10-Q 1 crk-20240630.htm 10-Q 10-Q
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(Mark One)

 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2024

or

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File No. 001-03262

 

COMSTOCK RESOURCES, INC.

(Exact name of registrant as specified in its charter)

 

Nevada

94-1667468

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification Number)

 

5300 Town and Country Blvd., Suite 500, Frisco, Texas 75034

(Address of principal executive offices)

Telephone No.: (972) 668-8800

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.50 (per share)

CRK

New York Stock Exchange

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer", "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):

 

Large accelerated filer ☒

Accelerated filer ☐

Non-accelerated ☐

Smaller reporting company

 

 

 

 

Emerging growth company

 

 

 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No

The number of shares outstanding of the registrant's common stock, par value $0.50, as of July 31, 2024 was 292,260,645.

 

 


 

COMSTOCK RESOURCES, INC.

QUARTERLY REPORT

For the Quarter Ended June 30, 2024

INDEX

 

 

 

 

 

 

Page

PART I. Financial Information

 

Item 1. Financial Statements (Unaudited):

 

Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023

4

Consolidated Statements of Operations – for the three months and six months ended June 30, 2024 and 2023

5

Consolidated Statements of Stockholders' Equity – for the three months and six months ended June 30, 2024 and 2023

6

Consolidated Statements of Cash Flows – for the six months ended June 30, 2024 and 2023

7

Notes to Consolidated Financial Statements

8

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

18

Item 3. Quantitative and Qualitative Disclosure About Market Risk

23

Item 4. Controls and Procedures

23

PART II. Other Information

 

Item 1. Legal Proceedings

24

Item 1A. Risk Factors

24

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

24

Item 3. Defaults upon Senior Securities

24

Item 4. Mine Safety Disclosures

24

Item 5. Other Information

24

Item 6. Exhibits

24

SIGNATURES

25

 

2


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PART 1 — FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3


 

COMSTOCK RESOURCES, INC.

CONSOLIDATED BALANCE SHEETS

 

 

As of

 

 

June 30,
2024

 

 

December 31,
2023

 

 

(Unaudited)

 

 

 

 

 

(In thousands)

 

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

 

Cash and cash equivalents

 

$

19,270

 

 

$

16,669

 

Accounts receivable:

 

 

 

 

 

 

Natural gas and oil sales and gas services

 

 

113,413

 

 

 

166,639

 

Joint interest operations

 

 

30,902

 

 

 

48,704

 

From affiliates

 

 

10,884

 

 

 

16,087

 

Derivative financial instruments

 

 

79,649

 

 

 

126,775

 

Other current assets

 

 

69,289

 

 

 

86,619

 

Total current assets

 

 

323,407

 

 

 

461,493

 

Property and equipment:

 

 

 

 

 

 

Natural gas and oil properties, successful efforts method:

 

 

 

 

 

 

Proved

 

 

7,617,670

 

 

 

7,126,519

 

Unproved

 

 

408,705

 

 

 

343,419

 

Other

 

 

79,841

 

 

 

62,382

 

Accumulated depreciation, depletion and amortization

 

 

(2,531,599

)

 

 

(2,147,549

)

Net property and equipment

 

 

5,574,617

 

 

 

5,384,771

 

Goodwill

 

 

335,897

 

 

 

335,897

 

Operating lease right-of-use assets

 

 

90,604

 

 

 

71,462

 

 

$

6,324,525

 

 

$

6,253,623

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

Accounts payable

 

$

377,909

 

 

$

523,260

 

Accrued costs

 

 

139,414

 

 

 

134,466

 

Operating leases

 

 

34,952

 

 

 

23,765

 

Total current liabilities

 

 

552,275

 

 

 

681,491

 

Long-term debt

 

 

2,856,045

 

 

 

2,640,391

 

Deferred income taxes

 

 

415,604

 

 

 

470,035

 

Derivative financial instruments

 

 

47,366

 

 

 

 

Long-term operating leases

 

 

55,621

 

 

 

47,742

 

Reserve for future abandonment costs

 

 

31,709

 

 

 

30,773

 

Total liabilities

 

 

3,958,620

 

 

 

3,870,432

 

Commitments and contingencies

 

 

 

 

 

 

Stockholders' equity:

 

 

 

 

 

 

Common stock—$0.50 par, 400,000,000 shares authorized, 292,260,645
    and
278,429,463 shares issued and outstanding at June 30, 2024
    and December 31, 2023, respectively

 

 

146,130

 

 

 

139,214

 

Additional paid-in capital

 

 

1,358,549

 

 

 

1,260,930

 

Accumulated earnings

 

 

815,639

 

 

 

958,270

 

Total stockholders' equity attributable to Comstock

 

 

2,320,318

 

 

 

2,358,414

 

Noncontrolling interest

 

 

45,587

 

 

 

24,777

 

Total stockholders' equity

 

 

2,365,905

 

 

 

2,383,191

 

 

$

6,324,525

 

 

$

6,253,623

 

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of these statements.

4


 

COMSTOCK RESOURCES, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

 

(In thousands, except per share amounts)

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas sales

 

$

216,527

 

 

$

228,892

 

 

$

503,610

 

 

$

606,924

 

Oil sales

 

 

1,074

 

 

 

860

 

 

 

1,950

 

 

 

2,802

 

Total natural gas and oil sales

 

 

217,601

 

 

 

229,752

 

 

 

505,560

 

 

 

609,726

 

Gas services

 

 

29,229

 

 

 

58,459

 

 

 

77,042

 

 

 

168,063

 

Total revenues

 

 

246,830

 

 

 

288,211

 

 

 

582,602

 

 

 

777,789

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Production and ad valorem taxes

 

 

19,244

 

 

 

19,599

 

 

 

37,152

 

 

 

34,505

 

Gathering and transportation

 

 

49,361

 

 

 

45,395

 

 

 

96,460

 

 

 

90,969

 

Lease operating

 

 

34,805

 

 

 

34,031

 

 

 

69,877

 

 

 

68,861

 

Exploration

 

 

 

 

 

 

 

 

 

 

 

1,775

 

Depreciation, depletion and amortization

 

 

194,242

 

 

 

140,177

 

 

 

384,931

 

 

 

274,160

 

Gas services

 

 

31,494

 

 

 

55,390

 

 

 

80,174

 

 

 

156,685

 

General and administrative

 

 

10,177

 

 

 

10,038

 

 

 

19,348

 

 

 

22,406

 

Loss (gain) on sale of assets

 

 

 

 

 

648

 

 

 

 

 

 

(125

)

Total operating expenses

 

 

339,323

 

 

 

305,278

 

 

 

687,942

 

 

 

649,236

 

Operating income (loss)

 

 

(92,493

)

 

 

(17,067

)

 

 

(105,340

)

 

 

128,553

 

Other income (expenses):

 

 

 

 

 

 

 

 

 

 

 

 

Gain (loss) from derivative financial instruments

 

 

(25,252

)

 

 

(4,495

)

 

 

14,055

 

 

 

61,914

 

Other income

 

 

322

 

 

 

598

 

 

 

653

 

 

 

1,058

 

Interest expense

 

 

(51,932

)

 

 

(39,188

)

 

 

(101,489

)

 

 

(77,458

)

Total other income (expenses)

 

 

(76,862

)

 

 

(43,085

)

 

 

(86,781

)

 

 

(14,486

)

Income (loss) before income taxes

 

 

(169,355

)

 

 

(60,152

)

 

 

(192,121

)

 

 

114,067

 

(Provision for) benefit from income taxes

 

 

46,106

 

 

 

14,446

 

 

 

54,398

 

 

 

(25,270

)

Net income (loss)

 

 

(123,249

)

 

 

(45,706

)

 

 

(137,723

)

 

 

88,797

 

Net income attributable to noncontrolling interest

 

 

(3,061

)

 

 

 

 

 

(4,908

)

 

 

 

Net income (loss) available to Comstock

 

$

(126,310

)

 

$

(45,706

)

 

$

(142,631

)

 

$

88,797

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per share:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.43

)

 

$

(0.17

)

 

$

(0.49

)

 

$

0.32

 

Diluted

 

$

(0.43

)

 

$

(0.17

)

 

$

(0.49

)

 

$

0.32

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

289,670

 

 

 

276,669

 

 

 

283,816

 

 

 

276,610

 

Diluted

 

 

289,670

 

 

 

276,669

 

 

 

283,816

 

 

 

276,610

 

Dividends per share

 

$

 

 

$

0.125

 

 

$

 

 

$

0.25

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of these statements.

5


 

COMSTOCK RESOURCES, INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

(Unaudited)

 

 

 

 

Common
Shares

 

 

Common
Stock-
Par Value

 

 

Additional
Paid-in
Capital

 

 

Accumulated
Earnings

 

 

Noncontrolling Interest

 

 

Total

 

 

(In thousands)

 

Balance at January 1, 2023

 

 

277,517

 

 

$

138,759

 

 

$

1,253,417

 

 

$

886,138

 

 

$

 

 

$

2,278,314

 

Stock-based compensation

 

 

(7

)

 

 

(4

)

 

 

2,050

 

 

 

 

 

 

 

 

 

2,046

 

Net income

 

 

 

 

 

 

 

 

 

 

 

134,503

 

 

 

 

 

 

134,503

 

Common stock dividends

 

 

 

 

 

 

 

 

 

 

 

(34,688

)

 

 

 

 

 

(34,688

)

Balance at March 31, 2023

 

 

277,510

 

 

$

138,755

 

 

$

1,255,467

 

 

$

985,953

 

 

$

 

 

$

2,380,175

 

Stock-based compensation

 

 

983

 

 

 

491

 

 

 

(85

)

 

 

 

 

 

 

 

 

406

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

(45,706

)

 

 

 

 

 

(45,706

)

Common stock dividends

 

 

 

 

 

 

 

 

 

 

 

(34,689

)

 

 

 

 

 

(34,689

)

Balance at June 30, 2023

 

 

278,493

 

 

$

139,246

 

 

$

1,255,382

 

 

$

905,558

 

 

$

 

 

$

2,300,186

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at January 1, 2024

 

 

278,430

 

 

$

139,214

 

 

$

1,260,930

 

 

$

958,270

 

 

$

24,777

 

 

$

2,383,191

 

Stock-based compensation

 

 

1,272

 

 

 

637

 

 

 

2,778

 

 

 

 

 

 

 

 

 

3,415

 

Issuance of common stock

 

 

12,500

 

 

 

6,250

 

 

 

94,200

 

 

 

 

 

 

 

 

 

100,450

 

Net income (loss)

 

 

 

 

 

 

 

 

 

 

 

(16,321

)

 

 

1,847

 

 

 

(14,474

)

Contributions from noncontrolling interest

 

 

 

 

 

 

 

 

 

 

 

 

 

 

6,000

 

 

 

6,000

 

Balance at March 31, 2024

 

 

292,202

 

 

$

146,101

 

 

$

1,357,908

 

 

$

941,949

 

 

$

32,624

 

 

$

2,478,582

 

Stock-based compensation

 

 

59

 

 

 

29

 

 

 

680

 

 

 

 

 

 

 

 

 

709

 

Stock issuance costs

 

 

 

 

 

 

 

 

(39

)

 

 

 

 

 

 

 

 

(39

)

Net income (loss)

 

 

 

 

 

 

 

 

 

 

 

(126,310

)

 

 

3,061

 

 

 

(123,249

)

Contributions from noncontrolling interest

 

 

 

 

 

 

 

 

 

 

 

 

 

 

11,000

 

 

 

11,000

 

Distribution to noncontrolling interest

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,098

)

 

 

(1,098

)

Balance at June 30, 2024

 

 

292,261

 

 

$

146,130

 

 

$

1,358,549

 

 

$

815,639

 

 

$

45,587

 

 

$

2,365,905

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of these statements.

6


 

COMSTOCK RESOURCES, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

 

 

 

 

Six Months Ended
June 30,

 

 

2024

 

 

2023

 

 

(In thousands)

 

CASH FLOWS FROM OPERATING ACTIVITIES:

 

 

 

 

 

 

Net income (loss)

 

$

(137,723

)

 

$

88,797

 

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

 

 

 

 

 

 

Deferred income taxes

 

 

(54,431

)

 

 

25,270

 

Gain on sale of assets

 

 

 

 

 

(125

)

Depreciation, depletion and amortization

 

 

384,931

 

 

 

274,160

 

Gain on derivative financial instruments

 

 

(14,055

)

 

 

(61,914

)

Cash settlements of derivative financial instruments

 

 

108,547

 

 

 

65,877

 

Amortization of debt discount and issuance costs

 

 

5,383

 

 

 

3,991

 

Stock-based compensation

 

 

7,497

 

 

 

4,351

 

Decrease in accounts receivable

 

 

76,231

 

 

 

316,210

 

Decrease in other current assets

 

 

4,846

 

 

 

1,201

 

Increase (decrease) in accounts payable and accrued expenses

 

 

(126,112

)

 

 

56

 

Net cash provided by operating activities

 

 

255,114

 

 

 

717,874

 

CASH FLOWS FROM INVESTING ACTIVITIES:

 

 

 

 

 

 

Capital expenditures and acquisitions

 

 

(588,208

)

 

 

(743,858

)

Prepaid drilling costs

 

 

12,484

 

 

 

(8,624

)

Proceeds from sales of assets

 

 

 

 

 

41,295

 

Net cash used for investing activities

 

 

(575,724

)

 

 

(711,187

)

CASH FLOWS FROM FINANCING ACTIVITIES:

 

 

 

 

 

 

Borrowings on bank credit facility

 

 

430,000

 

 

 

160,000

 

Repayments of bank credit facility

 

 

(585,000

)

 

 

(140,000

)

Issuance of Senior Notes

 

 

372,000

 

 

 

 

Issuance of common stock

 

 

100,450

 

 

 

 

Common stock dividends paid

 

 

 

 

 

(69,377

)

Debt and stock issuance costs

 

 

(6,768

)

 

 

(144

)

Income tax withholdings on equity awards

 

 

(3,373

)

 

 

(1,899

)

Contributions from noncontrolling interest

 

 

17,000

 

 

 

 

Distribution to noncontrolling interest

 

 

(1,098

)

 

 

 

Net cash provided by (used for) financing activities

 

 

323,211

 

 

 

(51,420

)

Net increase (decrease) in cash and cash equivalents

 

 

2,601

 

 

 

(44,733

)

Cash and cash equivalents, beginning of period

 

 

16,669

 

 

 

54,652

 

Cash and cash equivalents, end of period

 

$

19,270

 

 

$

9,919

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of these statements.

7


COMSTOCK RESOURCES, INC.

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2024

(Unaudited)

 

(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

These unaudited consolidated financial statements include the accounts of Comstock Resources, Inc. and its wholly-owned subsidiaries (collectively, "Comstock" or the "Company"). In management's opinion, the accompanying unaudited consolidated financial statements contain all adjustments necessary to present fairly the financial position of Comstock as of June 30, 2024, and the related results of operations and cash flows for the periods being presented. Net income (loss) and comprehensive income (loss) are the same in all periods presented. All adjustments are of a normal recurring nature unless otherwise disclosed.

The accompanying unaudited consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States have been omitted pursuant to those rules and regulations, although Comstock believes that the disclosures made are adequate to make the information presented not misleading. These unaudited consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in Comstock's Annual Report on Form 10-K for the year ended December 31, 2023. The results of operations for the period through June 30, 2024 are not necessarily an indication of the results expected for the full year.

Pinnacle Gas Services ("PGS") is a joint venture entity formed by the Company and an affiliate of Quantum Capital Solutions. PGS provides gathering and treating services for natural gas production in the Company's Western Haynesville area. Comstock directs the activities that most significantly impact the performance of PGS and has the obligation to absorb losses or right to receive benefits that could potentially be significant to PGS. Accordingly, Comstock is considered the primary beneficiary and consolidates the assets, liabilities and results of operations of PGS in the accompanying consolidated financial statements. PGS assets that cannot be used by Comstock for general corporate purposes include $71.4 million and $54.9 million of other property and equipment as of June 30, 2024 and December 31, 2023, respectively. Other PGS assets that cannot be used by Comstock and PGS liabilities for which creditors do not have recourse to Comstock's assets are not material to the Company's consolidated financial statements. The portions of PGS net income and stockholders' equity not attributable to Comstock's controlling interest are shown separately as noncontrolling interests in the accompanying consolidated statements of operations and statements of stockholders' equity.

Other Current Assets

Other current assets at June 30, 2024 and December 31, 2023 consisted of the following:

 

 

As of

 

 

June 30,
2024

 

 

December 31,
2023

 

 

(In thousands)

 

Prepaid drilling costs

 

$

57,640

 

 

$

70,124

 

Income tax receivable

 

 

4,625

 

 

 

8,312

 

Production tax refunds receivable

 

 

4,915

 

 

 

5,745

 

Prepaid expenses

 

 

2,109

 

 

 

2,438

 

 

$

69,289

 

 

$

86,619

 

Property and Equipment

The Company follows the successful efforts method of accounting for its natural gas and oil properties. Costs incurred to acquire natural gas and oil leases and to drill and complete developmental wells are capitalized.

Exploratory well costs are initially capitalized as proved property in the consolidated balance sheets but charged to exploration expense if and when the well is determined not to have found commercial proved natural gas and oil reserves.

8


COMSTOCK RESOURCES, INC.

 

The changes in capitalized exploratory well costs are as follows:

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

 

(In thousands)

 

Beginning capitalized exploratory well costs

 

$

58,034

 

 

$

30,557

 

 

$

96,233

 

 

$

867

 

Additions to exploratory well costs pending the determination of proved reserves

 

 

52,392

 

 

 

74,622

 

 

 

158,848

 

 

 

104,312

 

Determined to have found proved reserves

 

 

(40,626

)

 

 

(70,983

)

 

 

(185,281

)

 

 

(70,983

)

Ending capitalized exploratory well costs

 

$

69,800

 

 

$

34,196

 

 

$

69,800

 

 

$

34,196

 

As of June 30, 2024 and December 31, 2023, the Company had no exploratory wells for which costs have been capitalized for a period greater than one year.

The Company assesses the need for an impairment of the capitalized costs for its proved natural gas and oil properties on a property basis. No impairments were recognized to adjust the carrying value of the Company's proved natural gas and oil properties during any of the periods presented. Unproved natural gas and oil properties are also periodically assessed and any impairment in value is charged to expense. The costs related to unproved properties are transferred to proved natural gas and oil properties and amortized on an equivalent unit-of-production basis when they are reflected in proved natural gas and oil reserves.

The Company determines the fair value of its natural gas and oil properties using a discounted cash flow model and proved and risk-adjusted probable natural gas and oil reserves. Undrilled acreage can also be valued based on sales transactions in comparable areas. Significant Level 3 assumptions associated with the calculation of discounted future cash flows included in the cash flow model include management's outlook for natural gas and oil prices, production costs, capital expenditures, and future production as well as estimated proved natural gas and oil reserves and risk-adjusted probable natural gas and oil reserves. Management's natural gas and oil price outlook is developed based on third-party longer-term price forecasts as of each measurement date. The expected future net cash flows are discounted using an appropriate discount rate in determining a property's fair value.

It is reasonably possible that the Company's estimates of undiscounted future net cash flows attributable to its natural gas and oil properties may change in the future. The primary factors that may affect estimates of future cash flows include future adjustments, both positive and negative, to proved and appropriate risk-adjusted probable natural gas and oil reserves, results of future drilling activities, future prices for natural gas and oil, and increases or decreases in production and capital costs. As a result of these changes, there may be future impairments in the carrying values of these or other properties.

Goodwill

The Company had goodwill of $335.9 million as of June 30, 2024 that was recorded in 2018. The Company is not required to amortize goodwill as a charge to earnings; however, the Company is required to conduct an annual review of goodwill for impairment. The Company performs an annual assessment of goodwill on October 1 of each year and performs interim assessments if indicators of impairment are present. If the carrying value of goodwill exceeds the fair value, an impairment charge would be recorded for the difference between fair value and carrying value.

Leases

The Company has right-of-use lease assets of $90.6 million related to its corporate office, certain office equipment, vehicles and drilling rigs with corresponding short-term and long-term liabilities. The value of the lease assets and liabilities are determined based upon discounted future minimum cash flows contained within each of the respective contracts. The Company determines if contracts contain a lease at inception of the contract. To the extent that contract terms representing a lease are identified, leases are identified as being either an operating lease or a finance-type lease. Comstock currently has no finance-type leases. Right-of-use lease assets representing the Company's right to use an underlying asset for the lease term and the related lease liabilities represent our obligation to make lease payments under the terms of the contracts. Short-term leases that have an initial term of one year or less are not capitalized; however, amounts paid for those leases are included as part of its lease cost disclosures. Short-term lease costs exclude expenses related to leases with a lease term of one month or less. Leases for the right to explore for and develop natural gas and oil reserves and the related rights to use the land associated with those leases are reflected as natural gas and oil properties.

Comstock contracts for a variety of equipment used in its natural gas and oil exploration and development activities. Contract terms for this equipment vary broadly, including the contract duration, pricing, scope of services included along with the equipment, cancellation terms, and rights of substitution, among others. The Company's drilling and completion operations routinely change due to changes in commodity prices, demand for natural gas and oil, and the overall operating and economic environment. Accordingly,

9


COMSTOCK RESOURCES, INC.

 

Comstock manages the terms of its contracts for drilling rigs and completion equipment so as to allow for maximum flexibility in responding to these changing conditions. The Company's hydraulic fracturing fleet contracts are on terms of less than one year and include rights of substitution. The Company has three drilling rig contracts with a three year term with options to extend the term by mutual agreement at mutually acceptable terms or terminate the contracts at any time without default by the lessor. The Company's other drilling rig contracts are presently either for periods of less than one year, or they are on terms that provide for cancellation with 30 or 45 days advance notice without a specified expiration date. The Company has elected not to recognize right-of-use lease assets for contracts less than one year. The costs associated with drilling and completion operations are accounted for under the successful efforts method, which generally require that these costs be capitalized as part of our proved natural gas and oil properties on our balance sheet unless they are incurred on exploration wells that are unsuccessful, in which case they are charged to exploration expense.

Lease costs recognized during the three months and six months ended June 30, 2024 and 2023 were as follows:

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

 

(In thousands)

 

Operating lease cost included in general and administrative expense

 

$

421

 

 

$

444

 

 

$

840

 

 

$

889

 

Operating lease cost included in lease operating expense

 

 

566

 

 

 

502

 

 

 

1,088

 

 

 

1,010

 

Operating lease cost included in natural gas and oil properties

 

 

9,171

 

 

 

13,230

 

 

 

16,303

 

 

 

22,680

 

Variable lease cost (drilling rig and completion costs included in natural gas and oil properties)

 

 

848

 

 

 

3,301

 

 

 

3,365

 

 

 

5,062

 

Short-term lease cost (drilling rig costs included in natural gas and oil properties)

 

 

4,241

 

 

 

24,496

 

 

 

15,513

 

 

 

53,888

 

 

$

15,247

 

 

$

41,973

 

 

$

37,109

 

 

$

83,529

 

Cash payments for operating leases associated with right-of-use lease assets included in net cash provided by operating activities were $1.0 million and $0.9 million for the three months ended June 30, 2024 and 2023, respectively, and $1.9 million for both the six months ended June 30, 2024 and 2023, respectively. Cash payments for operating leases associated with right-of-use lease assets included in net cash used for investing activities were $14.3 million and $41.0 million for the three months ended June 30, 2024 and 2023, respectively, and $35.2 million and $81.6 million for the six months ended June 30, 2024 and 2023, respectively.

As of June 30, 2024 and December 31, 2023, the operating leases had a weighted-average term of 2.5 years and 2.9 years, respectively, and the weighted-average discount rate used to determine the present value of future operating lease payments was 7.3% and 7.2%, respectively. As of June 30, 2024, the Company also had expected future payments for short term leased drilling services of $2.6 million.

As of June 30, 2024, expected future payments related to contracts that contain operating leases were as follows:

 

(In thousands)

 

July 1 to December 31, 2024

 

$

20,313

 

2025

 

 

40,016

 

2026

 

 

33,950

 

2027

 

 

3,775

 

2028

 

 

1,560

 

Total lease payments

 

 

99,614

 

Imputed interest

 

 

(9,041

)

Total lease liability

 

$

90,573

 

 

10


COMSTOCK RESOURCES, INC.

 

Accrued Costs

Accrued costs at June 30, 2024 and December 31, 2023 consisted of the following:

 

As of

 

 

June 30,
2024

 

 

December 31,
2023

 

 

(In thousands)

 

Accrued interest payable

 

$

60,669

 

 

$

54,912

 

Accrued transportation costs

 

 

31,153

 

 

 

32,294

 

Accrued drilling costs

 

 

21,508

 

 

 

35,876

 

Accrued income and other taxes

 

 

15,789

 

 

 

1,894

 

Accrued employee compensation

 

 

4,665

 

 

 

6,700

 

Accrued lease operating expenses

 

 

3,890

 

 

 

2,299

 

Other

 

 

1,740

 

 

 

491

 

 

$

139,414

 

 

$

134,466

 

Reserve for Future Abandonment Costs

Comstock's asset retirement obligations relate to future plugging and abandonment expenses on its natural gas and oil properties and disposal of other facilities. The following table summarizes the changes in Comstock's total estimated liability for such obligations during the periods presented:

 

 

Six Months Ended
June 30,

 

 

2024

 

 

2023

 

 

(In thousands)

 

Reserve for future abandonment costs at beginning of period

 

$

30,773

 

 

$

29,114

 

New wells placed on production

 

 

87

 

 

 

67

 

Liabilities settled

 

 

(31

)

 

 

(42

)

Accretion expense

 

 

880

 

 

 

825

 

Reserve for future abandonment costs at end of period

 

$

31,709

 

 

$

29,964

 

Derivative Financial Instruments and Hedging Activities

All of the Company's derivative financial instruments are used for risk management purposes and, by policy, none are held for trading or speculative purposes. Comstock minimizes credit risk to counterparties of its derivative financial instruments through formal credit policies, monitoring procedures, and diversification. The Company is not required to provide any credit support to its counterparties other than cross collateralization with the assets securing its bank credit facility. None of the Company's derivative financial instruments involve payment or receipt of premiums. The Company classifies the fair value amounts of derivative financial instruments as net current or noncurrent assets or liabilities, whichever the case may be, by commodity contract. None of the Company's derivative contracts were designated as cash flow hedges. All of Comstock's natural gas derivative financial instruments are tied to the Henry Hub-NYMEX price index.

The Company had the following natural gas price derivative financial instruments at June 30, 2024:

 

 

Future Production Period

 

Six Months Ending
December 31, 2024

 

Year Ending
December 31, 2025

 

Year Ending
December 31, 2026

 

Total

Natural Gas Price Swap Contracts:

 

 

 

 

 

 

 

 

Volume (MMBtu)

 

101,200,000

 

136,875,000

 

109,500,000

 

347,575,000

Average Price per MMBtu

 

$3.54

 

$3.51

 

$3.51

 

$3.52

Natural Gas Price Collar Contracts:

 

 

 

 

 

 

 

 

Volume (MMBtu)

 

 

 

54,750,000

 

91,250,000

 

146,000,000

Average Price per MMBtu:

 

 

 

 

 

 

 

 

Average Ceiling

 

 

 

$3.80

 

$3.98

 

$3.92

Average Floor

 

 

 

$3.50

 

$3.50

 

$3.50

 

11


COMSTOCK RESOURCES, INC.

 

The classification of derivative financial instruments of assets or liabilities, consists of the following:

 

 

 

 

As of

 

Type

 

Consolidated Balance Sheet Location

 

June 30,
2024

 

 

December 31,
2023

 

 

 

 

(In thousands)

 

Asset Derivative Financial Instruments:

 

 

 

 

 

 

Natural gas price derivatives

 

Derivative Financial Instruments – current

 

$

79,649

 

 

$

126,775

 

Liability Derivative Financial Instruments:

 

 

 

 

 

 

Natural gas price derivatives

 

Derivative Financial Instruments – long-term

 

$

47,366

 

 

$

 

 

The Company recognized cash settlements and changes in the fair value of its derivative financial instruments as a single component of other income (expenses).

Gains and losses related to cash settlements and changes in the fair value recognized on the Company's derivative contracts recognized in the consolidated statement of operations were as follows:

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

Gain (loss) on Derivatives Recognized in Earnings

 

2024

 

 

2023

 

 

2024

 

 

2023

 

 

(In thousands)

 

Natural gas price derivatives

 

$

(25,252

)

 

$

(4,495

)

 

$

14,055

 

 

$

61,914

 

 

$

(25,252

)

 

$

(4,495

)

 

$

14,055

 

 

$

61,914

 

Stock-Based Compensation

Comstock accounts for employee stock-based compensation under the fair value method. Compensation cost is measured at the grant date based on the fair value of the award and is recognized over the award vesting period and included in general and administrative expenses for awards of restricted stock and performance stock units ("PSUs") to the Company's employees and directors. The Company recognized $4.1 million and $2.3 million of stock-based compensation expense within general and administrative expenses related to awards of restricted stock and PSUs to its employees and directors during the three months ended June 30, 2024 and 2023, respectively, and $7.5 million and $4.4 million for the six months ended June 30, 2024 and 2023, respectively.

In February 2024, the Company granted an aggregate of 1,272,811 shares of restricted stock to its directors and employees, which were valued at $7.63 per share. In June 2024, the Company granted an aggregate of 43,173 shares of restricted stock to its directors, which were valued at $12.16 per share. As of June 30, 2024, Comstock had 2,091,087 shares of unvested restricted stock outstanding at a weighted average grant date fair value of $9.25 per share. Total unrecognized compensation cost related to unvested restricted stock grants of $17.8 million as of June 30, 2024 is expected to be recognized over a period of 2.1 years.

In February 2024, the Company granted an aggregate of 705,603 PSUs to its executive officers at a value of $9.69 per unit. As of June 30, 2024, Comstock had 1,290,755 PSUs outstanding with a weighted average grant date fair value of $13.21 per unit. The number of shares of common stock to be issued related to the PSUs is based on the Company's stock price performance as compared to its peers which could result in the issuance of anywhere from zero to 2,581,510 shares of common stock. Total unrecognized compensation cost related to these grants of $11.1 million as of June 30, 2024 is expected to be recognized over a period of 2.4 years.

Revenue Recognition

Comstock produces natural gas and oil and reports revenues separately for each of these two primary products in its statements of operations. Revenues are recognized upon the transfer of produced volumes to the Company's customers, who take control of the volumes and receive all the benefits of ownership upon delivery at designated sales points.

Gas services revenues represent sales of natural gas purchased for resale from unaffiliated third parties and fees received for gathering and treating services provided by PGS to third parties. Revenues are recognized upon completion of the gathering and treating of contracted natural gas volumes and delivery of purchased natural gas volumes to the Company's customers. Profits and losses earned from the gathering and treating of natural gas produced by the Company's natural gas wells are eliminated in consolidation. Revenues and expenses associated with natural gas purchased for resale are presented on a gross basis in the Company's consolidated statements of operations as the Company acts as the principal in the transaction by assuming the risks and rewards from ownership of the natural gas volumes purchased and the responsibility to deliver the natural gas volumes to their sales point.

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COMSTOCK RESOURCES, INC.

 

All natural gas and oil and gas services revenues are subject to contracts that have commercial substance, contain specific pricing terms, and define the enforceable rights and obligations of both parties. These contracts typically provide for cash settlement within 25 days following each production month and are cancellable upon 30 days' notice by either party for oil and vary for natural gas based upon the terms set out in the confirmations between both parties. Prices for sales of natural gas and oil are generally based upon terms that are common in the oil and gas industry, including index or spot prices, location and quality differentials, as well as market supply and demand conditions. As a result, prices for natural gas and oil routinely fluctuate based on changes in these factors. Prices for gathering and treating services are generally fixed in nature but can vary due to the quality of the gas being treated. Each unit of production (thousand cubic feet of natural gas and barrel of crude oil) represents a separate performance obligation under the Company's contracts since each unit has economic benefit on its own and each is priced separately according to the terms of the contracts.

Comstock has elected to exclude all taxes from the measurement of transaction prices, and its revenues are reported net of royalties and exclude revenue interests owned by others because the Company acts as an agent when selling natural gas and oil, on behalf of royalty owners and working interest owners. Revenue is recorded in the month of production based on an estimate of the Company's share of volumes produced and prices realized. Gas services revenue is recorded in the month the services are performed and purchased gas is sold based on an estimate of natural gas volumes and contract prices. The Company recognizes any differences between estimates and actual amounts received in the month when payment is received. Historically, differences between estimated revenues and actual revenues received have not been significant. The amount of natural gas or oil sold may differ from the amount to which the Company is entitled based on its revenue interests in the properties. The Company did not have any significant imbalance positions at June 30, 2024 or December 31, 2023.

The Company recognized accounts receivable of $113.4 million and $166.6 million as of June 30, 2024 and December 31, 2023, respectively, from purchasers for contracts where performance obligations have been satisfied and an unconditional right to consideration exists.