock on each of the vesting dates. We used the closing price of our common stock on the grant date to determine the grant date fair value of the CRSUs. The CRSU liability will be adjusted quarterly, based on changes in our stock price, through the end of the vesting period.

The following table presents a summary of our liability-classified awards:



		Grant Date Fair Value		September 30, 2020
	Units^(a)	Grant Date Fair Value		Fair Value		Vested Liability
		($ in millions)		($ in millions)
2018 CRSU Awards:
Payable 2021	14,273	$	9	$	—	$	—

____________________________________________


(a)	All share information has been retroactively adjusted to reflect a 1-for-200 (1:200) reverse stock split effective April 14, 2020. See Note 9 for additional information.

We recognized the following compensation costs (credits), net of actual forfeitures, related to our liability-classified awards for the Current Quarter, the Prior Quarter, the Current Period and the Prior Period.



	Three Months Ended September 30,					Nine Months Ended September 30,
	2020		2019			2020			2019
	($ in millions)
General and administrative expenses	$	—	$	(1	)	$	(3	)	$	7
Oil and natural gas properties	—		1			—			2
Oil, natural gas and NGL production expenses	—		—			(1		)	3
Exploration expenses	—		—			—			—
Total liability-classified awards compensation	$	—	$	—		$	(4	)	$	12

2020 Compensation Adjustments

On May 5, 2020, all of the outstanding share-based compensation, including restricted stock, stock options, PSUs and CRSUs, granted to our executive officers and designated vice presidents was canceled and replaced with cash retention incentives. The cash retention incentives granted to executive officers are equally weighted between achievement of certain specified performance metrics and a service period. The cash retention incentives may be clawed back if an executive officer or vice president terminates employment for any reason other than a qualifying termination prior to the earlier of (i) the effective date of a plan of reorganization under Chapter 11 of the Bankruptcy Code or (ii) May 8, 2021. The transactions were considered a modification to the previously issued equity-classified awards. As such, the remaining unrecognized expense related to restricted stock and stock options will result in $18 million of share-based compensation expense to be amortized over the relevant service period of the new cash retention incentives. The $15 million after-tax fair value of the cash retention incentives was capitalized to other current assets in the condensed consolidated balance sheets in the Current Period and will be amortized over the relevant service period. The difference between the cash and after-tax value of the cash retention incentives of approximately $10 million, which is not subject to the claw back provisions contained within the agreements, was expensed to general and administrative expenses in the condensed consolidated statements of operations for the Current Period.

Derivative and Hedging Activities

9 Months Ended

Sep. 30, 2020

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative and Hedging Activities

We use derivative instruments to reduce our exposure to fluctuations in future commodity prices and to protect our expected operating cash flow against significant market movements or volatility. All of our oil, natural gas and NGL derivative instruments are net settled based on the difference between the fixed-price payment and the floating-price payment, resulting in a net amount due to or from the counterparty. None of our oil, natural gas or NGL derivative instruments were designated for hedge accounting as of September 30, 2020 or December 31, 2019. Pursuant to the RSA associated with our Chapter 11 Cases, we are required to hedge a certain amount of our production with our DIP Credit Facility lenders. See Note 1 for additional details regarding these hedging requirements.

Oil, Natural Gas and NGL Derivatives

Our oil, natural gas and NGL derivative instruments consist of the following types of instruments:


•	Swaps: We receive a fixed price and pay a floating market price to the counterparty for the hedged commodity. In exchange for higher fixed prices on certain of our swap trades, we may sell call options and call swaptions.


•	Options: We sell, and occasionally buy, call options in exchange for a premium. At the time of settlement, if the market price exceeds the fixed price of the call option, we pay the counterparty the excess on sold call options and we receive the excess on bought call options. If the market price is lower than the fixed price of the call option, no payment is due from either party.


•	Call Swaptions: We sell call swaptions to counterparties in exchange for a premium. Swaptions allow the counterparty, on a specific date, to extend an existing fixed-price swap for a certain period of time or to increase the notional volumes of an existing fixed-price swap.

•

Collars: These instruments contain a fixed floor price (put) and ceiling price (call). If the market price exceeds the call strike price or falls below the put strike price, we receive the fixed price and pay the market price. If the market price is between the put and the call strike prices, no payments are due from either party. Three-way collars include the sale by us of an additional put option in exchange for a more favorable strike price on the call option. This eliminates the counterparty’s downside exposure below the second put option strike price.


•	Basis Protection Swaps: These instruments are arrangements that guarantee a fixed price differential to NYMEX from a specified delivery point. We receive the fixed price differential and pay the floating market price differential to the counterparty for the hedged commodity.

•

Put spreads: These instruments contain a fixed floor price (bought put) and sub floor price (sold put). If the market price exceeds the bought put strike, we receive the market price. If the market price is between the bought put and sold put strike prices, we receive the bought put price. If the market price falls below the sub floor, we receive the market price plus the difference between the sold put and bought put.

The estimated fair values of our oil, natural gas and NGL derivative instrument assets (liabilities) as of September 30, 2020 and December 31, 2019 are provided below:



	September 30, 2020				December 31, 2019
	Notional Volume	Fair Value			Notional Volume	Fair Value
		($ in millions)				($ in millions)
Oil (mmbbl):
Fixed-price swaps	26	$	(5	)	24	$	(7	)
Collars	—	—			2	14
Basis protection swaps	—	—			8	(2		)
Total oil	26	(5		)	34	5
Natural gas (bcf):
Fixed-price swaps	780	(161		)	265	125
Call options (sold)	—	—			22	—
Call swaptions	—	—			29	(2		)
Basis protection swaps	—	—			30	2
Total natural gas	780	(161		)	346	125
Total estimated fair value		$	(166	)		$	130

We have terminated certain commodity derivative contracts that were previously designated as cash flow hedges for which the original contract months are yet to occur. See further discussion below under Effect of Derivative Instruments – Accumulated Other Comprehensive Income (Loss).

Effect of Derivative Instruments – Condensed Consolidated Balance Sheets

The following table presents the fair value and location of each classification of derivative instrument included in the condensed consolidated balance sheets as of September 30, 2020 and December 31, 2019 on a gross basis and after same-counterparty netting:



Balance Sheet Classification	Gross Fair Value			Amounts Netted in the Consolidated Balance Sheets			Net Fair Value Presented in the Consolidated Balance Sheets
	($ in millions)
As of September 30, 2020
Commodity Contracts:
Short-term derivative asset	$	12		$	(12	)	$	—
Long-term derivative asset	4			(4		)	—
Short-term derivative liability	(117		)	12			(105		)
Long-term derivative liability	(65		)	4			(61		)
Total derivatives	$	(166	)	$	—		$	(166	)

As of December 31, 2019
Commodity Contracts:
Short-term derivative asset	$	174		$	(40	)	$	134
Short-term derivative liability	(42		)	40			(2		)
Long-term derivative liability	(2		)	—			(2		)
Total derivatives	$	130		$	—		$	130

Effect of Derivative Instruments – Condensed Consolidated Statements of Operations

The components of oil, natural gas and NGL revenues for the Current Quarter, the Prior Quarter, the Current Period and the Prior Period are presented below:



	Three Months Ended September 30,						Nine Months Ended September 30,
	2020			2019			2020			2019
	($ in millions)
Oil, natural gas and NGL revenues	$	672		$	1,003		$	2,006		$	3,412
Gains (losses) on undesignated oil, natural gas and NGL derivatives	(154		)	175			597			167
Losses on terminated cash flow hedges	(7		)	(8		)	(24		)	(26		)
Total oil, natural gas and NGL revenues	$	511		$	1,170		$	2,579		$	3,553

The components of marketing revenues for the Current Quarter, the Prior Quarter, the Current Period and the Prior Period are presented below:



	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
	($ in millions)
Marketing revenues	$	448	$	889	$	1,412	$	3,042
Losses on undesignated marketing natural gas derivatives	—		—		—		(4		)
Total marketing revenues	$	448	$	889	$	1,412	$	3,038

Effect of Derivative Instruments – Accumulated Other Comprehensive Income (Loss)

A reconciliation of the changes in accumulated other comprehensive income (loss) in our condensed consolidated statements of stockholders’ equity related to our cash flow hedges is presented below:



	Three Months Ended September 30,
	2020					2019
	Before Tax			After Tax		Before Tax			After Tax
	($ in millions)
Balance, beginning of period	$	(28	)	$	29	$	(62	)	$	(5	)
Losses reclassified to income	7			7		8			8
Balance, end of period	$	(21	)	$	36	$	(54	)	$	3



	Nine Months Ended September 30,
	2020					2019
	Before Tax			After Tax		Before Tax			After Tax
	($ in millions)
Balance, beginning of period	$	(45	)	$	12	$	(80	)	$	(23	)
Losses reclassified to income	24			24		26			26
Balance, end of period	$	(21	)	$	36	$	(54	)	$	3

The accumulated other comprehensive loss as of September 30, 2020 represents the net deferred loss associated with commodity derivative contracts that were previously designated as cash flow hedges for which the original contract months are yet to occur. Remaining deferred gain or loss amounts will be recognized in earnings in the month for which

the original contract months are to occur. As of September 30, 2020, we expect to transfer approximately $16 million of net loss included in accumulated other comprehensive income (loss) to net income (loss) during the next 12 months. The remaining amounts will be transferred by December 31, 2022.

Credit Risk Considerations

Our derivative instruments expose us to our counterparties’ credit risk. To mitigate this risk, we enter into derivative contracts only with counterparties that have a high credit rating or are deemed by us to have acceptable credit strength, and are deemed by management to be competent and competitive market-makers, and we attempt to limit our exposure to non-performance by any single counterparty. As of September 30, 2020, our oil, natural gas and NGL derivative instruments were spread among seven counterparties.

Hedging Arrangements

Certain of our hedging arrangements are with counterparties that are also lenders (or affiliates of lenders) under our DIP Credit Facility. The contracts entered into with these counterparties are secured by the same collateral that secures the pre-petition revolving credit facility. In addition, we enter into bilateral hedging agreements with other counterparties. The counterparties’ and our obligations under the bilateral hedging agreements must be secured by cash or letters of credit to the extent that any mark-to-market amounts owed to us or by us exceed defined thresholds. As of September 30, 2020, we did not have any cash or letters of credit posted as collateral for our commodity derivatives.

Fair Value

The fair value of our derivatives is based on third-party pricing models, which utilize inputs that are either readily available in the public market, such as oil, natural gas and NGL forward curves and discount rates, or can be corroborated from active markets or broker quotes. These values are compared to the values given by our counterparties for reasonableness. Since oil, natural gas and NGL swaps do not include optionality and therefore generally have no unobservable inputs, they are classified as Level 2. All other derivatives have some level of unobservable input, such as volatility curves, and are therefore classified as Level 3. Derivatives are also subject to the risk that either party to a contract will be unable to meet its obligations. We factor non-performance risk into the valuation of our derivatives using current published credit default swap rates. To date, this has not had a material impact on the values of our derivatives.

The following table provides information for financial assets (liabilities) measured at fair value on a recurring basis as of September 30, 2020 and December 31, 2019:



	Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)			Total Fair Value
			($ in millions)
As of September 30, 2020
Derivative Assets (Liabilities):
Commodity assets	$	—	$	14		$	—		$	14
Commodity liabilities	—		(180		)	—			(180		)
Total derivatives	$	—	$	(166	)	$	—		$	(166	)

As of December 31, 2019
Derivative Assets (Liabilities):
Commodity assets	$	—	$	160		$	14		$	174
Commodity liabilities	—		(42		)	(2		)	(44		)
Total derivatives	$	—	$	118		$	12		$	130

A summary of the changes in the fair values of our financial assets (liabilities) classified as Level 3 during the Current Period and the Prior Period is presented below:



	Commodity Derivatives			Utica Contingent Consideration
	($ in millions)
Balance, as of January 1, 2020	$	12		$	—
Total gains (losses) (realized/unrealized):
Included in earnings^(a)	3			—
Total purchases, issuances, sales and settlements:
Settlements	(15		)	—
Balance, as of September 30, 2020	$	—		$	—

Balance, as of January 1, 2019	$	87		$	7
Total gains (losses) (realized/unrealized):
Included in earnings^(a)	(47		)	(7		)
Total purchases, issuances, sales and settlements:
Settlements	(8		)	—
Balance, as of September 30, 2019	$	32		$	—

___________________________________________



(a)		Commodity Derivatives					Utica Contingent Consideration
		Commodity Derivatives					Utica Contingent Consideration
		2020		2019			2020		2019
		($ in millions)
	Total gains (losses) included in earnings for the period	$	3	$	(47	)	$	—	$	(7	)
	Change in unrealized gains (losses) related to assets still held at reporting date	$	—	$	(57	)	$	—	$	(7	)

Exploration Expense

9 Months Ended

Sep. 30, 2020

Property, Plant and Equipment [Abstract]

Exploration Expense

A summary of our exploration expense for the Current Quarter, the Prior Quarter, the Current Period and the Prior Period is as follows:



	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
	($ in millions)
Impairments of unproved properties	$	3	$	1	$	402	$	26
Dry hole expense	—		8		7		8
Geological and geophysical expense and other	2		8		8		22
Exploration expense	$	5	$	17	$	417	$	56

Unproved oil and natural gas properties are periodically assessed for impairment by considering future drilling and exploration plans, results of exploration activities, commodity price outlooks, planned future sales and expiration of all or a portion of the projects. The exploration expense charges during the Current Period are the result of non-cash impairment charges in unproved properties, primarily in our Brazos Valley, Haynesville, Powder River Basin and Mid-Continent operating areas.

Impairments

9 Months Ended

Sep. 30, 2020

Impairments

During the Current Period, the decrease in demand for crude oil primarily due to COVID-19 and sharp decline in commodity prices related to the combined impact of falling demand and increases in production from OPEC+ resulted in decreases in current and expected long-term crude oil and NGL sale prices. These conditions resulted in reductions to the market capitalization of peer companies in the energy industry. We determined these adverse market conditions represent a triggering event to perform an impairment assessment of our long-lived assets used in, and in support of, our operations, including proved oil and gas properties, and our sand mine assets.

Proved Oil and Gas Properties

Our impairment test involved a Step 1 assessment to determine if the net book value of our proved oil and natural gas properties is expected to be recovered from the estimated undiscounted future cash flows.

•

We calculated the expected undiscounted future net cash flows of our long-lived assets using management’s assumptions and expectations of (i) commodity prices, which are based on the NYMEX strip pricing escalated by an inflationary rate after 2 years, (ii) pricing adjustments for differentials, (iii) operating costs, (iv) capital investment plans, (v) future production volumes, and (vi) estimated proved reserves.


•	Unprecedented volatility in the price of oil due to the decrease in demand has led us to rely on NYMEX strip pricing, which represents a Level 1 input.

Certain oil and gas properties in our Eagle Ford, Brazos Valley, Powder River Basin, and Mid-Continent and other non-core operating areas failed the Step 1 assessment. For these assets, we used a discounted cash flow analysis to estimate fair value. The expected future net cash flows were discounted using a rate of 11%, which we believe represents the estimated weighted average cost of capital of a theoretical market participant. Based on Step 2 of our long-lived assets impairment test, we recognized an $8.446 billion impairment because the carrying value exceeded estimated fair market value as of March 31, 2020.

•

Significant inputs associated with the calculation of discounted future net cash flows include estimates of (i) recoverable reserves, (ii) production rates, (iii) future operating and development costs, (iv) future commodity prices escalated by an inflationary rate after two years, adjusted for differentials, and (v) a market-based weighted average cost of capital. We utilized NYMEX strip pricing, adjusted for differentials, to value the reserves. The NYMEX strip pricing inputs used are classified as Level 1 fair value assumptions and all other inputs are classified as Level 3 fair value assumptions.

Sand Mine

Our in-field sand mine assets predominately service the oil and gas properties in our Brazos Valley operating area. Based on management’s assumptions and expectations of (i) future commodity prices, (ii) capital investment plans in the Brazos Valley operating area, and (iii) future operating cost of the sand mine, management expects the market for sand to significantly decrease for the foreseeable future. As a result, we recognized a $76 million impairment related to our sand mine assets for the difference between fair value and the carrying value in the Current Period. The inputs used are classified as Level 3 fair value assumptions.

Capitalized Exploratory Well Costs

9 Months Ended

Sep. 30, 2020

Capitalized Exploratory Well Costs

A summary of the changes in our capitalized well costs for the Current Period is detailed below.



	Nine Months Ended September 30, 2020
	($ in millions)
Balance as of January 1	$	7
Charges to exploration expense	(7		)
Balance as of September 30	$	—

As of September 30, 2020, there were no drilling and completion costs on exploratory wells pending determination of proved reserves capitalized for greater than one year.

Investments	9 Months Ended
Investments	Sep. 30, 2020
Equity Method Investments and Joint Ventures [Abstract]
Investments	Investments In the Current Period, the hydraulic fracturing industry experienced challenging operating conditions resulting in the current fair value of our investment in FTS International, Inc. (NYSE: FTSI) falling below book value of $23 million and remaining below that value as of the end of the Current Period. Based on FTSI’s operating results, we determined that the reduction in fair value is other-than-temporary, and recognized an impairment of our entire investment in FTSI of $23 million. In the Prior Period, in connection with the acquisition of WildHorse, we obtained a 50% membership interest in JWH Midstream LLC (JWH). The carrying value of our investment in JWH, which was being accounted for as an equity method investment, was approximately $17 million as of March 31, 2019. In the Prior Period, we paid approximately $7 million to terminate our involvement in the partnership. This removed us from any future obligations related to this joint venture and, therefore, we impaired the full value of the investment and recognized an approximate $23 million expense in the Prior Period.

Other Operating Expense	9 Months Ended
Other Operating Expense	Sep. 30, 2020
Other Income and Expenses [Abstract]
Other Operating Expenses	Other Operating Expense In the Current Period, we terminated certain gathering, processing and transportation contracts and recognized a non-recurring $80 million expense related to the contract terminations. The contract terminations removed approximately $169 million of future commitments related to gathering, processing and transportation agreements. See Note 5 for further discussion of contingencies and commitments. In the Prior Period, we recorded approximately $34 million of costs related to our acquisition of WildHorse which consisted of consulting fees, financial advisory fees, legal fees and travel and lodging expenses. In addition, we recorded approximately $38 million of severance expense as a result of the acquisition of WildHorse. A majority of the WildHorse executives and employees were terminated. These executives and employees were entitled to severance benefits in accordance with existing employment agreements.

Separation and Other Termination Costs	9 Months Ended
Separation and Other Termination Costs	Sep. 30, 2020
Restructuring and Related Activities [Abstract]
Separation and Other Termination Costs	Separation and Other Termination Costs In the Current Quarter and the Current Period, we incurred charges of approximately $16 million and $43 million, respectively, related to one-time termination benefits for certain employees. The Current Quarter amount was paid in October 2020.

Condensed Combined Debtor-in-Possession Financial Information

9 Months Ended

Sep. 30, 2020

Condensed Financial Information Disclosure [Abstract]

Condensed Combined Debtor-in-Possession Financial Information

The financial statements below represent the condensed combined financial statements of the Debtors as of September 30, 2020 and December 31, 2019 and for the three and nine months ended September 30, 2020 and 2019.



Condensed Combined Balance Sheets	Total Combined Debtor Entities
	September 30, 2020			December 31, 2019
ASSETS	($ in millions)
CURRENT ASSETS:
Cash and cash equivalents	$	304		$	4
Other current assets	765			1,244
Total Current Assets	1,069			1,248
PROPERTY AND EQUIPMENT:
Oil and natural gas properties, based on successful efforts accounting, net	4,637			13,586
Other property and equipment, net	992			1,118
Property and equipment held for sale, net	10			10
Total Property and Equipment, Net	5,639			14,714
Other long-term assets	185			187
Investments in subsidiaries and intercompany advances	(11		)	6
TOTAL ASSETS	$	6,882		$	16,155
LIABILITIES AND EQUITY (DEFICIT)
CURRENT LIABILITIES:
Current liabilities	$	3,105		$	2,391
Total Current Liabilities	3,105			2,391
Long-term debt, net	—			9,073
Deferred income tax liabilities	—			10
Other long-term liabilities	289			317
Liabilities subject to compromise	8,428			—
Total Liabilities	11,822			11,791
EQUITY (DEFICIT):
Chesapeake Stockholders’ Equity (Deficit)	(4,940		)	4,364
Total Equity (Deficit)	(4,940		)	4,364
TOTAL LIABILITIES AND EQUITY (DEFICIT)	$	6,882		$	16,155



Condensed Combined Statements of Operations	Total Combined Debtor Entities
	Three Months Ended September 30,						Nine Months Ended September 30,
	2020			2019			2020			2019
	($ in millions)
REVENUES AND OTHER:
Oil, natural gas and NGL	$	510		$	1,167		$	2,574		$	3,543
Marketing	448			889			1,412			3,038
Total Revenues	958			2,056			3,986			6,581
Other	15			15			45			45
Gains on sales of assets	1			13			1			33
Total Revenues and Other	974			2,084			4,032			6,659
OPERATING EXPENSES:
Oil, natural gas and NGL production	82			135			295			394
Oil, natural gas and NGL gathering, processing and transportation	257			268			810			810
Severance and ad valorem taxes	37			55			116			168
Exploration	5			17			417			56
Marketing	450			901			1,438			3,071
General and administrative	52			66			228			257
Separation and other termination costs	16			—			43			—
Provision for legal contingencies, net	12			—			20			3
Depreciation, depletion and amortization	170			572			929			1,668
Impairments	—			9			8,489			11
Other operating expense	4			15			92			79
Total Operating Expenses	1,085			2,038			12,877			6,517
INCOME (LOSS) FROM OPERATIONS	(111		)	46			(8,845		)	142
OTHER INCOME (EXPENSE):
Interest expense	(25		)	(177		)	(307		)	(513		)
Losses on investments	—			(4		)	(23		)	(28		)
Gains on purchases or exchanges of debt	—			70			65			70
Other income	2			3			14			30
Reorganization items, net	(611		)	—			(217		)	—
Equity in net losses of subsidiary	—			—			(18		)	—
Total Other Expense	(634		)	(108		)	(486		)	(441		)
LOSS BEFORE INCOME TAXES	(745		)	(62		)	(9,331		)	(299		)
Income tax benefit	—			(1		)	(13		)	(315		)
NET INCOME (LOSS)	(745		)	(61		)	(9,318		)	16
Other comprehensive income	7			8			24			26
COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO CHESAPEAKE	$	(738	)	$	(53	)	$	(9,294	)	$	42



Condensed Combined Statements of Cash Flows	Total Combined Debtor Entities
	Nine Months Ended September 30,
	2020			2019
	($ in millions)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Cash Provided By Operating Activities	$	1,153		$	1,178
CASH FLOWS FROM INVESTING ACTIVITIES:
Drilling and completion costs	(946		)	(1,640		)
Business combination, net	—			(353		)
Acquisitions of proved and unproved properties	(9		)	(31		)
Proceeds from divestitures of proved and unproved properties	10			110
Additions to other property and equipment	(18		)	(27		)
Proceeds from sales of other property and equipment	5			6
Net Cash Used In Investing Activities	(958		)	(1,935		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from pre-petition revolving credit facility borrowings	3,806			8,805
Payments on pre-petition revolving credit facility borrowings	(3,467		)	(7,495		)
Proceeds from DIP credit facility borrowings	60			—
Payments on DIP credit facility borrowings	(60		)	—
DIP credit facility and exit facilities financing costs	(109		)	—
Cash paid to purchase debt	(95		)	(457		)
Cash paid for preferred stock dividends	(22		)	(69		)
Other financing activities	(8		)	(19		)
Net Cash Provided By Financing Activities	105			765
Net increase in cash and cash equivalents	300			8
Cash and cash equivalents, beginning of period	4			3
Cash and cash equivalents, end of period	$	304		$	11

Subsequent Events	9 Months Ended
Subsequent Events	Sep. 30, 2020
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events On October 13, 2020, we filed a notice with the Bankruptcy Court that we reached an agreement with Tapstone Energy as the “Stalking Horse” bidder to sell our Mid-Continent asset for $85 million in a 363 transaction under the Bankruptcy Code. A Bankruptcy Court supervised auction will be held on November 10, 2020, in which other pre-qualified buyers may submit bids for the asset. We will then present the results of the auction process to the Bankruptcy Court for its final approval of the sale on November 13, 2020. We anticipate the transaction will close on December 11, 2020.

Basis of Presentation and Summary of Significant Accounting Policies (Policy)	9 Months Ended
	Sep. 30, 2020
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed consolidated financial statements of Chesapeake were prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the SEC. Pursuant to such rules and regulations, certain disclosures have been condensed or omitted.

Chapter 11 Proceedings (Tables)

9 Months Ended

Sep. 30, 2020

Reorganizations [Abstract]

Schedule of Liabilities Subject to Compromise

The following table summarizes the components of liabilities subject to compromise included on our unaudited condensed consolidated balance sheet as of September 30, 2020:



	September 30, 2020
	($ in millions)
Debt	$	7,166
Accounts payable	148
Accrued interest	235
Other liabilities	879
Liabilities subject to compromise	$	8,428

Schedule of Reorganization under Chapter 11 of US Bankruptcy Code



	Three Months Ended September 30,					Nine Months Ended September 30,
	2020			2019		2020			2019
	($ in millions)
Write off of unamortized debt premiums (discounts)	$	—		$	—	$	518		$	—
Write off of unamortized debt issuance costs	—			—		(61		)	—
Debt and equity financing fees	(115		)	—		(178		)	—
Provision for allowed claims	(465		)	—		(465		)	—
Legal and professional fees	(40		)	—		(40		)	—
Gain on settlement of pre-petition accounts payable	12			—		12			—
Loss on settlement of pre-petition revenues payable	(3		)	—		(3		)	—
Reorganization items, net	$	(611	)	$	—	$	(217	)	$	—

Earnings Per Share (Tables)

9 Months Ended

Sep. 30, 2020

Earnings Per Share, Basic and Diluted, Other Disclosures [Abstract]

Securities excluded from calculation of diluted EPS

Shares of common stock for the following securities were excluded from the calculation of diluted EPS as the effect was antidilutive:



	Three Months Ended September 30,		Nine Months Ended September 30,
	2020	2019	2020	2019
	(in thousands)
Common stock equivalent of our preferred stock outstanding^(a)	290	290	290	290
Common stock equivalent of our convertible senior notes outstanding^(a)	—	621	621	621
Common stock equivalent of our preferred stock outstanding prior to exchange^(a)	—	5	—	5
Participating securities^(a)	—	1	—	2

____________________________________________

(a)

Amount has been retroactively adjusted to reflect a 1-for-200 (1:200) reverse stock split effective April 14, 2020. See Note 9 for additional information.

Debt (Tables)

9 Months Ended

Sep. 30, 2020

Debt Disclosure [Abstract]

Schedule of long-term debt

Our long-term debt consisted of the following as of September 30, 2020 and December 31, 2019:



	September 30, 2020						December 31, 2019
	Principal Amount			Carrying Amount			Principal Amount			Carrying Amount
	($ in millions)
DIP credit facility	$	—		$	—		$	—		$	—
Pre-petition revolving credit facility	1,929			1,929			1,590			1,590
Term loan due 2024	1,500			1,500			1,500			1,470
11.5% senior secured second lien notes due 2025	2,330			2,330			2,330			3,248
6.625% senior notes due 2020	176			176			208			208
6.875% senior notes due 2020	73			73			93			93
6.125% senior notes due 2021	167			167			167			167
5.375% senior notes due 2021	127			127			127			127
4.875% senior notes due 2022	272			272			338			338
5.75% senior notes due 2023	167			167			209			209
7.00% senior notes due 2024	624			624			624			624
6.875% senior notes due 2025	2			2			2			2
8.00% senior notes due 2025	246			246			246			245
5.5% convertible senior notes due 2026	1,064			1,064			1,064			765
7.5% senior notes due 2026	119			119			119			119
8.00% senior notes due 2026	46			46			46			44
8.00% senior notes due 2027	253			253			253			253
Debt issuance costs	—			—			—			(44		)
Total debt, net	9,095			9,095			8,916			9,458
Less current maturities of long-term debt	(1,929		)	(1,929		)	(385		)	(385		)
Less amounts reclassified to liabilities subject to compromise	(7,166		)	(7,166		)	—			—
Total long-term debt, net	$	—		$	—		$	8,531		$	9,073

Schedule of debt repurchased

In the Current Period, we repurchased approximately $160 million aggregate principal amount of the following senior notes for $95 million and recorded an aggregate gain of approximately $65 million.



	Notes Repurchased
	($ in millions)
6.625% senior notes due 2020	$	32
6.875% senior notes due 2020	20
4.875% senior notes due 2022	66
5.75% senior notes due 2023	42
Total	$	160

Schedule of fair value of debt

Upon emergence from the Chapter 11 Cases, the pre-petition revolving credit facility will be paid in full with proceeds from our exit financing and, therefore, the estimated fair value equals the carrying value and is excluded from the table below.



	September 30, 2020				December 31, 2019
	Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value
			($ in millions)
Short-term debt (Level 1)	$	—	$	—	$	385	$	360
Long-term debt (Level 1)	$	—	$	—	$	753	$	622
Long-term debt (Level 2)	$	—	$	—	$	8,320	$	6,085
Liabilities subject to compromise (Level 1)	$	982	$	38	$	—	$	—
Liabilities subject to compromise (Level 2)	$	6,184	$	1,475	$	—	$	—

Contingencies and Commitments (Tables)

9 Months Ended

Sep. 30, 2020

Commitments and Contingencies Disclosure [Abstract]

Schedule of contractual obligation



	September 30, 2020
	($ in millions)
Remainder of 2020	$	255
2021	872
2022	804
2023	671
2024	597
2025 – 2034	3,051
Total	$	6,250

Other Liabilities (Tables)

9 Months Ended

Sep. 30, 2020

Other Liabilities Disclosure [Abstract]

Other current liabilities

Other current liabilities as of September 30, 2020 and December 31, 2019 are detailed below:



	September 30, 2020		December 31, 2019
	($ in millions)
Revenues and royalties due others	$	235	$	516
Accrued drilling and production costs	88		326
Debt and equity financing fees	69		—
Joint interest prepayments received	27		52
Operating leases^(a)	23		9
Accrued reorganization professional fees	23		—
VPP deferred revenue^(b)	22		55
Accrued compensation and benefits^(c)	61		156
Other accrued taxes	123		150
Other	82		168
Total other current liabilities	$	753	$	1,432

Other long-term liabilities

Other long-term liabilities as of September 30, 2020 and December 31, 2019 are detailed below:



	September 30, 2020		December 31, 2019
	($ in millions)
VPP deferred revenue^(b)	$	—	$	9
Other	16		116
Total other long-term liabilities	$	16	$	125

____________________________________________


(a)	In the Current Quarter, we entered into a drilling rig contract that extends through 2021 and recorded an operating lease liability and right-of-use asset.

(b)

(c)

Revenue (Tables)

9 Months Ended

Sep. 30, 2020

Revenue from Contract with Customer [Abstract]

Schedule of disaggregation of revenue

The following table shows revenue disaggregated by operating area and product type, for the Current Quarter the Prior Quarter, the Current Period and the Prior Period:



	Three Months Ended September 30, 2020
	Oil			Natural Gas			NGL		Total
	($ in millions)
Marcellus	$	—		$	137		$	—	$	137
Haynesville	—			92			—		92
Eagle Ford	189			26			26		241
Brazos Valley	127			3			3		133
Powder River Basin	36			7			4		47
Mid-Continent	14			5			3		22
Revenue from contracts with customers	366			270			36		672
Losses on oil, natural gas and NGL derivatives	(2		)	(159		)	—		(161		)
Oil, natural gas and NGL revenue	$	364		$	111		$	36	$	511

Marketing revenue	$	301		$	116		$	31	$	448

	Three Months Ended September 30, 2019
	Oil			Natural Gas			NGL		Total
	($ in millions)
Marcellus	$	—		$	158		$	—	$	158
Haynesville	—			129			—		129
Eagle Ford	282			32			22		336
Brazos Valley	194			10			5		209
Powder River Basin	97			16			5		118
Mid-Continent	40			8			5		53
Revenue from contracts with customers	613			353			37		1,003
Gains on oil, natural gas and NGL derivatives	124			43			—		167
Oil, natural gas and NGL revenue	$	737		$	396		$	37	$	1,170

Marketing revenue from contracts with customers	$	603		$	165		$	37	$	805
Other marketing revenue	80			4			—		84
Marketing revenue	$	683		$	169		$	37	$	889



	Nine Months Ended September 30, 2020
	Oil			Natural Gas			NGL		Total
	($ in millions)
Marcellus	$	—		$	445		$	—	$	445
Haynesville	—			245			—		245
Eagle Ford	539			77			59		675
Brazos Valley	375			10			9		394
Powder River Basin	133			28			14		175
Mid-Continent	44			19			9		72
Revenue from contracts with customers	1,091			824			91		2,006
Gains (losses) on oil, natural gas and NGL derivatives	689			(116		)	—		573
Oil, natural gas and NGL revenue	$	1,780		$	708		$	91	$	2,579

Marketing revenue from contracts with customers	$	930		$	338		$	76	$	1,344
Other marketing revenue	67			1			—		68
Marketing revenue	$	997		$	339		$	76	$	1,412

	Nine Months Ended September 30, 2019
	Oil			Natural Gas			NGL		Total
	($ in millions)
Marcellus	$	—		$	657		$	—	$	657
Haynesville	—			494			—		494
Eagle Ford	962			117			88		1,167
Brazos Valley	513			23			12		548
Powder River Basin	273			59			23		355
Mid-Continent	131			34			26		191
Revenue from contracts with customers	1,879			1,384			149		3,412
Gains (losses) on oil, natural gas and NGL derivatives	(49		)	190			—		141
Oil, natural gas and NGL revenue	$	1,830		$	1,574		$	149	$	3,553

Marketing revenue from contracts with customers	$	1,830		$	741		$	202	$	2,773
Other marketing revenue	230			38			—		268
Losses on marketing derivatives	—			(3		)	—		(3		)
Marketing revenue	$	2,060		$	776		$	202	$	3,038

Schedule of accounts receivable

Accounts receivable as of September 30, 2020 and December 31, 2019 are detailed below:



	September 30, 2020			December 31, 2019
	($ in millions)
Oil, natural gas and NGL sales	$	547		$	737
Joint interest	91			200
Other	67			74
Allowance for doubtful accounts	(29		)	(21		)
Total accounts receivable, net	$	676		$	990

Equity (Tables)

9 Months Ended

Sep. 30, 2020

Equity [Abstract]

Summary of changes in common shares issued

A summary of the changes in our common shares issued is detailed below.



	Three Months Ended September 30,		Nine Months Ended September 30,
	2020	2019	2020	2019
	(in thousands)
Beginning balance^(a)	9,780	8,172	9,773	4,568
Common shares issued for WildHorse Merger^(a)	—	—	—	3,587
Exchange of convertible notes^(a)(b)	—	367	—	367
Exchange of senior notes^(a)(b)	—	1,178	—	1,178
Exchange of preferred stock^(a)(c)	—	52	—	52
Restricted stock issuances (net of forfeitures and cancellations)^(a)(d)	—	2	7	19
Ending balance^(a)	9,780	9,771	9,780	9,771

____________________________________________


(a)	All share information has been retroactively adjusted to reflect a 1-for-200 (1:200) reverse stock split effective April 14, 2020. See below for additional information.


(b)	See Note 4 for a discussion of debt exchanges.

(c)

(d)

See Note 10 for a discussion of restricted stock.

Share-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2020

Share-based Payment Arrangement [Abstract]

Summary of the changes in unvested restricted stock

A summary of the changes in unvested restricted stock during the Current Period is presented below:



	Shares of Unvested Restricted Stock^(a)		Weighted Average Grant Date Fair Value Per Share^(a)
	(in thousands)
Unvested as of January 1, 2020	52		$	710
Granted	68		$	60
Vested	(21	)	$	794
Forfeited/canceled	(97	)	$	243
Unvested as of September 30, 2020	2		$	584

____________________________________________

(a)

All share information has been retroactively adjusted to reflect a 1-for-200 (1:200) reverse stock split effective April 14, 2020. See Note 9 for additional information.

Schedule of stock option activity

The following table provides information related to stock option activity in the Current Period:



	Number of Shares Underlying Options^(a)		Weighted Average Exercise Price Per Share^(a)		Weighted Average Contract Life in Years	Aggregate Intrinsic Value^(b)
	(in thousands)					($ in millions)
Outstanding as of January 1, 2020	90		$	1,420	5.70	$	—
Granted	—		$	—
Exercised	—		$	—		$	—
Expired	(21	)	$	893
Forfeited/canceled	(47	)	$	1,666
Outstanding as of September 30, 2020	22		$	1,390	4.24	$	—
Exercisable as of September 30, 2020	22		$	1,400	4.31	$	—

___________________________________________


(a)	All share information has been retroactively adjusted to reflect a 1-for-200 (1:200) reverse stock split effective April 14, 2020. See Note 9 for additional information.

(b)

The intrinsic value of a stock option is the amount by which the current market value or the market value upon exercise of the underlying stock exceeds the exercise price of the option.

Restricted stock and stock option compensation



	Three Months Ended September 30,					Nine Months Ended September 30,
	2020		2019			2020			2019
	($ in millions)
General and administrative expenses	$	—	$	(1	)	$	(3	)	$	7
Oil and natural gas properties	—		1			—			2
Oil, natural gas and NGL production expenses	—		—			(1		)	3
Exploration expenses	—		—			—			—
Total liability-classified awards compensation	$	—	$	—		$	(4	)	$	12

We recognized the following compensation costs, net of actual forfeitures, related to restricted stock and stock options for the Current Quarter, the Prior Quarter, the Current Period and the Prior Period:



	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
	($ in millions)
General and administrative expenses	$	7	$	6	$	15	$	21
Oil and natural gas properties	—		1		1		2
Oil, natural gas and NGL production expenses	—		1		1		3
Total restricted stock and stock option compensation	$	7	$	8	$	17	$	26

Summary of liability classified awards

The following table presents a summary of our liability-classified awards:



		Grant Date Fair Value		September 30, 2020
	Units^(a)	Grant Date Fair Value		Fair Value		Vested Liability
		($ in millions)		($ in millions)
2018 CRSU Awards:
Payable 2021	14,273	$	9	$	—	$	—

____________________________________________

(a)

All share information has been retroactively adjusted to reflect a 1-for-200 (1:200) reverse stock split effective April 14, 2020. See Note 9 for additional information.

Derivative and Hedging Activities (Tables)

9 Months Ended

Sep. 30, 2020

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of estimated fair values of oil, natural gas and NGL derivative instruments

The estimated fair values of our oil, natural gas and NGL derivative instrument assets (liabilities) as of September 30, 2020 and December 31, 2019 are provided below:



	September 30, 2020				December 31, 2019
	Notional Volume	Fair Value			Notional Volume	Fair Value
		($ in millions)				($ in millions)
Oil (mmbbl):
Fixed-price swaps	26	$	(5	)	24	$	(7	)
Collars	—	—			2	14
Basis protection swaps	—	—			8	(2		)
Total oil	26	(5		)	34	5
Natural gas (bcf):
Fixed-price swaps	780	(161		)	265	125
Call options (sold)	—	—			22	—
Call swaptions	—	—			29	(2		)
Basis protection swaps	—	—			30	2
Total natural gas	780	(161		)	346	125
Total estimated fair value		$	(166	)		$	130

Schedule of effect of derivative instruments, condensed consolidated balance sheets



Balance Sheet Classification	Gross Fair Value			Amounts Netted in the Consolidated Balance Sheets			Net Fair Value Presented in the Consolidated Balance Sheets
	($ in millions)
As of September 30, 2020
Commodity Contracts:
Short-term derivative asset	$	12		$	(12	)	$	—
Long-term derivative asset	4			(4		)	—
Short-term derivative liability	(117		)	12			(105		)
Long-term derivative liability	(65		)	4			(61		)
Total derivatives	$	(166	)	$	—		$	(166	)

As of December 31, 2019
Commodity Contracts:
Short-term derivative asset	$	174		$	(40	)	$	134
Short-term derivative liability	(42		)	40			(2		)
Long-term derivative liability	(2		)	—			(2		)
Total derivatives	$	130		$	—		$	130

Schedule of effect of derivative instruments, condensed consolidated statements of operations

The components of oil, natural gas and NGL revenues for the Current Quarter, the Prior Quarter, the Current Period and the Prior Period are presented below:



	Three Months Ended September 30,						Nine Months Ended September 30,
	2020			2019			2020			2019
	($ in millions)
Oil, natural gas and NGL revenues	$	672		$	1,003		$	2,006		$	3,412
Gains (losses) on undesignated oil, natural gas and NGL derivatives	(154		)	175			597			167
Losses on terminated cash flow hedges	(7		)	(8		)	(24		)	(26		)
Total oil, natural gas and NGL revenues	$	511		$	1,170		$	2,579		$	3,553

The components of marketing revenues for the Current Quarter, the Prior Quarter, the Current Period and the Prior Period are presented below:



	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
	($ in millions)
Marketing revenues	$	448	$	889	$	1,412	$	3,042
Losses on undesignated marketing natural gas derivatives	—		—		—		(4		)
Total marketing revenues	$	448	$	889	$	1,412	$	3,038

Schedule of effect of derivative instruments, accumulated other comprehensive income (loss)

A reconciliation of the changes in accumulated other comprehensive income (loss) in our condensed consolidated statements of stockholders’ equity related to our cash flow hedges is presented below:



	Three Months Ended September 30,
	2020					2019
	Before Tax			After Tax		Before Tax			After Tax
	($ in millions)
Balance, beginning of period	$	(28	)	$	29	$	(62	)	$	(5	)
Losses reclassified to income	7			7		8			8
Balance, end of period	$	(21	)	$	36	$	(54	)	$	3



	Nine Months Ended September 30,
	2020					2019
	Before Tax			After Tax		Before Tax			After Tax
	($ in millions)
Balance, beginning of period	$	(45	)	$	12	$	(80	)	$	(23	)
Losses reclassified to income	24			24		26			26
Balance, end of period	$	(21	)	$	36	$	(54	)	$	3

Schedule of financial assets (liabilities)

The following table provides information for financial assets (liabilities) measured at fair value on a recurring basis as of September 30, 2020 and December 31, 2019:



	Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)			Total Fair Value
			($ in millions)
As of September 30, 2020
Derivative Assets (Liabilities):
Commodity assets	$	—	$	14		$	—		$	14
Commodity liabilities	—		(180		)	—			(180		)
Total derivatives	$	—	$	(166	)	$	—		$	(166	)

As of December 31, 2019
Derivative Assets (Liabilities):
Commodity assets	$	—	$	160		$	14		$	174
Commodity liabilities	—		(42		)	(2		)	(44		)
Total derivatives	$	—	$	118		$	12		$	130

A summary of the changes in the fair values of our financial assets (liabilities) classified as Level 3 during the Current Period and the Prior Period is presented below:



	Commodity Derivatives			Utica Contingent Consideration
	($ in millions)
Balance, as of January 1, 2020	$	12		$	—
Total gains (losses) (realized/unrealized):
Included in earnings^(a)	3			—
Total purchases, issuances, sales and settlements:
Settlements	(15		)	—
Balance, as of September 30, 2020	$	—		$	—

Balance, as of January 1, 2019	$	87		$	7
Total gains (losses) (realized/unrealized):
Included in earnings^(a)	(47		)	(7		)
Total purchases, issuances, sales and settlements:
Settlements	(8		)	—
Balance, as of September 30, 2019	$	32		$	—

___________________________________________



(a)		Commodity Derivatives					Utica Contingent Consideration
		Commodity Derivatives					Utica Contingent Consideration
		2020		2019			2020		2019
		($ in millions)
	Total gains (losses) included in earnings for the period	$	3	$	(47	)	$	—	$	(7	)
	Change in unrealized gains (losses) related to assets still held at reporting date	$	—	$	(57	)	$	—	$	(7	)

Exploration Expense (Tables)

9 Months Ended

Sep. 30, 2020

Schedule of exploration expense

A summary of our exploration expense for the Current Quarter, the Prior Quarter, the Current Period and the Prior Period is as follows:



	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
	($ in millions)
Impairments of unproved properties	$	3	$	1	$	402	$	26
Dry hole expense	—		8		7		8
Geological and geophysical expense and other	2		8		8		22
Exploration expense	$	5	$	17	$	417	$	56

Capitalized Exploratory Well Costs (Tables)

9 Months Ended

Sep. 30, 2020

Summary of changes in capitalized well costs

A summary of the changes in our capitalized well costs for the Current Period is detailed below.



	Nine Months Ended September 30, 2020
	($ in millions)
Balance as of January 1	$	7
Charges to exploration expense	(7		)
Balance as of September 30	$	—

Condensed Combined Debtor-in-Possession Financial Information (Tables)

9 Months Ended

Sep. 30, 2020

Condensed Financial Information Disclosure [Abstract]

Condensed Consolidated Balance Sheets



Condensed Combined Balance Sheets	Total Combined Debtor Entities
	September 30, 2020			December 31, 2019
ASSETS	($ in millions)
CURRENT ASSETS:
Cash and cash equivalents	$	304		$	4
Other current assets	765			1,244
Total Current Assets	1,069			1,248
PROPERTY AND EQUIPMENT:
Oil and natural gas properties, based on successful efforts accounting, net	4,637			13,586
Other property and equipment, net	992			1,118
Property and equipment held for sale, net	10			10
Total Property and Equipment, Net	5,639			14,714
Other long-term assets	185			187
Investments in subsidiaries and intercompany advances	(11		)	6
TOTAL ASSETS	$	6,882		$	16,155
LIABILITIES AND EQUITY (DEFICIT)
CURRENT LIABILITIES:
Current liabilities	$	3,105		$	2,391
Total Current Liabilities	3,105			2,391
Long-term debt, net	—			9,073
Deferred income tax liabilities	—			10
Other long-term liabilities	289			317
Liabilities subject to compromise	8,428			—
Total Liabilities	11,822			11,791
EQUITY (DEFICIT):
Chesapeake Stockholders’ Equity (Deficit)	(4,940		)	4,364
Total Equity (Deficit)	(4,940		)	4,364
TOTAL LIABILITIES AND EQUITY (DEFICIT)	$	6,882		$	16,155

Condensed Consolidated Income Statements



Condensed Combined Statements of Operations	Total Combined Debtor Entities
	Three Months Ended September 30,						Nine Months Ended September 30,
	2020			2019			2020			2019
	($ in millions)
REVENUES AND OTHER:
Oil, natural gas and NGL	$	510		$	1,167		$	2,574		$	3,543
Marketing	448			889			1,412			3,038
Total Revenues	958			2,056			3,986			6,581
Other	15			15			45			45
Gains on sales of assets	1			13			1			33
Total Revenues and Other	974			2,084			4,032			6,659
OPERATING EXPENSES:
Oil, natural gas and NGL production	82			135			295			394
Oil, natural gas and NGL gathering, processing and transportation	257			268			810			810
Severance and ad valorem taxes	37			55			116			168
Exploration	5			17			417			56
Marketing	450			901			1,438			3,071
General and administrative	52			66			228			257
Separation and other termination costs	16			—			43			—
Provision for legal contingencies, net	12			—			20			3
Depreciation, depletion and amortization	170			572			929			1,668
Impairments	—			9			8,489			11
Other operating expense	4			15			92			79
Total Operating Expenses	1,085			2,038			12,877			6,517
INCOME (LOSS) FROM OPERATIONS	(111		)	46			(8,845		)	142
OTHER INCOME (EXPENSE):
Interest expense	(25		)	(177		)	(307		)	(513		)
Losses on investments	—			(4		)	(23		)	(28		)
Gains on purchases or exchanges of debt	—			70			65			70
Other income	2			3			14			30
Reorganization items, net	(611		)	—			(217		)	—
Equity in net losses of subsidiary	—			—			(18		)	—
Total Other Expense	(634		)	(108		)	(486		)	(441		)
LOSS BEFORE INCOME TAXES	(745		)	(62		)	(9,331		)	(299		)
Income tax benefit	—			(1		)	(13		)	(315		)
NET INCOME (LOSS)	(745		)	(61		)	(9,318		)	16
Other comprehensive income	7			8			24			26
COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO CHESAPEAKE	$	(738	)	$	(53	)	$	(9,294	)	$	42

Condensed Consolidated Cash Flow Statements



Condensed Combined Statements of Cash Flows	Total Combined Debtor Entities
	Nine Months Ended September 30,
	2020			2019
	($ in millions)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Cash Provided By Operating Activities	$	1,153		$	1,178
CASH FLOWS FROM INVESTING ACTIVITIES:
Drilling and completion costs	(946		)	(1,640		)
Business combination, net	—			(353		)
Acquisitions of proved and unproved properties	(9		)	(31		)
Proceeds from divestitures of proved and unproved properties	10			110
Additions to other property and equipment	(18		)	(27		)
Proceeds from sales of other property and equipment	5			6
Net Cash Used In Investing Activities	(958		)	(1,935		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from pre-petition revolving credit facility borrowings	3,806			8,805
Payments on pre-petition revolving credit facility borrowings	(3,467		)	(7,495		)
Proceeds from DIP credit facility borrowings	60			—
Payments on DIP credit facility borrowings	(60		)	—
DIP credit facility and exit facilities financing costs	(109		)	—
Cash paid to purchase debt	(95		)	(457		)
Cash paid for preferred stock dividends	(22		)	(69		)
Other financing activities	(8		)	(19		)
Net Cash Provided By Financing Activities	105			765
Net increase in cash and cash equivalents	300			8
Cash and cash equivalents, beginning of period	4			3
Cash and cash equivalents, end of period	$	304		$	11

Chapter 11 Proceedings (Details)			3 Months Ended		9 Months Ended
Chapter 11 Proceedings (Details)	Nov. 05, 2020 USD ($) proof_of_claim	Jun. 28, 2020 USD ($)	Sep. 30, 2020 USD ($)	Sep. 30, 2019 USD ($)	Sep. 30, 2020 USD ($)	Sep. 30, 2019 USD ($)	Dec. 31, 2019 USD ($)
Debt Instrument [Line Items]
Period to enter		30 days
Percent of projected monthly production under hedge		50.00%
Duration period		24 months
Warrants to purchase percent of new common stock		10.00%
Warrants to purchase additional percent of new common stock		10.00%
Percent of warrants to purchase percent of new common stock		50.00%
Percent of new common stock purchased with warrants		10.00%
Fee on borrowing arrangements			$ 118,000,000
Liabilities Subject to Compromise
Debt			7,166,000,000		$ 7,166,000,000
Accounts payable			148,000,000		148,000,000
Accrued interest			235,000,000		235,000,000
Other liabilities			879,000,000		879,000,000
Liabilities subject to compromise			8,428,000,000		8,428,000,000		$ 0
Reorganization Items
Write off of unamortized debt premiums (discounts)			0	$ 0	518,000,000	$ 0
Write off of unamortized debt issuance costs			0	0	(61,000,000)	0
Debt and equity financing fees			(115,000,000)	0	(178,000,000)	0
Provision for allowed claims			(465,000,000)	0	(465,000,000)	0
Legal and professional fees			(40,000,000)	0	(40,000,000)	0
Gain on settlement of pre-petition accounts payable			12,000,000	0	12,000,000	0
Loss on settlement of pre-petition revenues payable			(3,000,000)	0	(3,000,000)	0
Reorganization items, net			$ (611,000,000)	$ 0	$ (217,000,000)	$ 0
During 24 Months
Debt Instrument [Line Items]
Percent of forecasted production for period		80.00%
Percent of anticipated projected monthly production from proved developed production		80.00%
For 6 Months Following Period
Debt Instrument [Line Items]
Percent of projected monthly production under hedge		90.00%
After 24 Months
Debt Instrument [Line Items]
Percent of projected monthly production under hedge		80.00%
Subsequent Event \| Pending litigation \| Healthcare of Ontario Pension Plan (HOOPP)
Debt Instrument [Line Items]
Number of proofs of claim \| proof_of_claim	7,350
Loss contingency, damages sought, value	$ 11,200,000,000
Debtor-in-Possession Credit Agreement
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity		$ 2,104,000,000
Exit credit facilities borrowing capacity		$ 2,500,000,000
Debtor-in-Possession Credit Agreement \| Minimum
Debt Instrument [Line Items]
Asset coverage ratio		1.25
Debtor-in-Possession Credit Agreement \| Revolving credit facility
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity		$ 925,000,000
Letters of credit outstanding, amount		200,000,000
Exit credit facilities borrowing capacity		1,750,000,000
Exit Credit Facilities \| Minimum
Debt Instrument [Line Items]
Liquidity		$ 500,000,000
Leverage ratio		2.25
Asset coverage ratio		1.50
Senior notes \| 11.5% senior secured second lien notes due 2025
Debt Instrument [Line Items]
Interest rate, stated percentage			11.50%		11.50%
Holders of obligation, pro rata share as percent of new common stock		12.00%
Term Loan \| FLLO Term Loan Facility
Debt Instrument [Line Items]
Holders of obligation, pro rata share as percent of new common stock		76.00%
Term Loan \| Debtor-in-Possession Credit Agreement
Debt Instrument [Line Items]
Debt		$ 1,179,000,000
Unsecured Debt
Debt Instrument [Line Items]
Holders of obligation, pro rata share as percent of new common stock		12.00%
Holders of obligation, pro rata share as percent of new warrants		50.00%
Secured Debt \| Debtor-in-Possession Credit Agreement
Debt Instrument [Line Items]
Exit credit facilities borrowing capacity		$ 750,000,000

Earnings Per Share - Antidilutive Securities Excluded from Computation of EPS Table (Details) shares in Millions			3 Months Ended		9 Months Ended
	Apr. 14, 2020	Apr. 13, 2020	Sep. 30, 2020 shares	Sep. 30, 2019 shares	Sep. 30, 2020 shares	Sep. 30, 2019 shares
Common stock equivalent of our convertible senior notes outstanding
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Shares of common stock that were excluded from the calculation of diluted EPS (in shares)			0	621	621	621
Common stock equivalent of our preferred stock outstanding prior to exchange
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Shares of common stock that were excluded from the calculation of diluted EPS (in shares)			0	5	0	5
Participating securities
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Shares of common stock that were excluded from the calculation of diluted EPS (in shares)			0	1	0	2
PREFERRED STOCK
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Shares of common stock that were excluded from the calculation of diluted EPS (in shares)			290	290	290	290
COMMON STOCK
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Stock split, conversion ratio	0.005	0.005

Earnings Per Share - Additional Information (Details)	Sep. 30, 2020
4.50% Cumulative Convertible Preferred Stock
Debt Instrument [Line Items]
Interest rate, stated percentage	4.50%
5.00% (2005B)
Debt Instrument [Line Items]
Interest rate, stated percentage	5.00%
5.75% Cumulative Convertible Non-Voting Preferred Stock (Series A)
Debt Instrument [Line Items]
Interest rate, stated percentage	5.75%
5.75% Cumulative Non-Voting Convertible Preferred Stock
Debt Instrument [Line Items]
Interest rate, stated percentage	5.75%
Convertible debt \| 5.5% Convertible Senior Notes due 2026
Debt Instrument [Line Items]
Interest rate, stated percentage	5.50%

Debt - Long-Term Debt Table (Details) - USD ($)	Sep. 30, 2020	Jun. 30, 2020	Jun. 28, 2020	Dec. 31, 2019
Debt Instrument [Line Items]
Principal amount	$ 9,095,000,000			$ 8,916,000,000
Carrying amount	9,095,000,000			9,458,000,000
Debt issuance costs	0			(44,000,000)
Debt, current	(1,929,000,000)			(385,000,000)
Current maturities of long-term debt, net	(1,929,000,000)			(385,000,000)
Less amounts reclassified to liabilities subject to compromise	(7,166,000,000)			0
Long-term debt, fair value	0			8,531,000,000
Long-term debt, net	0			9,073,000,000
Line of credit \| DIP credit facility
Debt Instrument [Line Items]
Principal amount	0			0
Chesapeake revolving credit facility	0			0
Line of credit \| Revolving credit facility \| DIP credit facility
Debt Instrument [Line Items]
Carrying amount			$ 750,000,000
Line of credit \| Revolving credit facility \| Pre-petition revolving credit facility
Debt Instrument [Line Items]
Principal amount	1,929,000,000			1,590,000,000
Chesapeake revolving credit facility	1,929,000,000			1,590,000,000
Term loan
Debt Instrument [Line Items]
Principal amount	1,500,000,000			1,500,000,000
Carrying amount	$ 1,500,000,000			1,470,000,000
Senior notes \| 11.5% senior secured second lien notes due 2025
Debt Instrument [Line Items]
Interest rate, stated percentage	11.50%
Principal amount	$ 2,330,000,000			2,330,000,000
Carrying amount	$ 2,330,000,000			3,248,000,000
Senior notes \| 6.625% senior notes due 2020
Debt Instrument [Line Items]
Interest rate, stated percentage	6.625%
Principal amount	$ 176,000,000			208,000,000
Carrying amount	$ 176,000,000			208,000,000
Senior notes \| 6.875% senior notes due 2020
Debt Instrument [Line Items]
Interest rate, stated percentage	6.875%	6.875%
Principal amount	$ 73,000,000			93,000,000
Carrying amount	$ 73,000,000			93,000,000
Senior notes \| 6.125% senior notes due 2021
Debt Instrument [Line Items]
Interest rate, stated percentage	6.125%
Principal amount	$ 167,000,000			167,000,000
Carrying amount	$ 167,000,000			167,000,000
Senior notes \| 5.375% senior notes due 2021
Debt Instrument [Line Items]
Interest rate, stated percentage	5.375%
Principal amount	$ 127,000,000			127,000,000
Carrying amount	$ 127,000,000			127,000,000
Senior notes \| 4.875% senior notes due 2022
Debt Instrument [Line Items]
Interest rate, stated percentage	4.875%
Principal amount	$ 272,000,000			338,000,000
Carrying amount	$ 272,000,000			338,000,000
Senior notes \| 5.75% senior notes due 2023
Debt Instrument [Line Items]
Interest rate, stated percentage	5.75%
Principal amount	$ 167,000,000			209,000,000
Carrying amount	$ 167,000,000			209,000,000
Senior notes \| 7.00% senior notes due 2024
Debt Instrument [Line Items]
Interest rate, stated percentage	7.00%
Principal amount	$ 624,000,000			624,000,000
Carrying amount	$ 624,000,000			624,000,000
Senior notes \| 6.875% senior notes due 2025
Debt Instrument [Line Items]
Interest rate, stated percentage	6.875%
Principal amount	$ 2,000,000			2,000,000
Carrying amount	$ 2,000,000			2,000,000
Senior notes \| 8.00% senior notes due 2025
Debt Instrument [Line Items]
Interest rate, stated percentage	8.00%
Principal amount	$ 246,000,000			246,000,000
Carrying amount	246,000,000			245,000,000
Senior notes \| 7.5% senior notes due 2026
Debt Instrument [Line Items]
Principal amount	119,000,000			119,000,000
Carrying amount	119,000,000			119,000,000
Senior notes \| 8.00% senior notes due 2026
Debt Instrument [Line Items]
Principal amount	46,000,000			46,000,000
Carrying amount	$ 46,000,000			44,000,000
Senior notes \| 8.00% senior notes due 2027
Debt Instrument [Line Items]
Interest rate, stated percentage	8.00%
Principal amount	$ 253,000,000			253,000,000
Carrying amount	$ 253,000,000			253,000,000
Convertible debt \| 5.5% convertible senior notes due 2026
Debt Instrument [Line Items]
Interest rate, stated percentage	5.50%
Principal amount	$ 1,064,000,000			1,064,000,000
Carrying amount	$ 1,064,000,000			$ 765,000,000
Convertible debt \| 7.5% senior notes due 2026
Debt Instrument [Line Items]
Interest rate, stated percentage	7.50%
Convertible debt \| 8.00% senior notes due 2026
Debt Instrument [Line Items]
Interest rate, stated percentage	8.00%

Debt - Narrative (Details)		3 Months Ended	9 Months Ended
Debt - Narrative (Details)	Jun. 28, 2020 USD ($)	Sep. 30, 2020 USD ($)	Sep. 30, 2020 USD ($)	Dec. 31, 2019 USD ($)
Debt Instrument [Line Items]
Write-off of debt issuance costs and debt discounts or premiums		$ 457,000,000	$ 480,000,000
Outstanding borrowings		$ 9,095,000,000	$ 9,095,000,000	$ 9,458,000,000
FLLO Term Loan Facility \| Term Loan
Debt Instrument [Line Items]
Applicable margin		7.00%
Applicable margin increase		0.0200
FLLO Term Loan Facility \| Term Loan \| Alternative Base Rate (ABR)
Debt Instrument [Line Items]
Variable rate percentage		3.25%
FLLO Term Loan Facility \| Term Loan \| London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Variable rate percentage		8.00%
Debtor-in-Possession Credit Agreement
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity	$ 2,104,000,000
Commitment fee percentage	0.50%
Debtor-in-Possession Credit Agreement \| Minimum
Debt Instrument [Line Items]
Asset coverage ratio	1.25
Debtor-in-Possession Credit Agreement \| Alternative Base Rate (ABR)
Debt Instrument [Line Items]
Variable rate percentage	5.00%
Debtor-in-Possession Credit Agreement \| London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Variable rate percentage	6.00%
Debtor-in-Possession Credit Agreement \| Term Loan
Debt Instrument [Line Items]
Debt	$ 1,179,000,000
Debtor-in-Possession Credit Agreement \| Revolving credit facility
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity	925,000,000
Letters of credit outstanding, amount	200,000,000
Debtor-in-Possession Credit Agreement \| Revolving credit facility \| Line of credit
Debt Instrument [Line Items]
Outstanding borrowings	$ 750,000,000
Debtor-in-Possession Credit Agreement \| Revolving credit facility \| Line of credit \| London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Variable rate percentage	3.50%
Debtor-in-Possession Credit Agreement \| New Money Roll-Up Loans \| Term Loan
Debt Instrument [Line Items]
Debt	$ 925,000,000
Debtor-in-Possession Credit Agreement \| New Money Roll-Up Loans \| Term Loan \| Alternative Base Rate (ABR)
Debt Instrument [Line Items]
Variable rate percentage	4.50%
Debtor-in-Possession Credit Agreement \| New Money Roll-Up Loans \| Term Loan \| London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Variable rate percentage	5.50%
Debtor-in-Possession Credit Agreement \| Incremental Roll-Up Loans \| Term Loan
Debt Instrument [Line Items]
Debt	$ 254,000,000
Debtor-in-Possession Credit Agreement \| Letter of Credit
Debt Instrument [Line Items]
Commitment fee percentage	0.125%

Debt - Senior Notes (Details) - USD ($) $ in Millions	3 Months Ended	9 Months Ended
Debt - Senior Notes (Details) - USD ($) $ in Millions	Jun. 30, 2020	Sep. 30, 2020
Debt Instrument [Line Items]
Debt instrument, repurchased face amount		$ 160
Gain due to exchange of principal amount	$ 64
Senior notes
Debt Instrument [Line Items]
Debt instrument, repurchased face amount	82	160
Debt repurchased, principal	76	95
Gain on repurchase of debt	6	65
Exchanged principal amount	$ 507
Number of shared exchanged for principal amount of debt (in shares)	235,563,519
Senior notes \| 6.625% senior notes due 2020
Debt Instrument [Line Items]
Debt instrument, repurchased face amount		$ 32
Interest rate, stated percentage		6.625%
Senior notes \| 6.875% senior notes due 2020
Debt Instrument [Line Items]
Debt instrument, repurchased face amount		$ 20
Interest rate, stated percentage	6.875%	6.875%
Senior notes \| 4.875% senior notes due 2022
Debt Instrument [Line Items]
Debt instrument, repurchased face amount		$ 66
Interest rate, stated percentage		4.875%
Senior notes \| 5.375% senior notes due 2021
Debt Instrument [Line Items]
Debt instrument, repurchased face amount		$ 42
Interest rate, stated percentage		5.375%
Convertible senior notes
Debt Instrument [Line Items]
Exchanged principal amount	$ 186
Number of shared exchanged for principal amount of debt (in shares)	73,389,094

- Fair Value of Debt Table (Details) - USD ($) $ in Millions	Sep. 30, 2020	Dec. 31, 2019
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	$ 0	$ 8,531
Liabilities subject to compromise	8,428	0
Quoted Prices in Active Markets (Level 1) \| Carrying Amount
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Short-term debt, fair value	0	385
Long-term debt, fair value	0	753
Liabilities subject to compromise	982	0
Quoted Prices in Active Markets (Level 1) \| Estimated Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Short-term debt, fair value	0	360
Long-term debt, fair value	0	622
Liabilities subject to compromise	38	0
Significant Other Observable Inputs (Level 2) \| Carrying Amount
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	0	8,320
Liabilities subject to compromise	6,184	0
Significant Other Observable Inputs (Level 2) \| Estimated Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	0	6,085
Liabilities subject to compromise	$ 1,475	$ 0

Contingencies and Commitments - Narrative (Details) - USD ($) $ in Millions		8 Months Ended
	Jan. 05, 2014	Aug. 09, 2018
Commonwealth of Pennsylvania, royalty underpayment \| Settled litigation
Loss Contingencies [Line Items]
Settlement amount		$ 36
Chaparral Energy, Inc. \| Healthcare of Ontario Pension Plan (HOOPP) \| Pending litigation
Loss Contingencies [Line Items]
Loss contingency, damages sought, value	$ 215

Contingencies and Commitments - Gathering Processing and Transportation Commitments Table (Details) - Gathering, processing and transportation agreement $ in Millions	Sep. 30, 2020 USD ($)
Other Commitments [Line Items]
Remainder of 2020	$ 255
2021	872
2022	804
2023	671
2024	597
2025 – 2034	3,051
Total	$ 6,250

Other Liabilities - Current Table (Details) - USD ($) $ in Millions	Sep. 30, 2020	Dec. 31, 2019
Other Liabilities Disclosure [Abstract]
Revenues and royalties due others	$ 235	$ 516
Accrued drilling and production costs	88	326
Debt and equity financing fees	69	0
Joint interest prepayments received	27	52
Operating leases	23	9
Accrued reorganization professional fees	23	0
VPP deferred revenue	22	55
Accrued compensation and benefits	61	156
Other accrued taxes	123	150
Other	82	168
Total other current liabilities	$ 753	$ 1,432

Other Liabilities - Long-Term Table (Details) - USD ($) $ in Millions	Sep. 30, 2020	Dec. 31, 2019
Other Liabilities Disclosure [Abstract]
VPP deferred revenue	$ 0	$ 9
Other	16	116
Total other long-term liabilities	16	$ 125
Deferred compensation plan, liabilities terminated	$ 43

Revenue - Disaggregated Revenue (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Disaggregation of Revenue [Line Items]
Revenues	$ 672	$ 1,003	$ 2,006	$ 3,412
Gains (losses) on oil, natural gas and NGL derivatives	(161)	167	573	141
Revenues	975	2,087	4,037	6,669
Oil, natural gas and NGL revenue
Disaggregation of Revenue [Line Items]
Revenues	511	1,170	2,579	3,553
Marketing
Disaggregation of Revenue [Line Items]
Revenues		805	1,344	2,773
Gains (losses) on oil, natural gas and NGL derivatives				(3)
Revenues	448	889	1,412	3,038
Other marketing revenue
Disaggregation of Revenue [Line Items]
Revenues		84	68	268
Marcellus
Disaggregation of Revenue [Line Items]
Revenues	137	158	445	657
Haynesville
Disaggregation of Revenue [Line Items]
Revenues	92	129	245	494
Eagle Ford
Disaggregation of Revenue [Line Items]
Revenues	241	336	675	1,167
Brazos Valley
Disaggregation of Revenue [Line Items]
Revenues	133	209	394	548
Powder River Basin
Disaggregation of Revenue [Line Items]
Revenues	47	118	175	355
Mid-Continent
Disaggregation of Revenue [Line Items]
Revenues	22	53	72	191
Oil
Disaggregation of Revenue [Line Items]
Revenues	366	613	1,091	1,879
Gains (losses) on oil, natural gas and NGL derivatives	(2)	124	689	(49)
Oil \| Oil, natural gas and NGL revenue
Disaggregation of Revenue [Line Items]
Revenues	364	737	1,780	1,830
Oil \| Marketing
Disaggregation of Revenue [Line Items]
Revenues		603	930	1,830
Gains (losses) on oil, natural gas and NGL derivatives				0
Revenues	301	683	997	2,060
Oil \| Other marketing revenue
Disaggregation of Revenue [Line Items]
Revenues		80	67	230
Oil \| Marcellus
Disaggregation of Revenue [Line Items]
Revenues	0	0	0	0
Oil \| Haynesville
Disaggregation of Revenue [Line Items]
Revenues	0	0	0	0
Oil \| Eagle Ford
Disaggregation of Revenue [Line Items]
Revenues	189	282	539	962
Oil \| Brazos Valley
Disaggregation of Revenue [Line Items]
Revenues	127	194	375	513
Oil \| Powder River Basin
Disaggregation of Revenue [Line Items]
Revenues	36	97	133	273
Oil \| Mid-Continent
Disaggregation of Revenue [Line Items]
Revenues	14	40	44	131
Natural Gas
Disaggregation of Revenue [Line Items]
Revenues	270	353	824	1,384
Gains (losses) on oil, natural gas and NGL derivatives	(159)	43	(116)	190
Natural Gas \| Oil, natural gas and NGL revenue
Disaggregation of Revenue [Line Items]
Revenues	111	396	708	1,574
Natural Gas \| Marketing
Disaggregation of Revenue [Line Items]
Revenues		165	338	741
Gains (losses) on oil, natural gas and NGL derivatives				(3)
Revenues	116	169	339	776
Natural Gas \| Other marketing revenue
Disaggregation of Revenue [Line Items]
Revenues		4	1	38
Natural Gas \| Marcellus
Disaggregation of Revenue [Line Items]
Revenues	137	158	445	657
Natural Gas \| Haynesville
Disaggregation of Revenue [Line Items]
Revenues	92	129	245	494
Natural Gas \| Eagle Ford
Disaggregation of Revenue [Line Items]
Revenues	26	32	77	117
Natural Gas \| Brazos Valley
Disaggregation of Revenue [Line Items]
Revenues	3	10	10	23
Natural Gas \| Powder River Basin
Disaggregation of Revenue [Line Items]
Revenues	7	16	28	59
Natural Gas \| Mid-Continent
Disaggregation of Revenue [Line Items]
Revenues	5	8	19	34
NGL
Disaggregation of Revenue [Line Items]
Revenues	36	37	91	149
Gains (losses) on oil, natural gas and NGL derivatives	0	0	0	0
NGL \| Oil, natural gas and NGL revenue
Disaggregation of Revenue [Line Items]
Revenues	36	37	91	149
NGL \| Marketing
Disaggregation of Revenue [Line Items]
Revenues		37	76	202
Gains (losses) on oil, natural gas and NGL derivatives				0
Revenues	31	37	76	202
NGL \| Other marketing revenue
Disaggregation of Revenue [Line Items]
Revenues		0	0	0
NGL \| Marcellus
Disaggregation of Revenue [Line Items]
Revenues	0	0	0	0
NGL \| Haynesville
Disaggregation of Revenue [Line Items]
Revenues	0	0	0	0
NGL \| Eagle Ford
Disaggregation of Revenue [Line Items]
Revenues	26	22	59	88
NGL \| Brazos Valley
Disaggregation of Revenue [Line Items]
Revenues	3	5	9	12
NGL \| Powder River Basin
Disaggregation of Revenue [Line Items]
Revenues	4	5	14	23
NGL \| Mid-Continent
Disaggregation of Revenue [Line Items]
Revenues	$ 3	$ 5	$ 9	$ 26

Revenue - Accounts Receivable (Details) - USD ($) $ in Millions	Sep. 30, 2020	Dec. 31, 2019
Disaggregation of Revenue [Line Items]
Allowance for doubtful accounts	$ (29)	$ (21)
Total accounts receivable, net	676	990
Oil, natural gas and NGL sales
Disaggregation of Revenue [Line Items]
Accounts receivable, gross	547	737
Joint interest
Disaggregation of Revenue [Line Items]
Accounts receivable, gross	91	200
Other
Disaggregation of Revenue [Line Items]
Accounts receivable, gross	$ 67	$ 74

Income Taxes - Narrative (Details) - USD ($) $ in Millions	3 Months Ended				9 Months Ended
Income Taxes - Narrative (Details) - USD ($) $ in Millions	Sep. 30, 2020	Dec. 31, 2019	Sep. 30, 2019	Mar. 31, 2019	Sep. 30, 2020	Sep. 30, 2019
Business Acquisition [Line Items]
Effective income tax rate	0.10%
Deferred income tax expense		$ 10			$ (10)	$ (314)
Deferred tax liabilities		$ 10
Income tax benefit	$ 0		$ 1		$ 13	$ 315
Ownership change, cumulative shift					40.00%
Wildhorse Resource Development Corporation
Business Acquisition [Line Items]
Deferred tax liabilities				$ 314
Income tax benefit				314	$ 13
Deferred tax liability, plant, property and equipment and prepaid compensation				401
Deferred tax asset, operating loss carryforward, limitations	$ 61				$ 61
Wildhorse Resource Development Corporation \| Federal
Business Acquisition [Line Items]
Deferred tax asset, operating loss carryforward				$ 87

Equity - Common Stock (Details) $ in Millions			3 Months Ended			9 Months Ended
Equity - Common Stock (Details) $ in Millions	Apr. 14, 2020	Apr. 13, 2020	Sep. 30, 2020 USD ($) shares	Jun. 30, 2020 USD ($) shares	Sep. 30, 2019 USD ($) shares	Sep. 30, 2020 USD ($) shares	Sep. 30, 2019 USD ($) shares
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Common stock, shares issued, beginning balance (shares)			9,780,000		8,172,000	9,772,793	4,568,000
Restricted stock issuances (net of forfeitures and cancellations) (shares)			0		2,000	7,000	19,000
Common stock, shares issued, ending balance (shares)			9,780,371	9,780,000	9,771,000	9,780,371	9,771,000
Loss on exchange of preferred stock \| $			$ 0	$ 17	$ 17	$ 0	$ 17
COMMON STOCK
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock split, conversion ratio	0.005	0.005
PREFERRED STOCK
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock issued, exchanged (in shares)			0		40,000	0	40,000
PREFERRED STOCK \| 5.75% (A)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock issued, exchanged (in shares)				40,000
Interest rate, stated percentage				5.75%
Exchange of convertible notes for shares of common stock \| COMMON STOCK
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock issued, exchanged (in shares)			0		367,000	0	367,000
Exchange of senior notes for shares of common stock \| COMMON STOCK
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock issued, exchanged (in shares)			0		1,178,000	0	1,178,000
Exchange of preferred stock for shares of common stock \| COMMON STOCK
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock issued, exchanged (in shares)			0	51,839	52,000	0	52,000
Wildhorse Resource Development Corporation
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Common shares issued for WildHorse Merger (shares)			0		0	0	3,587,000

Equity - Reverse Stock Split (Details) $ / shares in Units, $ in Billions				12 Months Ended
	Apr. 23, 2020 $ / shares	Apr. 14, 2020	Apr. 13, 2020 shares	Dec. 31, 2019 USD ($) $ / shares shares	Sep. 30, 2020 $ / shares shares	Apr. 10, 2020 shares
Class of Stock [Line Items]
Common shares, outstanding (in shares)						1,957,000,000
Common stock, shares authorized (shares)				15,000,000	22,500,000
Common stock, par value (usd per share) \| $ / shares	$ 0.01			$ 0.01	$ 0.01
Preferred stock, par value (usd per share) \| $ / shares				$ 0.01	$ 0.01
Net operating loss, domestic \| $				$ 7.6
Maximum beneficial ownership, percent	4.90%
Preferred Class B
Class of Stock [Line Items]
Preferred stock, par value (usd per share) \| $ / shares	$ 0.01
Share price (in dollars per share) \| $ / shares	$ 90.00
COMMON STOCK
Class of Stock [Line Items]
Stock split, conversion ratio		0.005	0.005
Reverse stock split, number of shares (in shares)			9,784,000
Shares authorized prior to reverse stock split (in shares)						3,000,000,000
Common stock, shares authorized (shares)						22,500,000
PREFERRED STOCK \| Preferred Class B
Class of Stock [Line Items]
Share purchase ratio	0.10%

Share-Based Compensation - Restricted Stock (Details) shares in Thousands			9 Months Ended
	Apr. 14, 2020	Apr. 13, 2020	Sep. 30, 2020 $ / shares shares
COMMON STOCK
Weighted Average Grant Date Fair Value Per Share(a)
Stock split, conversion ratio	0.005	0.005
Participating securities
Shares of Unvested Restricted Stock(a)
Unvested restricted stock, beginning balance (in shares) \| shares			52
Granted (in shares) \| shares			68
Vested (in shares) \| shares			(21)
Forfeited/canceled (in shares) \| shares			(97)
Unvested restricted stock, ending balance (in shares) \| shares			2
Weighted Average Grant Date Fair Value Per Share(a)
Unvested restricted stock, beginning balance (in dollars per share) \| $ / shares			$ 710
Granted (in dollars per share) \| $ / shares			60
Vested (in dollars per share) \| $ / shares			794
Forfeited/canceled (in dollars per share) \| $ / shares			243
Unvested restricted stock, ending balance (in dollars per share) \| $ / shares			$ 584

Share-Based Compensation - Narrative (Details) - USD ($)		3 Months Ended		9 Months Ended
	May 05, 2020	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense	$ 18,000,000
Cash retention incentives capitalized to other current assets	15,000,000
Difference between cash and cash retention incentives	$ 10,000,000
Participating securities
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Intrinsic value of restricted stock, vested				$ 1,000,000
Unrecognized compensation expense		$ 1,000,000		$ 1,000,000
Share-based compensation expense, weighted average period for recognition				1 year 1 month 20 days
Stock option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation expense		0		$ 0
Stock option \| Management
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation, award vesting period				3 years
Stock option \| Management \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expiration period				7 years
Stock option \| Management \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expiration period				10 years
Performance Share Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation, award vesting period				3 years
Share-based compensation expense		$ 0	$ 0	$ (4,000,000)	$ 12,000,000
Cash Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation, award vesting period				3 years

Share-Based Compensation - Stock Option Activity Table (Details) $ / shares in Units, shares in Thousands, $ in Millions			9 Months Ended	12 Months Ended
	Apr. 14, 2020	Apr. 13, 2020	Sep. 30, 2020 USD ($) $ / shares shares	Dec. 31, 2019 USD ($) $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Outstanding, beginning balance (in shares options) \| shares			90
Granted (in shares options) \| shares			0
Exercised (in shares options) \| shares			0
Expired (in shares options) \| shares			(21)
Forfeited/canceled (in shares options) \| shares			(47)
Outstanding, ending balance (in shares options) \| shares			22	90
Weighted Average Exercise Price Per Share(a)
Outstanding, beginning (in dollars per share) \| $ / shares			$ 1,420
Granted (in dollars per share) \| $ / shares			0
Exercised (in dollars per share) \| $ / shares			0
Expired (in dollars per share) \| $ / shares			893
Forfeited/canceled (in dollars per share) \| $ / shares			1,666
Outstanding, ending (in dollars per share) \| $ / shares			$ 1,390	$ 1,420
Weighted average contract life, outstanding			4 years 2 months 26 days	5 years 8 months 12 days
Aggregate intrinsic value, outstanding \| $			$ 0	$ 0
Aggregate intrinsic value, exercised \| $			$ 0
Exercisable (in shares options) \| shares			22
Weighted average exercise price, exercisable (in dollars per share) \| $ / shares			$ 1,400
Weighted average contract life, exercisable (in years)			4 years 3 months 21 days
Aggregate intrinsic value, exercisable \| $			$ 0
COMMON STOCK
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock split, conversion ratio	0.005	0.005

Share-Based Compensation - Equity-Classified Compensation Table (Details) - USD ($) $ in Millions		3 Months Ended		9 Months Ended
	May 05, 2020	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense	$ 18
Restricted stock and stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense		$ 7	$ 8	$ 17	$ 26
Restricted stock and stock options \| General and administrative expenses
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense		7	6	15	21
Restricted stock and stock options \| Oil and natural gas properties
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense		0	1	1	2
Restricted stock and stock options \| Oil, natural gas and NGL production expenses
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense		$ 0	$ 1	$ 1	$ 3

Share-Based Compensation - Performance Share Unit Breakout (Details) $ in Millions	Apr. 14, 2020	Apr. 13, 2020	Sep. 30, 2020 USD ($) shares	Dec. 31, 2019 USD ($)
COMMON STOCK
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock split, conversion ratio	0.005	0.005
Cash Restricted Stock Units \| Award Year 2018, Payable 2020 and 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Units \| shares			14,273
Fair Value			$ 0	$ 9
Vested Liability			$ 0

Share-Based Compensation - Liability-Classified Compensation Table (Details) - USD ($) $ in Millions		3 Months Ended		9 Months Ended
	May 05, 2020	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense	$ 18
Performance Share Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense		$ 0	$ 0	$ (4)	$ 12
Performance Share Units \| General and administrative expenses
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense		0	(1)	(3)	7
Performance Share Units \| Oil and natural gas properties
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense		0	1	0	2
Performance Share Units \| Oil, natural gas and NGL production expenses
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense		0	0	(1)	3
Performance Share Units \| Exploration expenses
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense		$ 0	$ 0	$ 0	$ 0

Derivative and Hedging Activities - Narrative (Details) $ in Millions	Sep. 30, 2020 USD ($)	Dec. 31, 2019 derivative
Derivative [Line Items]
Expected amount to be transferred of during the next 12 months \| $	$ 16
Designated as Hedging Instrument
Derivative [Line Items]
Derivative, number of instruments held \| derivative		0

Derivative and Hedging Activities - Derivative Instruments (Details) bbl in Millions, Bcf in Millions, $ in Millions	9 Months Ended	12 Months Ended
	Sep. 30, 2020 USD ($) Bcf bbl	Dec. 31, 2019 USD ($) Bcf bbl
Derivative [Line Items]
Derivative assets (liabilities), at fair value, net	$ (166)	$ 130
Energy related derivative
Derivative [Line Items]
Derivative assets (liabilities), at fair value, net	$ (166)	$ 130
Energy related derivative \| Oil
Derivative [Line Items]
Derivative, nonmonetary notional amount, volume \| bbl	26	34
Derivative assets (liabilities), at fair value, net	$ (5)	$ 5
Energy related derivative \| Oil \| Fixed-price swaps
Derivative [Line Items]
Derivative, nonmonetary notional amount, volume \| bbl	26	24
Derivative assets (liabilities), at fair value, net	$ (5)	$ (7)
Energy related derivative \| Oil \| Collars
Derivative [Line Items]
Derivative, nonmonetary notional amount, volume \| bbl	0	2
Derivative assets (liabilities), at fair value, net	$ 0	$ 14
Energy related derivative \| Oil \| Basis protection swaps
Derivative [Line Items]
Derivative, nonmonetary notional amount, volume \| bbl	0	8
Derivative assets (liabilities), at fair value, net	$ 0	$ (2)
Energy related derivative \| Natural Gas
Derivative [Line Items]
Derivative, nonmonetary notional amount, volume \| Bcf	780	346
Derivative assets (liabilities), at fair value, net	$ (161)	$ 125
Energy related derivative \| Natural Gas \| Fixed-price swaps
Derivative [Line Items]
Derivative, nonmonetary notional amount, volume \| Bcf	780	265
Derivative assets (liabilities), at fair value, net	$ (161)	$ 125
Energy related derivative \| Natural Gas \| Call options (sold)
Derivative [Line Items]
Derivative, nonmonetary notional amount, volume \| Bcf	0	22
Derivative assets (liabilities), at fair value, net	$ 0	$ 0
Energy related derivative \| Natural Gas \| Call swaptions
Derivative [Line Items]
Derivative, nonmonetary notional amount, volume \| Bcf	0	29
Derivative assets (liabilities), at fair value, net	$ 0	$ (2)
Energy related derivative \| Natural Gas \| Basis protection swaps
Derivative [Line Items]
Derivative, nonmonetary notional amount, volume \| Bcf	0	30
Derivative assets (liabilities), at fair value, net	$ 0	$ 2

Derivative and Hedging Activities - Derivative Instruments in Balance Sheet Table (Details) - USD ($) $ in Millions	Sep. 30, 2020	Dec. 31, 2019
Derivatives, Fair Value [Line Items]
Derivative assets (liabilities), at fair value, net	$ (166)	$ 130
Commodity contract
Derivatives, Fair Value [Line Items]
Derivative asset	14	174
Derivative liability	(180)	(44)
Not designated as hedging instrument \| Commodity contract
Derivatives, Fair Value [Line Items]
Derivative asset (liability), fair value, gross asset (liability)	(166)	130
Derivative asset (liability) fair value, net asset (liability), netted	0	0
Derivative assets (liabilities), at fair value, net	(166)	130
Not designated as hedging instrument \| Commodity contract \| Short-term derivative asset
Derivatives, Fair Value [Line Items]
Derivative asset, fair value, gross asset	12	174
Derivative asset, fair value, gross liability, netted	(12)	(40)
Derivative asset	0	134
Not designated as hedging instrument \| Commodity contract \| Long-term derivative asset
Derivatives, Fair Value [Line Items]
Derivative asset, fair value, gross asset	4
Derivative asset, fair value, gross liability, netted	(4)
Derivative asset	0
Not designated as hedging instrument \| Commodity contract \| Short-term derivative liability
Derivatives, Fair Value [Line Items]
Derivative liability, fair value, gross liability	(117)	(42)
Derivative liability, fair value, gross asset, netted	12	40
Derivative liability	(105)	(2)
Not designated as hedging instrument \| Commodity contract \| Long-term derivative liability
Derivatives, Fair Value [Line Items]
Derivative liability, fair value, gross liability	(65)	(2)
Derivative liability, fair value, gross asset, netted	4	0
Derivative liability	$ (61)	$ (2)

Derivative and Hedging Activities - Oil, Natural Gas and NGL Revenues (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Derivative [Line Items]
Gains (losses) on undesignated oil, natural gas and NGL derivatives	$ (161)	$ 167	$ 573	$ 141
Revenues	975	2,087	4,037	6,669
Oil, natural gas and NGL sales
Derivative [Line Items]
Losses on terminated cash flow hedges	(7)	(8)	(24)	(26)
Oil, natural gas and NGL sales \| Commodity contract \| Not designated as hedging instrument
Derivative [Line Items]
Gains (losses) on undesignated oil, natural gas and NGL derivatives	(154)	175	597	167
Oil, natural gas and NGL
Derivative [Line Items]
Oil, natural gas and NGL revenues	672	1,003	2,006	3,412
Revenues	$ 511	$ 1,170	$ 2,579	$ 3,553

Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 323
-SubTopic 10
-Section 50
-Paragraph 3
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 10
-Section 50
-Paragraph 28
-Subparagraph (f)
-URI http://asc.fasb.org/extlink&oid=75031198&loc=d3e14064-108612

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Derivative and Hedging Activities - Marketing Revenues (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Derivative [Line Items]
Revenues	$ 672	$ 1,003	$ 2,006	$ 3,412
Losses on undesignated marketing natural gas derivatives	(161)	167	573	141
Revenues	975	2,087	4,037	6,669
Marketing, Gathering and Compression \| Other contract
Derivative [Line Items]
Losses on undesignated marketing natural gas derivatives	0	0	0	(4)
Marketing \| Marketing, Gathering and Compression
Derivative [Line Items]
Revenues	448	889	1,412	3,042
Marketing
Derivative [Line Items]
Revenues		805	1,344	2,773
Losses on undesignated marketing natural gas derivatives				(3)
Revenues	$ 448	$ 889	$ 1,412	$ 3,038

Amount, including tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value-added and excise.

AOCI Attributable to Parent, Net of Tax [Roll Forward]

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Derivative and Hedging Activities - Cash Flow Hedges Components of AOCI (Details) - USD ($)
$ in Millions

3 Months Ended

9 Months Ended

Sep. 30, 2020

Sep. 30, 2019

Sep. 30, 2020

Sep. 30, 2019

AOCI, after tax, beginning of period

$ 12

Losses reclassified to income, after tax

^[1]

$ 7

$ 8

$ 26

AOCI, after tax, end of period

Cash flow hedging

AOCI Attributable to Parent, Net of Tax [Roll Forward]

AOCI, before tax, beginning of period

(28)

(62)

(45)

(80)

AOCI, after tax, beginning of period

(5)

(23)

Losses reclassified to income, before tax

Losses reclassified to income, after tax

AOCI, before tax, end of period

(21)

(54)

(21)

(54)

AOCI, after tax, end of period

$ 36

$ 3

$ 36

$ 3

[1]	Deferred tax activity incurred in other comprehensive income was offset by a valuation allowance.

Accumulated change in equity from transactions and other events and circumstances from non-owner sources, net of tax effect, at period end. Excludes Net Income (Loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners. Includes foreign currency translation items, certain pension adjustments, unrealized gains and losses on certain investments in debt and equity securities, other than temporary impairment (OTTI) losses related to factors other than credit losses on available-for-sale and held-to-maturity debt securities that an entity does not intend to sell and it is not more likely than not that the entity will be required to sell before recovery of the amortized cost basis, as well as changes in the fair value of derivatives related to the effective portion of a designated cash flow hedge.