form8kaugust282008.htm
 
 
 

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 8-K


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


Date of Report (Date of Earliest Event Reported):  August 28, 2008

COMSTOCK RESOURCES, INC.

(Exact Name of Registrant as Specified in Charter)


STATE OF NEVADA
001-03262
94-1667468
(State or other
jurisdiction incorporation)
 
(Commission File Number)
(I.R.S. Employer
Identification Number)

5300 Town And Country Boulevard
Suite 500
Frisco, Texas 75034
(Address of principal executive offices)

(972) 668-8800
(Registrant's Telephone No.)

 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 
 
 
 
 
 
 
 

 
 
 

 
 

 
Item 2.01.    Completion of Acquisition or Disposition of Assets.
 
Comstock Resources, Inc. announced that on August 28, 2008 it sold its stake in its 49% owned subsidiary Bois d'Arc Energy, Inc. ("Bois d'Arc") (NYSE: BDE) to Stone Energy Corporation ("Stone") (NYSE: SGY).  Comstock received $440 million in cash and 5,317,069 shares of the common stock of Stone for its stake in Bois d'Arc.  Comstock used the cash proceeds to repay amounts outstanding under it bank credit facility.  Comstock expects to have a $148 million current tax liability as a result of the gain resulting from this transaction.  A copy of this press release is attached hereto as Exhibit 99.1. 

Item 9.01.    Financial Statements and Exhibits.

(d)  Exhibits.

 
99.1
Press release dated August 28, 2008.



SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

   
COMSTOCK RESOURCES, INC.
     
     
Dated:  August 28, 2008
By:
/s/ M. JAY ALLISON
   
M. Jay Allison
   
President and Chief Executive Officer

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 

 
2

 

 
INDEX TO EXHIBITS

 
 
99.1
Press release dated August 28, 2008.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

3


exhibit99pnt1aug2808.htm
 
 
Exhibit 99.1
 
 
5300 Town and Country Blvd., Suite 500
comstock resources, inc. logo
Frisco, Texas 75034
Telephone: (972) 668-8800
Contact: Roland O. Burns
Sr. Vice President and Chief Financial Officer
 
Web Site: www.comstockresources.com

NEWS RELEASE

For Immediate Release
 
COMSTOCK RESOURCES, INC. ANNOUNCES
SALE OF BOIS d'ARC ENERGY, INC. TO
STONE ENERGY CORPORATION

FRISCO, TEXAS, August 28, 2008 - -- Comstock Resources, Inc. ("Comstock") (NYSE: CRK) announced that its 49% interest in its subsidiary Bois d'Arc Energy, Inc. ("Bois d'Arc") (NYSE: BDE) was acquired by Stone Energy Corporation ("Stone") (NYSE: SGY) pursuant to the previously announced merger between Stone and Bois d'Arc.  Comstock received $440 million in cash and 5,317,069 shares of common stock of Stone pursuant to the terms of the merger.  Comstock used the cash proceeds to repay amounts outstanding under its bank credit facility.

"We are very excited about this combination and are enthusiastic about our 13% post merger ownership interest in Stone Energy," stated M. Jay Allison, Chief Executive Officer of Comstock.  "After the merger Stone is one of the largest Gulf of Mexico focused operating companies.  The completion of this transaction will allow Comstock to focus entirely on growing its onshore operations and will provide capital to develop our leasehold position in the emerging Haynesville shale gas play in East Texas and North Louisiana."



This press release may contain "forward-looking statements" as that term is defined in the Private Securities Litigation Reform Act of 1995.  Such statements are based on management's current expectations and are subject to a number of factors and uncertainties which could cause actual results to differ materially from those described herein.  Although the Company believes the expectations in such statements to be reasonable, there can be no assurance that such expectations will prove to be correct.

Comstock Resources, Inc. is a growing independent energy company based in Frisco, Texas and is engaged in oil and gas acquisitions, exploration and development primarily in Louisiana and Texas and in the Gulf of Mexico through its ownership in Bois d'Arc Energy, Inc. (NYSE: BDE).  The Company's stock is traded on the New York Stock Exchange under the symbol CRK.