February 20, 2013 / 2:27 PM / in 5 years

Chesapeake probe finds no "intentional" CEO misconduct

(Reuters) - Chesapeake Energy Corp said on Wednesday its internal investigation of the financial dealings of outgoing chief executive Aubrey McClendon found no “intentional” wrongdoing.

Chief Executive Officer, Chairman, and Co-founder of Chesapeake Energy Corporation Aubrey McClendon walks through the French Quarter in New Orleans, Louisiana March 26, 2012. REUTERS/Sean Gardner

The company did not say how it reached its conclusions and did not release a full report of its investigation, and state and federal investigations of the company continue.

The U.S. Securities and Exchange Commission is examining McClendon’s financial transactions, while the Department of Justice and the attorney general in Michigan are investigating whether Chesapeake violated antitrust laws.

Authorities and analysts viewed Chesapeake’s self-exoneration with skepticism.

“The importance of independent - rather than internal - investigations cannot be emphasized enough in a case involving antitrust bid-rigging allegations,” said a spokeswoman for Michigan Attorney General Bill Schuette. “Our thorough, independent investigation into these serious allegations will continue.”

A series of Reuters investigations last year triggered civil and criminal probes into the second-largest U.S. producer of natural gas. Big shareholders Carl Icahn and Southeastern Asset Management took control of the board in June after McClendon was stripped of the chairmanship of the company he co-founded in 1989.

Representatives for the Department of Justice were not immediately available to comment.

Charles Elson, director of the Weinberg Center for Corporate Governance at the University of Delaware said the company still faces shareholder litigation as well as government probes.

“Board investigations are only part of the process. I would not say this is the final word,” said Elson.

Last month, Chesapeake said McClendon was stepping down as CEO. McClendon cited philosophical differences with the board as the reason for his departure. He will leave on April 1.

Last June, Reuters reported that Chesapeake plotted with Encana Corp, its top competitor, to suppress land prices in the Collingwood shale formation in northern Michigan.

A Reuters investigation last April found McClendon arranged to personally borrow more than $1 billion from EIG Global Energy Partners, a firm that is a big investor in Chesapeake.

The loans, arranged through McClendon’s personal shell companies, were secured by his interest in Chesapeake wells. Under the controversial Founders Well Participation Program (FWPP), McClendon is allowed to take up to a 2.5 percent stake in every well Chesapeake drills.

The board has since set a termination date of June 2014 for the FWPP.

The Chesapeake board probe was led by director V. Burns Hargis, president of Oklahoma State University and former vice chairman of Bank of Oklahoma and BOK Financial from 1997 to 2008.

More than 70 percent of Chesapeake shareholders voted to remove Hargis as a director at the company’s annual meeting in June. The vote was non-binding and Chesapeake elected to keep him on pending completion of the board’s investigation of McClendon.

It is unclear whether Hargis will step down now. His spokesman declined to comment.

More than a million pages of documents were collected and reviewed and more than 50 interviews conducted, the company said, without providing specifics.

“No intentional misconduct by Mr. McClendon or any of the company’s management was found by the board concerning these relationships and/or these transactions and issues,” the company said in a news release.

“A finding of ‘no intentional misconduct’ still does not mean there was no misconduct,” said Mark Hanson, oil and gas analyst at Morningstar Inc in Chicago. “I think just the appearance of impropriety should be avoided and I think that certainly wasn’t the case for either McClendon or the former board.”

The shares of Chesapeake, which is due to report fourth-quarter earnings on Thursday, were down more than 0.2 percent at $20.31 in afternoon trading Wednesday on the New York Stock Exchange.

“At the end of the day, the finding of no intentional misconduct does not change much for the company,” said Hanson. “They have a funding gap to fill and assets to sell and McClendon is gone.”

Reporting by Anna Driver in Houston and Brian Grow in Atlanta; additional reporting by Joshua Schneyer in New York; editing by Gerald E. McCormick, Patricia Kranz, John Wallace, Matthew Lewis and Andre Grenon

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