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): March 7, 2002 COMSTOCK RESOURCES, INC. (Exact name of registrant as specified in its charter) STATE OF NEVADA 000-16741 94-1667468 (State or other (Commission of File Number) (I.R.S. Employer jurisdiction incorporation) Identification Number) 5300 Town And Country Boulevard Suite 500 Frisco, Texas 75034 (Address of principal executive offices) (972) 668-8800 (Registrant's Telephone No.)Item 5. Other Events. On March 7, 2002, Comstock Resources, Inc. ("Comstock") closed the sale in a private placement of $75.0 million ("Additional Notes") of its 11 1/4% Senior Notes due 2007 (the "Senior Notes") at a net price to Comstock of 97.25% after the placement agents' discount. After the closing of this transaction, there is now $220.0 million of aggregate principal amount of Senior Notes outstanding. Interest on the Senior Notes is payable semiannually on May 1 and November 1, commencing on November 1, 2001. Because interest on the Additional Notes began to accrue on November 1, 2001, each purchaser of the Notes paid a premium for the Additional Notes that was equal to the amount of interest that accrued from November 1, 2001 to March 7, 2002 so that each purchaser of the Additional Notes will be owed and paid a full interest payment on May 1, 2002 just the same as all other holders of the Senior Notes. In connection with the issuance of the Additional Notes, Comstock entered into a Registration Rights Agreement with the placement agents, a copy of which is attached hereto as Exhibit 10.2. The Placement Agreement between Comstock and the placement agents is attached hereto as Exhibit 10.1. The net proceeds were used by Comstock to reduce amounts outstanding under Comstock's bank credit facility. The borrowing base under Comstock's bank credit facility was reduced to $240.0 million in connection with this transaction. The Senior Notes are unsecured obligations of Comstock and are guaranteed by all of Comstock's subsidiaries. In connection with this transaction, Comstock entered into that certain First Supplemental Indenture, dated March 7, 2002, which sets forth the pricing terms of the Additional Notes and also adds Comstock's new subsidiaries as guarantors of the Senior Notes. A copy of the First Supplemental Indenture is attached hereto as Exhibit 4.1. Item 7. Financial Statements and Exhibits - ----------------------------------------- (c) Exhibits 4.1 First Supplemental Indenture, dated March 7, 2002, by and between Comstock Resources, Inc., the Subsidiary Guarantors thereto and U.S. Trust Company of Texas, N.A., Trustee, to the Indenture, dated as of April 29, 1999 for the 11 1/4% Senior Notes due 2007. 10.1 Placement Agreement, dated February 28, 2002, by and between Comstock Resources, Inc. and Morgan Stanley & Co. Incorporated, TD Securities (USA), Inc. and BMO Nesbitt Burns Corp. 10.2 Registration Rights Agreement, dated March 7, 2002, by and between Comstock Resources, Inc. and Morgan Stanley & Co. Incorporated, TD Securities (USA), Inc. and BMO Nesbitt Burns Corp. 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. Dated: March 7, 2002 By: /s/ M. Jay Allison ----------------------- M. Jay Allison President and Chief Executive Officer EXHIBIT INDEX Item Number Description ------ ----------- 4.1 First Supplemental Indenture, dated March 7, 2002, by and between Comstock Resources, Inc., the Subsidiary Guarantors thereto and U.S. Trust Company of Texas, N.A., Trustee, to the Indenture, dated as of April 29, 1999 for the 11 1/4% Senior Notes due 2007. 10.1 Placement Agreement, dated February 28, 2002, by and between Comstock Resources, Inc. and Morgan Stanley & Co. Incorporated, TD Securities (USA), Inc. and BMO Nesbitt Burns Corp. 10.2 Registration Rights Agreement, dated March 7, 2002, by and between Comstock Resources, Inc. and Morgan Stanley & Co. Incorporated, TD Securities (USA), Inc. and BMO Nesbitt Burns Corp.
Comstock Resources (CRK) 8-KOther events
Filed: 12 Mar 02, 12:00am