COMSTOCK RESOURCES INC

the exchange certified COMSTOCK RESOURCES INC's securities for listing, clearing them to begin trading.

listing compliance notice

The Jones family bought another 12.5 million Comstock shares directly from the company under a new subscription agreement, continuing its pattern of direct financial backing since taking control in 2018.

material agreement

Controlling shareholders Arkoma and Williston Drilling (the Jones family) bought another 12.5 million Comstock shares directly from the company for about $100.5 million -- continued insider buying that reinforced their controlling stake.

capital raising announcement

Comstock replaced Bank of Montreal with Wells Fargo as lead bank, signing a new $3.5 billion senior secured credit facility with a $2.0 billion borrowing base and $1.5 billion in lender commitments, maturing 2027.

debt financing

Comstock issued a further $965 million of notes due 2030 at an even lower 5.875% rate, continuing to push out its debt maturities and cut its interest costs after the Covey Park merger.

debt financing

Comstock closed its $1.25 billion offering of 6.75% senior notes due 2029, completing the refinancing that lets it retire its higher-cost 2025 and 2026 notes.

debt financing

Comstock expanded its credit facility's unsecured-debt room by $350 million and priced a new $1.25 billion issue of 6.75% notes due 2029, while upsizing a tender offer to retire up to $1.0 billion of its older, more expensive 2025/2026 notes -- refinancing crisis-era debt at a much lower rate.

debt financing

Comstock closed the $500 million add-on to its 9.75% notes due 2026, wrapping up the June 2020 financing round.

debt financing

Comstock priced an upsized $500 million add-on to its 9.75% notes due 2026 at a steep discount (90 cents on the dollar), with proceeds going to pay down its bank credit line.

material agreement

As oil and gas prices collapsed in the COVID-19 crash, Comstock raised about $190 million by selling 40 million new shares at $5.00 to shore up its balance sheet.

material agreement

Comstock completed its merger with Covey Park Energy, assuming Covey Park's $625 million of notes and putting in place a new $1.5 billion credit facility -- transforming Comstock into one of the largest Haynesville shale gas producers.

business combination

Now controlled by the Jones family, Comstock agreed to merge with Covey Park Energy, a Haynesville shale gas producer, for $700 million cash plus stock; the Jones family is separately investing $475 million more to help fund the deal, roughly doubling Comstock's Haynesville footprint.

business combination

Comstock completed its comprehensive recapitalization: Jerry Jones's Arkoma and Williston Drilling contributed Bakken Shale (ND/MT) assets valued at $620 million for 88.57 million new shares, giving the Jones family about 84.5% control and five board seats; the escrowed $850 million notes were released, a new $700 million credit facility replaced the old one, and all prior notes were redeemed.

asset acquisition disposition

A Comstock escrow subsidiary issued $850 million of 9.75% senior notes due 2026, with proceeds held in escrow pending completion of the Arkoma asset contribution and a new credit facility -- the financing piece of the pending recapitalization.

debt financing

Comstock amended its convertible notes' conversion trigger and launched a tender offer for all its outstanding notes plus a planned $850 million new notes offering, laying the groundwork to close the Arkoma recapitalization.

material agreement

This amendment re-files the May 9, 2018 deal with Jerry Jones's Arkoma Drilling and Williston Drilling, adding the full Contribution Agreement as an exhibit. Under it Comstock would acquire North Dakota oil and gas properties, valued by the company at $620.0 million with no associated debt, for up to 88,571,429 new shares, leaving the partnerships with about 84% of the stock. Closing needs shareholder approval, antitrust clearance and new bank and bond financing acceptable to the partnerships, with an October 31, 2018 outside date and a termination fee of up to $12.4 million in certain cases.

capital raising announcement

Comstock agreed to acquire Bakken Shale (North Dakota) assets valued at $620 million from Arkoma Drilling and Williston Drilling in exchange for up to 88.6 million new shares -- the deal that would close three months later and hand the Jones family roughly 84% control of the company.

capital raising announcement

Comstock scrapped its planned $75 million stock sale to Jerry Jones's Arkoma Drilling in favor of a bigger deal: Arkoma would instead contribute oil and gas properties directly for about 88.6 million new Comstock shares.

material agreement termination

Comstock agreed to sell 10 million shares to Jerry Jones-controlled Arkoma Drilling for $7.50/share and formed a strategic drilling venture giving Arkoma the right to fund Haynesville/Eagle Ford wells for a working interest -- the Jones family's first toehold in Comstock, four months before the much larger transaction that would hand them control.

capital raising announcement

Comstock completed its debt-for-equity exchange: existing unsecured and secured noteholders swapped into new first- and second-lien notes plus warrants, receiving no cash but converting a majority of the pro forma equity to noteholders -- heavily diluting existing shareholders but averting default and funding a return to drilling.

security holder rights change

The NYSE notified Comstock that it has regained compliance with the minimum stock-price listing standard, as the pending debt-for-equity exchange offer neared completion.

listing compliance notice

Amendment No. 2 restated the whole prospectus three days before the 2 September 2016 deadline, and it covers all three legs: the 10% secured notes swap into new senior secured toggle notes plus warrants, the 7.75% 2019 notes into convertible secured payment-in-kind notes, and the 9.5% 2020 notes likewise. The cover puts the choice in capital letters -- a holder who declines and then sees Comstock file for bankruptcy may find the old notes worthless, because they will rank behind every new note issued to those who accepted.

debt financing

Comstock reiterated the improved terms of its pending debt-for-equity exchange offer to noteholders ahead of the scheduled closing.

merger communication

Amendment No. 1 states its own purpose: to update the fee table, the exhibit index and the exhibits, without touching the prospectus, which is not included. What the fee table shows is the offer getting bigger -- $16.9 million more of senior secured toggle notes, taking them to $791.9 million, and 875,500 extra warrants struck at $4.05 on top of the original 1,050,000 at $3.60, alongside $352.1 million of 7.75% convertible secured payment-in-kind notes due 2019 and $249.5 million of 9.5% convertible secured notes due 2020. The prices are stated after the one-for-five reverse split that took effect on 29 July 2016.

debt financing

Comstock updated the terms of its proposed debt-for-equity exchange (noteholders now converting into about 72.3% of pro forma equity, minimum participation lowered to 90%, collateral enhanced) as it worked to finalize the restructuring.

merger communication

Facing insufficient 2017 cash flow to cover debt payments after idling its drilling rigs, Comstock proposed a debt-for-equity exchange offer: unsecured noteholders would convert into new second-lien convertible notes worth up to about 73.5% of the pro forma stock, funding a restart of drilling.

debt financing

Alongside its Q1 2016 earnings, Comstock disclosed three more note-for-equity exchanges completed in April and early May -- $9.0 million of 2019 notes and $1.0 million of 9% 2020 notes swapped for a combined 1.9 million-plus shares -- continuing the restructuring.

capital raising announcement

The NYSE warned Comstock it had fallen below continued-listing standards (stock price, market cap and stockholders' equity all too low) as the 2015-16 gas price crash hit the stock -- the company must submit a compliance plan.

listing compliance notice

Comstock began exchanging distressed debt for equity, swapping $40.0 million of 7% notes due 2019 for 4.6 million shares plus cash for accrued interest with holder Oasis Management -- the opening move of its 2016 debt restructuring during the gas-price downturn.

capital raising announcement

the New York Stock Exchange certified COMSTOCK RESOURCES INC's securities for listing, clearing them to begin trading.

listing compliance notice

Comstock closed the $700 million sale of 10% senior secured notes due 2020, completing the refinancing announced days earlier and replacing its old bank facility.

debt financing

Comstock lined up a major refinancing: a $700 million private offering of 10% senior secured notes due 2020 plus a new $50 million revolving credit facility, with proceeds earmarked to retire its existing bank facility.

material agreement