Each one in plain English, with the numbers worked through for a shareholder.
31 Aug 2016debt financing▼ BadMajor
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.
Comstock swapped in a new trustee (American Stock Transfer, replacing BNY Mellon) across its note indentures ahead of closing its debt-for-equity exchange.
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.
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.
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.
Comstock exchanged another $3.0 million of its 9% 2020 notes for 1.5 million shares, continuing the same debt-for-equity restructuring pattern through mid-2016.
COMSTOCK RESOURCES INC shareholders approved the routine matters put to a vote at the company's annual meeting (director elections, auditor ratification, and the executive-pay advisory vote).
Carl H. Westcott, Commodore Partners, Ltd, G.K. Westcott LP, Carl Westcott, LLC, Jimmy Elizabeth Westcott, Chart H. Westcott, Court H. Westcott reported a COMSTOCK RESOURCES INC shareholding of 6,090,500 shares (10.00% of votes) in a periodic institutional filing.
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.
COMSTOCK RESOURCES INC shareholders approved the routine matters put to a vote at the company's annual meeting (director elections, auditor ratification, and the executive-pay advisory vote).
Hotchkis and Wiley Capital Management, LLC OF A, Hotchkis and Wiley Mid-Cap Value Fund reported no remaining COMSTOCK RESOURCES INC shareholding in its periodic institutional filing.
COMSTOCK RESOURCES INC shareholders approved the routine matters put to a vote at the company's annual meeting (director elections, auditor ratification, and the executive-pay advisory vote).