8-KFiled Aug 31, 8:00 PM ET

Comstock Resources Announces SOCAR LOI to Buy Haynesville Stakes

$CRK · COMSTOCK RESOURCES INC

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Comstock Resources Announces SOCAR LOI to Buy Haynesville Stakes

What Happened Comstock Resources, Inc. announced on September 1, 2026 (filed on Form 8-K) that it has entered into a letter of intent (LOI) with the State Oil Company of Azerbaijan Republic (SOCAR) under which SOCAR—or a wholly owned SOCAR subsidiary—would acquire certain non‑operated working interests in Comstock’s Haynesville assets and a portion of its midstream ownership for an aggregate cash purchase price of $1.65 billion, subject to customary adjustments. The LOI binds the parties to negotiate a definitive purchase and sale agreement with an effective date of July 1, 2026. Comstock also announced a Haynesville drilling venture with its majority stockholder, Jerry Jones, under which a Jones family partnership will fund most drilling and completion costs for specified wells over the next 12 months.

Key Details

  • SOCAR LOI purchase price: $1.65 billion in cash (subject to customary purchase price adjustments).
  • Asset stakes proposed: 20% non‑operated working interest in Comstock’s Legacy Haynesville; 15% non‑operated working interest in Western Haynesville (reducing to 7.5% after five years and after the investor achieves a 15% ROI); and 15% of Comstock’s 73% ownership interest in Pinnacle Gas Services LLC.
  • Effective date for the transaction: July 1, 2026. LOI requires negotiation in good faith of a definitive agreement.
  • Drilling venture: Beginning Sept 1, 2026, a Jones family partnership will fund 85% of drilling/completion costs for 18 Western Haynesville wells and 80% for nine Legacy Haynesville wells (estimated total cost ≈ $450 million); after the investor achieves a 15% return, 50% of the interest in those wells will revert to Comstock.

Why It Matters This LOI, if completed, would deliver a large cash inflow ($1.65B) and bring an international industry partner (SOCAR) into Comstock’s Haynesville positions while reducing Comstock’s non‑operated ownership in those assets. The drilling JV with the company’s majority stockholder brings near‑term capital to fund a sizeable drilling program (~$450M) and limits Comstock’s immediate capital outlay, with a built‑in return hurdle and partial reversion of well interests back to Comstock after a 15% ROI. Investors should note the LOI is not a final agreement and is subject to negotiation, customary adjustments and closing conditions; outcomes could affect Comstock’s production exposure, midstream economics and balance sheet liquidity.