form8kjuly12015.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):  July 1, 2015


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 7.01  Regulation FD Disclosure
 
On July 1, 2015 we issued a press release announcing the divestiture of certain of our oil and gas properties in and around Burleson County, Texas for a sales price of approximately $115.0 million, subject to customary price adjustments and other customary closing conditions.  A copy of the press release is attached hereto as Exhibit 99.1.

The information in this Form 8-K and the Exhibit attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
 

Item 9.01  Financial Statements and Exhibits
 
Exhibit 99.1
 
Press Release, dated July 1, 2015.



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:  July 1, 2015
By:
/s/ ROLAND O. BURNS
   
Roland O. Burns
   
President and Chief Financial Officer

 
exhibit99pnt1july1.htm
Exhibit 99.1
 
 
5300 Town and Country Blvd., Suite 500
comstock resources, inc. logo
Frisco, Texas 75034
Telephone: (972) 668-8834
Contact: Gary H. Guyton
Director of Planning and Investor Relations
 
Web Site: www.comstockresources.com

NEWS RELEASE

For Immediate Release
 
COMSTOCK RESOURCES, INC. ANNOUNCES
DIVESTITURE OF BURLESON COUNTY PROPERTIES
 

FRISCO, TEXAS, July 1, 2015 -- Comstock Resources, Inc. ("Comstock" or the "Company") (NYSE: CRK) announced that it has entered into a definitive purchase and sale agreement with a private company to sell Comstock's oil and gas properties in and around Burleson County, Texas for a sale price of approximately $115.0 million, subject to customary adjustments. The sale, which is subject to customary closing conditions, is expected to close in July 2015 and will have an effective date of May 1, 2015. Comstock intends to use the proceeds from the sale to fund its 2015 drilling program and to enhance the Company's liquidity as well as for other corporate purposes.

The properties being sold are producing approximately 1,900 barrels of oil per day and 5.5 million cubic feet ("MMcf") per day of natural gas.  At December 31, 2014, Comstock's proved reserves included approximately 3.7 million barrels of oil and 3.9 billion cubic feet of natural gas related to the interests being sold.  The Company expects to realize a pre-tax loss on the divestiture ranging from $100.0 to $110.0 million.  Taking the divestiture into account, Comstock revised its 2015 oil production guidance to 9,000 to 9,500 barrels per day and its natural gas production guidance to 125 to 150 MMcf per day.  Additionally, the Company announced that it has recently added approximately 10 MMcf per day of natural gas hedges at $3.20 per MMcf for the twelve months beginning on July 1, 2015.  The Company currently intends to continue to add additional hedges as opportunities develop.

"This sale strengthens our balance sheet by providing us with an opportunity to further improve our liquidity during a period of low oil and natural gas prices", stated M. Jay Allison, Chief Executive Officer of Comstock.

BMO Capital Markets served as exclusive financial advisor and Locke Lord LLP served as legal advisor to Comstock on the transaction.
 

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 an 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.