COMSTOCK RESOURCES, INC. (NYSE:CRK) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.
On June 23, 2020, Comstock Resources, Inc. (the “Company”) issued $500.0 million aggregate principal amount of its 9.75% senior notes due 2026 (the “Notes”) in a public offering (the “Offering”) to an Indenture, dated as of June 23, 2020 (the “Base Indenture”), as supplemented by a First Supplemental Indenture, dated as of June 23, 2020 (the “Supplemental Indenture” and together with the Base Indenture, the “Indenture”), between the Company and American Stock Transfer & Trust Company, LLC (“AST”), as trustee. In addition, all of the Company’s subsidiaries entered into the Indenture to which the subsidiaries agreed to unconditionally guarantee the Company’s obligations under the Indenture and Notes.
The Notes will mature on August 15, 2026 and accrue interest at a rate of 9.75% per annum, payable semi-annually on February 15 and on August 15 of each year, commencing on August 15, 2020.
The Company has the option to redeem all or a portion of the Notes at any time prior to August 15, 2021 at a price equal to 50% of the principal amount of the Notes redeemed plus accrued and unpaid interest to the redemption date plus a “make-whole” premium. At any time on or after August 15, 2021, the Company may redeem the Notes, in whole or in part, at the redemption prices set forth in the Indenture. At any time before August 15, 2021, the Company may also redeem up to 35% of the aggregate principal amount of the Notes at a redemption price not greater than the net cash proceeds from certain equity offerings at the redemption price specified in the Indenture, plus accrued and unpaid interest, if any, to the date of redemption, with the proceeds of certain equity offerings.
Upon the occurrence of a Change of Control (as defined in the Indenture), each holder of Notes may require the Company to repurchase all or a portion of the Notes in cash at a price equal to 101% of the aggregate principal amount of the Notes to be repurchased, plus accrued and unpaid interest, if any, thereon to the date of repurchase.
The Indenture contains covenants that limit, among other things, the Company’s and its restricted subsidiaries’ ability to (1) incur or guarantee additional debt or issue disqualified capital stock, (2) pay dividends or make other distributions on capital stock, (3) repurchase or redeem capital stock, (4) prepay, redeem or repurchase subordinated debt, (5) make certain investments, (6) create liens, (7) enter into transactions with affiliates, (8) sell assets, (9) issue or sell preferred stock of certain subsidiaries, and (10) engage in mergers or consolidations. These covenants are subject to a number of important exceptions or qualifications.
The foregoing descriptions of the Indenture and the Notes are not complete and are qualified in their entirety by reference to the full text of the Base Indenture and the Supplemental Indenture, copies of which are filed herewith as Exhibits 4.1 and 4.2, respectively, and are incorporated into this Item 1.01 by reference.
Additional information concerning the Notes can be found in the “Description to Notes” section of the Company’s prospectus supplement, dated June 16, 2020, and filed with the Securities and Exchange Commission on June 18, 2020.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 above with respect to the Notes and the Indenture is hereby incorporated into this Item 2.03 by reference, insofar as it relates to the creation of a direct financial obligation.
Item 9.01.Financial Statements and Exhibits.
COMSTOCK RESOURCES INC Exhibit
EX-4.1 2 crk-ex41_10.htm EX-4.1 crk-ex41_10.htm EXHIBIT 4.1 COMSTOCK RESOURCES,…
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About COMSTOCK RESOURCES, INC. (NYSE:CRK)
Comstock Resources, Inc. is an energy company engaged in the acquisition, exploration, development and production of oil and natural gas in the United States. The Company operates in the segment of exploration and production of oil and natural gas. The Company’s oil and gas operations are concentrated in Texas and Louisiana. Its operations are focused in two operating areas: East Texas/North Louisiana and South Texas. The Company’s properties in the East Texas/North Louisiana region include approximately 80,660 acres in the Haynesville or Bossier shale formations. The Company’s Eagleville field includes approximately 30,220 acres located in the oil window of the Eagle Ford shale in South Texas. The Company owns interests in over 1,575 producing oil and natural gas wells, and operates over 950 of these wells. The Company owns interests in over 20 wells in the Rosita field, located in Duval County, Texas.