UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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): May 12, 2005
COMSTOCK RESOURCES, INC.
(Exact Name of Registrant as Specified in Charter)
STATE OF NEVADA (State or other jurisdiction incorporation) |
000-16741 (Commission File Number) |
94-1667468 (I.R.S. Employer Identification Number) |
5300 Town And Country Boulevard
Suite 500
Frisco, Texas 75034
(Address of principal executive offices)
(972) 668-8800
(Registrants 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.
On May 12, 2005, Comstock Resources, Inc. (Comstock) announced the closing of the previously announced acquisition of certain oil and gas properties and related assets from EnSight Energy Partners, L.P. (EnSight) for $192.5 million. Comstock acquired producing properties in East Texas, Louisiana and Mississippi. Comstock estimates that the properties being acquired have proved reserves of approximately 120.2 billion cubic feet of gas equivalent. These reserves are 57% natural gas and 43% oil. Approximately 37% of the proved reserves are in the proved developed category. The undeveloped reserves primarily relate to 96 proved undeveloped locations to be drilled. In addition to the proved reserves, Comstock estimates that the properties being acquired have probable reserves of 85.6 Bcfe which relate to an additional 133 drilling locations not included in the proved reserves.
The acquisition had an effective date of April 1, 2005. The acquisition was funded with cash on hand and borrowings under Comstocks bank credit facility, with Bank of Montreal as administrative agent for a syndicate of banks. After closing the acquisition, Comstock has $140.0 million outstanding under its bank credit facility with total debt of $315.0 million.
The press release announcing the closing of this transaction is attached hereto as Exhibit 99.1.
Item 9.01. Financial Statements, Pro Forma Financial Information and Exhibits
(a) | Financial Statements of Business Acquired. | |||
The financial statements of the business acquired that are required by this Item will be filed by an amendment to this Current Report on Form 8-K as soon as practicable, but not later than 71 calendar days after the date that the initial report on Form 8-K must be filed. | ||||
(b) | Pro Forma Financial Information. | |||
The pro forma financial information required by this Item will be filed by an amendment to this Current Report on Form 8-K as soon as practicable, but not later than 71 calendar days after the date that the initial report on Form 8-K must be filed. | ||||
(c) | Exhibits. The following exhibits are filed with this document: |
Exhibit No. | Description | |
99.1
|
Press Release, dated May 12, 2005, announcing the closing of the acquisition. |
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. |
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Dated: May 13, 2005 | By: | /s/ M. Jay Allison | ||
M. Jay Allison | ||||
President and Chief Executive Officer | ||||
Exhibit 99.1
5300 Town and Country Blvd., Suite 500 |
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Frisco, Texas 75034 |
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Telephone: Contact: Web Site: |
(972) 668-8800 Roland O. Burns Sr. Vice President and Chief Financial Officer www.comstockresources.com |
NEWS RELEASE
For Immediate Release
COMSTOCK RESOURCES, INC. CLOSES
$192.5 MILLION ENSIGHT ACQUISITION
FRISCO, TEXAS, May 12, 2005 Comstock Resources, Inc. (Comstock or the Company)(NYSE:CRK) announced today that it has completed its acquisition of certain oil and gas properties and related assets from EnSight Energy Partners, L. P. and its affiliates (EnSight) for $192.5 million. Comstock acquired producing properties in East Texas, Louisiana and Mississippi. Comstock estimates that the properties being acquired have proved reserves of approximately 120.2 billion cubic feet of gas equivalent. These reserves are 57% natural gas and 43% oil. Approximately 37% of the proved reserves are in the proved developed category. The undeveloped reserves primarily relate to 96 proved undeveloped locations to be drilled. Future development costs related to the properties are estimated to be 67¢ per thousand cubic feet of natural gas equivalent. In addition to the proved reserves, Comstock estimates that the properties acquired have probable reserves of 85.6 Bcfe which relate to an additional 133 drilling locations not included in the proved reserves.
The properties acquired include 240 active wells which are currently producing approximately 20 million cubic feet of natural gas equivalent per day. Comstock will operate 91 of these wells. The operated wells include 79 wells currently operated by EnSight in 16 separate fields in Louisiana, Texas and Mississippi and 12 wells in two fields in Louisiana currently operated by Comstock. The non-operated properties include 149 wells in 27 fields in Louisiana, Texas and Mississippi. The operated properties represent 92% of the proved reserves being acquired.
The acquisition was funded with cash on hand and borrowings under Comstocks bank credit facility. After closing the acquisition, Comstock has $140.0 million outstanding under its bank credit facility with total debt of $315.0 million. Comstocks debt as a percent of its total book capitalization is approximately 39%. Comstock also has $160.0 million of availability under its bank credit facility.
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 managements 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. Comstock is engaged in exploration in the Gulf of Mexico through its ownership in Bois dArc Energy, Inc. (NYSE:BDE). The Companys stock is traded on the New York Stock Exchange under the symbol CRK.