þ |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934 |
o |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934 |
NEVADA | 94-1667468 | |
(State or other jurisdiction of
incorporation or organization) |
(I.R.S. Employer
Identification Number) |
Large accelerated filer
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Accelerated filer o | Non-accelerated filer o | Smaller reporting company o | |||
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(Do not check if a smaller reporting company) |
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PART II. Other Information
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24 | ||||||||
EX-10.1 | ||||||||
EX-15.1 | ||||||||
EX-31.1 | ||||||||
EX-31.2 | ||||||||
EX-32.1 | ||||||||
EX-32.2 | ||||||||
EX-101 INSTANCE DOCUMENT | ||||||||
EX-101 SCHEMA DOCUMENT | ||||||||
EX-101 CALCULATION LINKBASE DOCUMENT | ||||||||
EX-101 LABELS LINKBASE DOCUMENT | ||||||||
EX-101 PRESENTATION LINKBASE DOCUMENT | ||||||||
EX-101 DEFINITION LINKBASE DOCUMENT |
2
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
Table of Contents
(Unaudited)
Table of Contents
(Unaudited)
Three Months Ended June 30,
Six Months Ended June 30,
2011
2010
2011
2010
(In thousands, except per share amounts)
$
112,451
$
90,682
$
200,489
$
196,771
1,363
4,806
2,089
6,481
6,611
3,679
12,239
8,207
12,437
13,988
23,985
28,148
82
99
9,619
1,268
74,689
57,398
135,014
116,807
28
187
(26
)
797
83
797
8,917
9,764
17,345
19,565
104,073
90,559
200,374
181,460
8,378
123
115
15,311
119
258
83
25
393
45
(10,410
)
(7,599
)
(20,694
)
(15,443
)
8,480
5,692
29,729
5,692
(1,847
)
(1,763
)
9,428
(9,448
)
6,531
(1,640
)
9,543
5,863
(2,582
)
21
(3,190
)
(140
)
$
3,949
$
(1,619
)
$
6,353
$
5,723
$
0.08
$
(0.04
)
$
0.13
$
0.12
$
0.08
$
(0.04
)
$
0.13
$
0.12
45,992
45,579
45,983
45,494
45,992
45,579
45,983
45,571
Table of Contents
AND COMPREHENSIVE INCOME
For the Six Months Ended June 30, 2011
(Unaudited)
Accumulated
Common
Common
Additional
Other
Stock
Stock
Paid-in
Retained
Comprehensive
(Shares)
Par Value
Capital
Earnings
Income
Total
(In thousands)
47,706
$
23,853
$
454,499
$
557,849
$
32,330
$
1,068,531
(59
)
(29
)
7,041
7,012
compensation
(612
)
(612
)
6,353
6,353
(3,999
)
(3,999
)
2,354
47,647
$
23,824
$
460,928
$
564,202
$
28,331
$
1,077,285
Table of Contents
(Unaudited)
Table of Contents
(Unaudited)
Table of Contents
(Continued)
Six Months Ended
June 30,
2011
2010
(In thousands)
$
6,674
$
6,561
186
191
191
131
(42
)
(43
)
$
7,009
$
6,840
Table of Contents
(Continued)
Three Months Ended
Six Months Ended
June 30,
June 30,
2011
2010
2011
2010
(In thousands)
$
410
$
(33
)
$
569
$
183
2,172
12
2,621
(43
)
$
2,582
$
(21
)
$
3,190
$
140
Table of Contents
(Continued)
Three Months Ended
Six Months Ended
June 30,
June 30,
2011
2010
2011
2010
35.0
%
35.0
%
35.0
%
35.0
%
4.3
%
(35.7
%)
(2.0
%)
(24.2
%)
(0.1
%)
(0.5
%)
0.2
%
(1.2
%)
%
%
%
(6.3
%)
%
3.2
%
%
0.3
%
0.3
%
(0.7
%)
0.2
%
(1.2
%)
39.5
%
1.3
%
33.4
%
2.4
%
Table of Contents
(Continued)
Carrying
Value
Measured at
Fair Value
(In thousands)
$
3,556
62,482
$
66,038
As of June 30, 2011
As of December 31, 2010
Carrying
Fair
Carrying
Fair
Value
Value
Value
Value
(In thousands)
$
691,640
$
705,500
$
513,372
$
518,930
Three Months Ended June 30,
2011
2010
Per
Income
Per
Income
Shares
Share
(Loss)
Shares
Share
(In thousands, except per share amounts)
$
3,949
$
(1,619
)
(136
)
$
3,813
45,992
$
0.08
$
(1,619
)
45,579
$
(0.04
)
$
3,813
45,992
$
0.08
$
(1,619
)
45,579
$
(0.04
)
Table of Contents
(Continued)
Six Months Ended June 30,
2011
2010
Per
Per
Income
Shares
Share
Income
Shares
Share
(In thousands, except per share amounts)
$
6,353
$
5,723
(224
)
(206
)
$
6,129
45,983
$
0.13
$
5,517
45,494
$
0.12
77
$
6,129
45,983
$
0.13
$
5,517
45,571
$
0.12
Three Months Ended
Six Months Ended
June 30,
June 30,
2011
2010
2011
2010
(In thousands)
1,644
1,698
1,680
1,698
Three Months Ended
Six Months Ended
June 30,
June 30,
2011
2010
2011
2010
(In thousands except per share data)
216
270
226
40
$
36.39
$
36.38
$
36.22
$
54.36
Table of Contents
(Continued)
Six Months Ended June 30,
2011
2010
(In thousands)
$
20,564
$
20,284
$
19
$
(48,843
)
Three Months Ended June 30,
Six Months Ended June 30,
2011
2010
2011
2010
(In thousands)
$
3,949
$
(1,619
)
$
6,353
$
5,723
(5,512
)
(3,700
)
(19,324
)
(3,700
)
(4,285
)
(19,742
)
15,325
(20,778
)
$
(5,848
)
$
(25,061
)
$
2,354
$
(18,755
)
Three Months
Six Months
Ended
Ended
June 30, 2011
June 30, 2011
(In thousands)
$
38,128
$
32,330
(5,512
)
(19,324
)
(4,285
)
15,325
$
28,331
$
28,331
Table of Contents
(Continued)
(In thousands)
$
95,000
296,640
300,000
$
691,640
Table of Contents
(Continued)
Table of Contents
Comstock Resources, Inc.
/s/ Ernst & Young LLP
August 5, 2011
Table of Contents
Three Months Ended June 30,
Six Months Ended June 30,
2011
2010
2011
2010
(In thousands, except per unit amounts)
22,996
18,709
42,105
36,503
159
210
297
386
23,954
19,970
43,889
38,817
$
96,328
$
76,526
$
171,976
$
170,842
16,123
14,156
28,513
25,929
$
112,451
$
90,682
$
200,489
$
196,771
$
1,363
$
4,806
$
2,089
$
6,481
6,611
3,679
12,239
8,207
12,437
13,988
23,985
28,148
82
99
9,619
1,268
74,689
57,398
135,014
116,807
$
4.19
$
4.09
$
4.08
$
4.68
$
101.02
$
67.37
$
95.89
$
67.24
$
4.69
$
4.54
$
4.57
$
5.07
$
0.06
$
0.24
$
0.05
$
0.17
$
0.28
$
0.18
$
0.28
$
0.21
$
0.51
$
0.71
$
0.54
$
0.72
$
3.11
$
2.87
$
3.06
$
3.00
(1)
Includes ad valorem taxes.
(2)
Represents depreciation, depletion and amortization of oil and gas properties only.
Table of Contents
Table of Contents
Table of Contents
Six Months Ended June 30,
2011
2010
(In thousands)
$
35,960
$
62,350
244,141
154,664
65,685
23,438
3,252
3,699
349,038
244,151
134
10,747
$
349,172
$
254,898
Table of Contents
Table of Contents
Table of Contents
24
Exhibit No.
Description
Fifth Amendment dated June 15, 2011
to the Lease Agreement dated May 6, 2004 between the Company and Stonebriar I Office
Partners, LTD.
Awareness Letter of Ernst & Young LLP.
Section 302 Certification of the Chief Executive Officer.
Section 302 Certification of the Chief Financial Officer.
Certification for the Chief Executive Officer as required by Section 906 of the Sarbanes-Oxley Act of 2002.
Certification for the Chief Financial Officer as required by Section 906 of the Sarbanes-Oxley Act of 2002.
The following materials from the Comstock Resources, Inc. Form 10-Q for the quarter ended June 30, 2011,
formatted in XBRL (Extensible Business Reporting Language): (i) Consolidated Balance Sheets, (ii)
Consolidated Statements of Operations, (iii) Consolidated Statement of Stockholders Equity and Comprehensive
Income, (iv) Consolidated Statements of Cash Flows, and (v) Condensed Notes to Consolidated Financial
Statements.
*
Filed herewith.
Furnished herewith.
**
Submitted electronically herewith.
Table of Contents
25
COMSTOCK RESOURCES, INC.
Date: August 5, 2011
/s/ M. JAY ALLISON
M. Jay Allison
, Chairman, President and Chief
Executive Officer (Principal Executive Officer)
Date: August 5, 2011
/s/ ROLAND O. BURNS
Roland O. Burns
, Senior Vice President,
Chief Financial Officer, Secretary, and Treasurer
(Principal Financial and Accounting Officer)
Page 1
Page 2
08/01/14 - 07/31/15
|
$22.50/RSF | |||
08/01/15 - 07/31/16
|
$22.50/RSF | |||
08/01/16 - 07/31/17
|
$22.50/RSF | |||
08/01/17 - 07/31/18
|
$23.50/RSF | |||
08/01/18 - 07/31/19
|
$23.50/RSF | |||
08/01/19 - 07/31/20
|
$23.50/RSF | |||
08/01/20 - 12/31/21
|
$23.50/RSF |
Page 3
Page 4
Page 5
Page 6
LESSOR : | ||||||
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STONEBRIAR I OFFICE PARTNERS, LTD., | ||||||
By: Stonebriar I Partners, LLC, its General Partner | ||||||
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By: | /s/ MIKE BRESCIA | ||||
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LESSEE : | ||||||
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COMSTOCK RESOURCES, INC. | ||||||
A Nevada corporation | ||||||
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By: | /s/ ROLAND O. BURNS | ||||
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Page 7
1. | I have reviewed this June 30, 2011 Form 10-Q of Comstock Resources, Inc.; | ||
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; | ||
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; | ||
4. | The registrants other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; | ||
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; | ||
(c) | Evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and | ||
(d) | Disclosed in this report any change in the registrants internal control over financial reporting that occurred during the registrants most recent fiscal quarter (the registrants fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and |
5. | The registrants other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrants ability to record, process, summarize and report financial information; and | ||
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal control over financial reporting. |
/s/ M. JAY ALLISON | ||||
President and Chief Executive Officer | ||||
1. | I have reviewed this June 30, 2011 Form 10-Q of Comstock Resources, Inc.; | ||
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; | ||
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; | ||
4. | The registrants other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; | ||
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; | ||
(c) | Evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and | ||
(d) | Disclosed in this report any change in the registrants internal control over financial reporting that occurred during the registrants most recent fiscal quarter (the registrants fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and |
5. | The registrants other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrants ability to record, process, summarize and report financial information; and | ||
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal control over financial reporting. |
/s/ ROLAND O. BURNS | ||||
Sr. Vice President and Chief Financial Officer | ||||
(1) | The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and | ||
(2) | The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company. |
/s/ M. JAY ALLISON | ||||
M. Jay Allison | ||||
Chief Executive Officer
August 5, 2011 |
(1) | The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and | |
(2) | The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company. |
/s/ ROLAND O. BURNS | ||||
Roland O. Burns | ||||
Chief Financial Officer
August 5, 2011 |
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