Chesapeake Energy Corp. v. Bank of New York Mellon Trust Co., N.A., No. 13-1893 (2d Cir. 2014)Annotate this Case
BNY Mellon appealed the district court's judgment declaring that the Notice of Special Early Redemption issued by Chesapeake on March 15, 2013, was timely and effective to redeem certain senior notes (the "Notes") at the "Special Price" of 100% of the principal amount, plus interest accrued to the date of redemption. BNY Mellon argued that section 1.7(b) of the Supplemental Indenture authorized redemption at the Special Price only if accomplished no later than March 15, 2013, with notice given 30 to 60 days before, also during the Special Early Redemption Period. The court conclude that the terms of section 1.7 unambiguously terminated Chesapeake's right to redeem the Notes at the Special Price on March 15, 2013. Notice of such redemption needed to be given no later than February 13, 2013. Therefore, the notice given by Chesapeake on March 15, 2013 for redemption to occur on May 15, 2013 was untimely. Accordingly, the court reversed and remanded with instructions.