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): October 5, 2009
COMSTOCK
RESOURCES, INC.
(Exact
Name of Registrant as Specified in Charter)
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STATE
OF NEVADA
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001-03262
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94-1667468
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(State
or other
jurisdiction
incorporation)
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(Commission
File Number)
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(I.R.S.
Employer
Identification
Number)
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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:
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
7.01 Regulation
FD Disclosure
On
October 5, 2009, we issued a press release announcing that, subject to market
and other conditions, we intend to offer senior in an underwritten public
offering under a shelf registration statement. We intend to use the
net proceeds from this offering to repay outstanding borrowings under our bank
credit facility and for other general corporate purposes. A copy of
this press release is attached as Exhibit 99.1 and incorporated herein by
reference.
The
information being furnished pursuant to Item 7.01 of this Form 8-K and in
Exhibit 99.1 shall not be deemed to be "filed" for the purposes of
Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or
otherwise subject to the liabilities of that section, nor shall it be
incorporated by reference into a filing under the Securities Act of 1933, or the
Exchange Act, except as shall be expressly set forth by specific reference in
such a filing.
Item
9.01 Financial
Statements and Exhibits
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Exhibit 99.1
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Press
Release dated October 5, 2009 reporting senior note
offering.
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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.
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COMSTOCK
RESOURCES, INC.
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Dated: October
5, 2009
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By:
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/s/
M. JAY ALLISON
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M.
Jay Allison
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President
and Chief Executive Officer
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Exhibit 99.1
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5300 Town and Country Blvd.,
Suite 500
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Frisco, Texas
75034
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Telephone: (972)
668-8800
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Contact: Roland O.
Burns
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Sr. Vice President and Chief
Financial Officer
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Web Site:
www.comstockresources.com
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NEWS RELEASE
For Immediate
Release
COMSTOCK
RESOURCES, INC. ANNOUNCES
SENIOR
NOTES OFFERING
FRISCO, TEXAS, October 5, 2009
– Comstock Resources, Inc. ("Comstock" or the "Company") (NYSE:
CRK) announced today that it intends to offer $200 million principal amount
of senior notes due 2017, subject to market and other conditions. The
offering will be made by means of an underwritten public offering pursuant to an
automatic shelf registration statement filed with the Securities and Exchange
Commission. Comstock intends to use the net proceeds of the proposed
offering to repay outstanding borrowings under its bank credit facility and for
other general corporate purposes.
Banc of
America Securities LLC will act as the lead joint bookrunning manager for the
offering. The offering may be made only by means of a prospectus and
related prospectus supplement. The prospectus supplement will be
filed with the Securities and Exchange Commission and may be found on its
website at www.sec.gov. When
available, copies of the prospectus supplement relating to the public offering
may be obtained from:
Banc of
America Securities LLC
100 West
33rd Street, 3rd Floor, New York, NY 10001
Attention: Prospectus
Department
Telephone:
(800) 294-1322
Email:
dg.prospectus_distribution@bofasecurities.com
This
press release does not constitute an offer to sell or the solicitation of an
offer to buy nor shall there be any sale of these securities in any state in
which such offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any state. The notes
will be offered only by means of a prospectus, including the prospectus
supplement relating to the notes, meeting the requirements of Section 10 of the
Securities Act of 1933, as amended.
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 Texas and Louisiana. The Company's stock is traded on
the New York Stock Exchange under the symbol CRK.