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):  November 7, 2019

 

COMSTOCK RESOURCES, INC.

 

(Exact Name of Registrant as Specified in Charter)

 

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:

Securities registered pursuant to Section 12(b) of the Act:

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

---

 

 

On November 7, 2019, Comstock Resources, Inc. ("Comstock" or the "Company") announced financial results for the three months and nine months ended September 30, 2019.  A copy of the press release announcing Comstock's earnings and operating results and other matters is attached hereto as Exhibit 99.1.

 

The earnings press release contains financial measures that are not in accordance with generally accepted accounting principles in the United States ("GAAP").  Comstock has provided reconciliations within the earnings release of the non-GAAP financial measures to the most directly comparable GAAP financial measures. Operating cash flow is presented in the earnings release because management believes it to be useful to investors as a common alternative measure of cash flows. Adjusted EBITDAX is presented in the earnings release because management believes that adjusted EBITDAX, which represents Comstock's results from operations before interest, income taxes, and certain non-cash items, including depreciation, depletion and amortization and exploration expense, is a common alternative measure of operating performance used by certain investors and financial analysts. The non-GAAP financial measures described above should be considered in addition to, but not as a substitute for, measures of financial performance prepared in accordance with GAAP that are presented in the earnings release.

 

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, as amended (the "Exchange Act") or otherwise subject to the liability of that section, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

 

 

---

 

 

 

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, hereunto duly authorized.

 

 

Exhibit 99.1

NEWS RELEASE

 

For Immediate Release

 

COMSTOCK RESOURCES, INC. REPORTS

THIRD QUARTER 2019 FINANCIAL AND OPERATING RESULTS

 

FRISCO, TEXAS, November 7, 2019 – Comstock Resources, Inc. ("Comstock" or the "Company") (NYSE: CRK) today reported financial and operating results for the third quarter of 2019. On July 16, 2019, Comstock completed the acquisition of Covey Park Energy, LLC ("Covey Park").  The Company's financial results include the results of operations of Covey Park in the third quarter of 2019 beginning on July 16, 2019.

On August 14, 2018, the Company completed transactions in which entities controlled by Dallas businessman Jerry Jones contributed Bakken Shale properties to the Company in exchange for a controlling interest in the Company (the "Jones Contribution").  Results for the three months and nine months ended September 30, 2019 and the period from August 14, 2018 through September 30, 2018 reflect the Jones Contribution, while results for the period from July 1, 2018 through August 13, 2018 and the period from January 1, 2018 through August 13, 2018 (the "Predecessor") reflect the historical results of Comstock for that period. The Company's consolidated financial results are being presented with a blackline division which delineates the lack of comparability between amounts presented for these periods.  

Financial Results for the Three Months Ended September 30, 2019

For the third quarter of 2019, Comstock reported a net loss available to common stockholders of $1.3 million or $0.01 per diluted share.  Net income available to common stockholders for the third quarter of 2019 was $34.3 million or $0.17 per diluted share as adjusted to exclude certain items not related to normal operating activities partly due to the closing of the Covey Park acquisition.  These items, net of income taxes, include $28.7 million of transaction costs related to the Covey Park acquisition including professional fees, severance costs and other change of control payments; $2.9 million in interest amortization resulting from adjusting debt assumed in the acquisition to fair value; $3.2 million of hedging settlements related to July production that were received prior to closing; and $0.8 million in unrealized hedging gains.  

Comstock produced 97.2 billion cubic feet ("Bcf") of natural gas and 603,773 barrels of oil or 100.9 billion cubic feet of natural gas equivalent ("Bcfe") in the third quarter of 2019.  The Company's natural gas production averaged 1,057 million cubic feet ("MMcf") per day, an increase of 135% over the second quarter of 2019.  The growth in natural gas production was primarily attributable to the Covey Park acquisition which closed on July 16, 2019.  Oil production in the third quarter of 2019 averaged 6,563 barrels of oil per day.  Pro forma third quarter 2019 production including the operations of Covey Park from July 1, 2019 to July 15, 2019 was 111.5 Bcfe or 1,212 MMcfe per day.  

---

Comstock's average realized natural gas price, including hedging, was $2.26 per Mcf in the third quarter of 2019 ($2.30 including the July hedge receipts of Covey Park).  The Company's average realized oil price, including hedging, was $51.27 per barrel in the third quarter of 2019.  Oil and gas sales were $250.5 million (including realized hedging gains and losses) in the third quarter of 2019.  Adjusted EBITDAX, or earnings before interest, taxes, depreciation, depletion, amortization, exploration expense, transaction costs and other noncash expenses, was $188.6 million in the third quarter of 2019.  The Company's adjusted operating cash flow generated in the third quarter of 2019 (before working capital changes) was $143.3 million.  

Financial Results for the Nine Months Ended September 30, 2019

For the first nine months of 2019, Comstock reported net income available to common stock of $33.6 million or $0.26 per diluted share.  Net income available to common stockholders for the nine months ended September 30, 2019 is $71.2 million or $0.51 per diluted share as adjusted to exclude certain items not related to normal operations.  These items, net of income taxes, include $30.1 million in transaction costs related to the Covey Park acquisition; $3.0 million in interest amortization related to the Covey Park debt, $3.4 million for the Covey Park July hedging settlements and $1.1 million in unrealized hedging losses.

Comstock produced 171.3 Bcf of natural gas and 2.1 million barrels of oil or 184.0 Bcfe in the first nine months of 2019.  The Company's natural gas production averaged 628 MMcf per day.  Oil production in the first nine months of 2019 averaged 7,723 barrels of oil per day.  Pro forma production for the first nine months of 2019 including the operations of Covey Park was 325.7 Bcfe or 1,193 MMcfe per day.

Comstock's average realized natural gas price, including hedging, was $2.39 per Mcf in the first nine months of 2019 ($2.41 including the July hedge receipts of Covey Park).  The Company's average realized oil price, including hedging, was $49.44 per barrel in the first nine months of 2019.  Oil and gas sales were $512.8 million (including realized hedging gains and losses) in the first nine months of 2019.  Adjusted EBITDAX was $378.8 million in the first nine months of 2019.  The Company's operating cash flow generated in the first nine months of 2019 (before working capital changes) was $280.4 million.  

Drilling Results

Comstock reported the results to date of its 2019 Haynesville/Bossier shale drilling program.  During the first nine months of 2019, Comstock spent $355.6 million on its development activities including $323.3 million to drill and complete Haynesville shale wells.  Comstock drilled 46 (29.4 net) horizontal Haynesville/Bossier shale wells during the first nine months of 2019, which had an average lateral length of approximately 8,300 feet.  Comstock also completed 19 (5.2 net) wells that were drilled in 2018.  22 (17.4 net) of the Haynesville shale wells drilled in the first nine months of 2019 were also completed.  Comstock also spent $16.2 million drilling and completing four (2.2 net) Eagle Ford shale oil wells and an additional $16.1 million primarily on leasehold and other development activity.  Comstock estimates that it will spend approximately $145.0 million in the fourth quarter of 2019 on development activities.  In response to low natural gas prices, the Company plans to reduce the operating rigs that it employs in its Haynesville shale drilling program from nine operating rigs to six beginning in early 2020.  Comstock presently expects its 2020 preliminary capital budget will be $475.0 million.  The 2020 drilling program prioritizes free cash flow generation over production growth.  The Company is anticipating its 2020 drilling program will focus exclusively on the Haynesville shale and currently expects to drill 62 (44.4 net) wells and complete 18 (10.7 net) wells drilled in 2019.  The six rig drilling program will support production growth of 6% to 8% over pro forma 2019 production and will generate substantial free cash flow.

---

Since the last operational update, Comstock reported on 23 new Haynesville shale wells.  The average initial production rate of these wells was 25 MMcf per day. The wells had completed lateral lengths ranging from 5,450 feet to 11,361 feet, with an average completed lateral length of 9,343 feet.  Each well was tested at initial production rates of 19 to 32 MMcf per day.  

Bolt-on Acquisition

Comstock also announced that it acquired a privately-held company with Haynesville shale properties located primarily in DeSoto Parish, Louisiana on November 1, 2019.  Comstock issued 4,500,000 shares of common stock in connection with the all-stock financed acquisition.  The properties acquired include approximately 3,000 net acres and 12.7 net future drilling locations.  The properties acquired have 75 (20.1 net) producing wells which are producing 12 MMcfe per day.  Comstock estimates that the proved oil and gas reserves attributable to the properties acquired are 89 Bcfe.

Other

Comstock has planned a conference call for 10:00 a.m. Central Time on November 7, 2019, to discuss the third quarter of 2019 operational and financial results.  Investors wishing to participate should visit the Company's website at www.comstockresources.com for a live web cast or dial 844-776-7840 (international dial-in use 661-378-9538) and provide access code 7814438 when prompted.  If you are unable to participate in the original conference call, a web replay will be available approximately 24 hours following the completion of the call on Comstock's website at www.comstockresources.com.  The web replay will be available for approximately one week.  A replay of the conference call will be available beginning at 1:00 p.m. CT November 7, 2019 and will continue until 1:00 p.m. November 14, 2019.  To hear the replay, call 855-859-2056 (404-537-3406 if calling from outside the US).  The conference call access code is 7814438.

 

 

 

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 engaged in oil and gas acquisitions, exploration and development, and its assets are primarily located in Texas, Louisiana and North Dakota.  The Company's stock is traded on the New York Stock Exchange under the symbol CRK.

---

COMSTOCK RESOURCES, INC.
OPERATING RESULTS
(In thousands, except per share amounts)

 

 

 

 

---

COMSTOCK RESOURCES, INC.
OPERATING RESULTS
(In thousands)

 

 

 

---

COMSTOCK RESOURCES, INC.
REGIONAL OPERATING RESULTS
(In thousands, except per unit amounts)

 

(1)Included in gain (loss) from derivative financial instruments in operating results

---

COMSTOCK RESOURCES, INC.
REGIONAL OPERATING RESULTS
(In thousands, except per unit amounts)

 

 

(1)Included in gain (loss) from derivative financial instruments in operating results

---

COMSTOCK RESOURCES, INC.
REGIONAL OPERATING RESULTS
(In thousands, except per unit amounts)

 

 

 

---

COMSTOCK RESOURCES, INC.
REGIONAL OPERATING RESULTS
(In thousands, except per unit amounts)

 

(1)Included in gain (loss) from derivative financial instruments in operating results

---

COMSTOCK RESOURCES, INC.
REGIONAL OPERATING RESULTS
(In thousands, except per unit amounts)

 

 

(1)Included in gain (loss) from derivative financial instruments in operating results

---

PRO FORMA COMBINED OPERATING RESULTS

(In thousands, except per unit amounts)

 

 

 

 

(1)Included in gain (loss) from derivative financial instruments in operating results

(2)Pro forma for an acquisition which completed on March 5, 2019