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 ~~September 30, 2021~~March 31, 2022


☐			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 x 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 x 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 ☐

Emerging growth company ☐

Accelerated filer x

Non-accelerated ☐

Smaller reporting 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 x

The number of shares outstanding of the registrant's common stock, par value $0.50, as of ~~November 3, 2021~~May 4, 2022 was ~~232,924,646.~~232,905,868.

COMSTOCK RESOURCES, INC.

QUARTERLY REPORT

For the Quarter Ended ~~September 30, 2021~~March 31, 2022

INDEX


			Page
PART I. Financial Information

Item 1. Financial Statements (Unaudited):
Consolidated Balance Sheets as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021			4
Consolidated Statements of Operations – for the three ~~months and~~ ~~nine~~ months ended ~~September 30, 2021~~March 31, 2022 and ~~2020~~2021			5
Consolidated Statements of Stockholders' Equity – for the three months ~~and~~ ~~nine~~ ~~months~~ ended ~~September 30, 2021~~March 31, 2022 and ~~2020~~2021			6
Consolidated Statements of Cash Flows – for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 and ~~2020~~2021			7
Notes to Consolidated Financial Statements			8

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations			2018

Item 3. Quantitative and Qualitative Disclosure About Market Risk			2422

Item 4. Controls and Procedures			2523

PART II. Other Information

Item 6. Exhibits			2523

PART I — FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)

COMSTOCK RESOURCES, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

~~(Unaudited)~~


							As of
							March 31, 2022		December 31, 2021
		September 30, 2021		December 31, 2020			(Unaudited)
		(In thousands)					(In thousands)
ASSETS	ASSETS					ASSETS
Cash and cash equivalents	Cash and cash equivalents	$	27,841	$	30,272	Cash and cash equivalents	$	12,137	$	30,663
Accounts receivable:	Accounts receivable:					Accounts receivable:
Oil and gas sales	Oil and gas sales	213,661		125,016		Oil and gas sales	198,261		217,149
Joint interest operations	Joint interest operations	20,241		14,615		Joint interest operations	34,694		29,755
From affiliates	From affiliates	9,263		6,155		From affiliates	6,658		20,834
Derivative financial instruments	Derivative financial instruments	26,392		8,913		Derivative financial instruments	2,601		5,258

Other current assets	Other current assets	12,194		14,839		Other current assets	13,671		15,077
Total current assets	Total current assets	309,592		199,810		Total current assets	268,022		318,736
Property and equipment:	Property and equipment:					Property and equipment:
Oil and natural gas properties, successful efforts method:	Oil and natural gas properties, successful efforts method:					Oil and natural gas properties, successful efforts method:
Proved	Proved	5,180,782		4,647,188		Proved	4,988,567		4,756,394
Unproved	Unproved	307,593		332,765		Unproved	298,091		302,129
Other	Other	6,630		6,858		Other	6,602		6,690
Accumulated depreciation, depletion and amortization	Accumulated depreciation, depletion and amortization	(1,260,528)		(902,261)		Accumulated depreciation, depletion and amortization	(1,164,366)		(1,058,067)
Net property and equipment	Net property and equipment	4,234,477		4,084,550		Net property and equipment	4,128,894		4,007,146
Goodwill	Goodwill	335,897		335,897		Goodwill	335,897		335,897

Derivative financial instruments	Derivative financial instruments	342		661		Derivative financial instruments	10,008		—
Operating lease right-of-use assets	Operating lease right-of-use assets	6,792		3,025		Operating lease right-of-use assets	6,879		6,450
Other assets		37		40

		$	4,887,137	$	4,623,983		$	4,749,700	$	4,668,229

LIABILITIES AND STOCKHOLDERS' EQUITY	LIABILITIES AND STOCKHOLDERS' EQUITY					LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable	Accounts payable	$	324,811	$	259,284	Accounts payable	$	318,736	$	314,569
Accrued costs	Accrued costs	109,122		133,019		Accrued costs	103,322		135,026
Operating leases	Operating leases	2,356		2,284		Operating leases	2,784		2,444
Derivative financial instruments	Derivative financial instruments	627,166		47,005		Derivative financial instruments	513,645		181,945
Total current liabilities	Total current liabilities	1,063,455		441,592		Total current liabilities	938,487		633,984
Long-term debt	Long-term debt	2,801,312		2,517,149		Long-term debt	2,534,460		2,615,235
Deferred income taxes	Deferred income taxes	115,585		200,583		Deferred income taxes	172,629		197,417
Derivative financial instruments	Derivative financial instruments	50,127		2,364		Derivative financial instruments	—		4,042
Long-term operating leases	Long-term operating leases	4,486		740		Long-term operating leases	4,167		4,075
Reserve for future abandonment costs	Reserve for future abandonment costs	21,867		19,290		Reserve for future abandonment costs	26,416		25,673
Other non-current liabilities	Other non-current liabilities	24		492		Other non-current liabilities	24		24
Total liabilities	Total liabilities	4,056,856		3,182,210		Total liabilities	3,676,183		3,480,450
Commitments and contingencies	Commitments and contingencies	0		0		Commitments and contingencies	0		0
Mezzanine equity:	Mezzanine equity:					Mezzanine equity:
Series B 10% Convertible Preferred stock — 5,000,000 shares authorized, 175,000 shares issued and outstanding at September 30, 2021 and December 31, 2020, respectively		175,000		175,000
Series B Convertible Preferred stock — 5,000,000 shares authorized, 175,000 shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively						Series B Convertible Preferred stock — 5,000,000 shares authorized, 175,000 shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively	175,000		175,000
Stockholders' equity:	Stockholders' equity:					Stockholders' equity:
Common stock—$0.50 par, 400,000,000 shares authorized, 232,924,646 and 232,414,718 shares issued and outstanding at September 30, 2021 and December 31, 2020, respectively		116,462		116,206
Common stock—$0.50 par, 400,000,000 shares authorized, 232,919,869 and 232,924,646 shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively						Common stock—$0.50 par, 400,000,000 shares authorized, 232,919,869 and 232,924,646 shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively	116,460		116,462
Additional paid-in capital	Additional paid-in capital	1,098,851		1,095,384		Additional paid-in capital	1,101,838		1,100,359
Accumulated earnings (deficit)		(560,032)		55,183
Accumulated deficit						Accumulated deficit	(319,781)		(204,042)
Total stockholders' equity	Total stockholders' equity	655,281		1,266,773		Total stockholders' equity	898,517		1,012,779
		$	4,887,137	$	4,623,983		$	4,749,700	$	4,668,229

The accompanying notes are an integral part of these statements.

COMSTOCK RESOURCES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)


		Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended March 31,
		2021		2020		2021		2020			2022		2021
		(In thousands, except per share amounts)									(In thousands, except per share amounts)
Revenues:	Revenues:									Revenues:
Natural gas sales	Natural gas sales	$	488,303	$	168,374	$	1,133,783	$	547,975	Natural gas sales	$	522,957	$	323,960
Oil sales	Oil sales	22,873		9,637		61,571		35,449		Oil sales	1,884		16,525
Total oil and gas sales	Total oil and gas sales	511,176		178,011		1,195,354		583,424		Total oil and gas sales	524,841		340,485
Operating expenses:	Operating expenses:									Operating expenses:
Production and ad valorem taxes	Production and ad valorem taxes	16,675		9,798		36,468		27,768		Production and ad valorem taxes	13,820		9,652
Gathering and transportation	Gathering and transportation	35,402		22,422		96,596		77,423		Gathering and transportation	32,093		29,458
Lease operating	Lease operating	26,576		25,412		77,150		79,110		Lease operating	26,186		24,563
Depreciation, depletion and amortization	Depreciation, depletion and amortization	128,739		99,056		359,313		312,828		Depreciation, depletion and amortization	106,728		109,128
General and administrative	General and administrative	8,052		8,974		23,952		25,991		General and administrative	8,223		8,028
Exploration	Exploration	—		—		—		27		Exploration	1,021		—
Gain on sale of assets	Gain on sale of assets	(14)		(16)		(93)		(16)		Gain on sale of assets	(2)		(70)
Total operating expenses	Total operating expenses	215,430		165,646		593,386		523,131		Total operating expenses	188,069		180,759

Operating income	Operating income	295,746		12,365		601,968		60,293		Operating income	336,772		159,726
Other income (expenses):	Other income (expenses):									Other income (expenses):
Loss from derivative financial instruments	Loss from derivative financial instruments	(510,319)		(121,579)		(756,026)		(71,978)		Loss from derivative financial instruments	(437,493)		(21,749)
Other expense		197		489		1,008		793
Other income										Other income	4,166		281

Interest expense	Interest expense	(49,954)		(63,890)		(170,645)		(168,764)		Interest expense	(46,491)		(63,811)
Loss on early retirement of debt	Loss on early retirement of debt	—		—		(352,599)		(861)		Loss on early retirement of debt	—		(238,539)
Total other expenses	Total other expenses	(560,076)		(184,980)		(1,278,262)		(240,810)		Total other expenses	(479,818)		(323,818)
Loss before income taxes	Loss before income taxes	(264,330)		(172,615)		(676,294)		(180,517)		Loss before income taxes	(143,046)		(164,092)
Benefit from (provision for) income taxes		(23,976)		46,123		74,168		46,177
Benefit from income taxes										Benefit from income taxes	31,622		29,967
Net loss	Net loss	(288,306)		(126,492)		(602,126)		(134,340)		Net loss	(111,424)		(134,125)
Preferred stock dividends and accretion		(4,411)		(4,398)		(13,089)		(26,596)
Preferred stock dividends										Preferred stock dividends	(4,315)		(4,315)
Net loss available to common stockholders	Net loss available to common stockholders	$	(292,717)	$	(130,890)	$	(615,215)	$	(160,936)	Net loss available to common stockholders	$	(115,739)	$	(138,440)

Net loss per share:	Net loss per share:									Net loss per share:
Basic	Basic	$	(1.26)	$	(0.57)	$	(2.66)	$	(0.77)	Basic	$	(0.50)	$	(0.60)
Diluted	Diluted	$	(1.26)	$	(0.57)	$	(2.66)	$	(0.77)	Diluted	$	(0.50)	$	(0.60)
Weighted average shares outstanding:	Weighted average shares outstanding:									Weighted average shares outstanding:
Basic	Basic	231,747		231,223		231,519		209,760		Basic	231,976		231,377
Diluted	Diluted	231,747		231,223		231,519		209,760		Diluted	231,976		231,377

The accompanying notes are an integral part of these statements.

COMSTOCK RESOURCES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

(Unaudited)

Common
Shares
Common
Stock-
Par Value Additional
Paid-in
Capital Accumulated
Earnings (Deficit) Total
(In thousands)
Balance at January 1, 2020 190,007 $ 95,003 $ 909,423 $ 138,596 $ 1,143,022
Stock-based compensation (24) (12) 1,442 — 1,430
Income tax withholdings on equity awards (2) (1) (14) — (15)
Net income — — — 42,028 42,028
Preferred stock accretion — — — (2,500) (2,500)
Payment of preferred dividends — — — (9,572) (9,572)
Balance at March 31, 2020 189,981 $ 94,990 $ 910,851 $ 168,552 $ 1,174,393
Stock-based compensation 507 254 1,298 — 1,552
Issuances of common stock 42,092 21,046 190,592 — 211,638
Stock issuance costs — — (10,079) — (10,079)
Net loss — — — (49,876) (49,876)
Preferred stock accretion — — — (2,917) (2,917)
Payment of preferred dividends — — — (7,210) (7,210)
Balance at June 30, 2020 232,580 $ 116,290 $ 1,092,662 $ 108,549 $ 1,317,501
Stock-based compensation (46) (22) 1,774 — 1,752
Income tax withholdings on equity awards (113) (58) (619) — (677)
Stock issuance costs — — (6) — (6)
Net loss — — — (126,492) (126,492)
Payment of preferred dividends — — — (4,398) (4,398)
Balance at September 30, 2020 232,421 $ 116,210 $ 1,093,811 $ (22,341) $ 1,187,680
Balance at January 1, 2021 232,415 $ 116,206 $ 1,095,384 $ 55,183 $ 1,266,773
Stock-based compensation (4) — 1,690 — 1,690
Stock issuance costs — — (30) — (30)
Net loss — — — (134,125) (134,125)
Payment of preferred dividends — — — (4,315) (4,315)
Balance at March 31, 2021 232,411 $ 116,206 $ 1,097,044 $ (83,257) $ 1,129,993
Stock-based compensation 472 235 1,564 — 1,799
Income tax withholdings on equity awards (33) (16) (182) — (198)
Stock issuance costs — — (126) — (126)
Net loss — — — (179,695) (179,695)
Payment of preferred dividends — — — (4,363) (4,363)
Balance at June 30, 2021 232,850 $ 116,425 $ 1,098,300 $ (267,315) $ 947,410
Stock-based compensation 298 149 1,653 — 1,802
Income tax withholdings on equity awards (223) (112) (1,102) — (1,214)
Net loss — — — (288,306) (288,306)
Payment of preferred dividends — — — (4,411) (4,411)
Balance at September 30, 2021 232,925 $ 116,462 $ 1,098,851 $ (560,032) $ 655,281


	Common Shares	Common Stock- Par Value		Additional Paid-in Capital		Accumulated Earnings (Deficit)		Total
	(In thousands)

Balance at January 1, 2021	232,415	$	116,206	$	1,095,384	$	55,183	$	1,266,773
Stock-based compensation	(4)	—		1,690		—		1,690

Stock issuance costs	—	—		(30)		—		(30)
Net loss	—	—		—		(134,125)		(134,125)
Payment of preferred dividends	—	—		—		(4,315)		(4,315)
Balance at March 31, 2021	232,411	$	116,206	$	1,097,044	$	(83,257)	$	1,129,993













Balance at January 1, 2022	232,925	$	116,462	$	1,100,359	$	(204,042)	$	1,012,779
Stock-based compensation	(5)	(2)		1,479		—		1,477


Net loss	—	—		—		(111,424)		(111,424)
Payment of preferred dividends	—	—		—		(4,315)		(4,315)
Balance at March 31, 2022	232,920	$	116,460	$	1,101,838	$	(319,781)	$	898,517

The accompanying notes are an integral part of these statements.

COMSTOCK RESOURCES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)


		Nine Months Ended September 30,					Three Months Ended March 31,
		2021		2020			2022		2021
		(In thousands)					(In thousands)
CASH FLOWS FROM OPERATING ACTIVITIES:	CASH FLOWS FROM OPERATING ACTIVITIES:					CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	Net loss	$	(602,126)	$	(134,340)	Net loss	$	(111,424)	$	(134,125)
Adjustments to reconcile net loss to net cash provided by operating activities:	Adjustments to reconcile net loss to net cash provided by operating activities:					Adjustments to reconcile net loss to net cash provided by operating activities:
Deferred income taxes	Deferred income taxes	(84,942)		(46,443)		Deferred income taxes	(24,788)		(30,150)
Exploration		—		27

Gain on sale of assets	Gain on sale of assets	(93)		(16)		Gain on sale of assets	(2)		(70)
Depreciation, depletion and amortization	Depreciation, depletion and amortization	359,313		312,828		Depreciation, depletion and amortization	106,728		109,128
Loss on derivative financial instruments	Loss on derivative financial instruments	756,026		71,978		Loss on derivative financial instruments	437,493		21,749
Cash settlements of derivative financial instruments	Cash settlements of derivative financial instruments	(145,262)		132,725		Cash settlements of derivative financial instruments	(117,186)		(8,677)
Amortization of debt discount and issuance costs	Amortization of debt discount and issuance costs	17,587		24,231		Amortization of debt discount and issuance costs	4,225		8,489
Stock-based compensation	Stock-based compensation	5,291		4,734		Stock-based compensation	1,495		1,690
Loss on early retirement of debt	Loss on early retirement of debt	352,599		861		Loss on early retirement of debt	—		238,539
(Increase) decrease in accounts receivable	(Increase) decrease in accounts receivable	(97,379)		79,382		(Increase) decrease in accounts receivable	28,125		(7,032)
Decrease in other current assets	Decrease in other current assets	850		8,291		Decrease in other current assets	1,406		4,778
Increase (decrease) in accounts payable and accrued expenses		56,689		(64,303)
Decrease in accounts payable and accrued expenses						Decrease in accounts payable and accrued expenses	(42,033)		(11,047)
Net cash provided by operating activities	Net cash provided by operating activities	618,553		389,955		Net cash provided by operating activities	284,039		193,272
CASH FLOWS FROM INVESTING ACTIVITIES:	CASH FLOWS FROM INVESTING ACTIVITIES:					CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures	Capital expenditures	(508,051)		(332,628)		Capital expenditures	(213,277)		(165,751)

Proceeds from sales of assets	Proceeds from sales of assets	261		283		Proceeds from sales of assets	45		200
Net cash used for investing activities	Net cash used for investing activities	(507,790)		(332,345)		Net cash used for investing activities	(213,232)		(165,551)
CASH FLOWS FROM FINANCING ACTIVITIES:	CASH FLOWS FROM FINANCING ACTIVITIES:					CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings on bank credit facility	Borrowings on bank credit facility	275,000		157,000		Borrowings on bank credit facility	95,000		145,000
Repayments on bank credit facility	Repayments on bank credit facility	(350,000)		(907,000)		Repayments on bank credit facility	(180,000)		(95,000)
Issuance of Senior Notes	Issuance of Senior Notes	2,222,500		751,500		Issuance of Senior Notes	—		1,257,500
Retirement of Senior Notes	Retirement of Senior Notes	(2,210,626)		—		Retirement of Senior Notes	—		(1,263,651)
Issuance of common stock		—		206,626
Redemption of Series A Preferred Stock		—		(210,000)

Preferred stock dividends paid	Preferred stock dividends paid	(13,089)		(21,180)		Preferred stock dividends paid	(4,315)		(4,315)
Debt and stock issuance costs	Debt and stock issuance costs	(35,567)		(24,128)		Debt and stock issuance costs	—		(20,092)
Income tax withholdings on equity awards	Income tax withholdings on equity awards	(1,412)		(692)		Income tax withholdings on equity awards	(18)		—
Net cash used for financing activities		(113,194)		(47,874)
Net cash provided by (used for) financing activities						Net cash provided by (used for) financing activities	(89,333)		19,442
Net increase (decrease) in cash and cash equivalents	Net increase (decrease) in cash and cash equivalents	(2,431)		9,736		Net increase (decrease) in cash and cash equivalents	(18,526)		47,163
Cash and cash equivalents, beginning of period	Cash and cash equivalents, beginning of period	30,272		18,532		Cash and cash equivalents, beginning of period	30,663		30,272
Cash and cash equivalents, end of period	Cash and cash equivalents, end of period	$	27,841	$	28,268	Cash and cash equivalents, end of period	$	12,137	$	77,435

The accompanying notes are an integral part of these statements.

COMSTOCK RESOURCES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

~~September 30, 2021~~March 31, 2022

(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 ~~September 30, 2021,~~March 31, 2022, and the related results of operations and cash flows for the periods being presented. Net income and comprehensive income 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, ~~2020.~~2021.

The results of operations for the period through ~~September 30, 2021~~March 31, 2022 are not necessarily an indication of the results expected for the full year.

Property and Equipment

The Company follows the successful efforts method of accounting for its oil and natural gas properties. Costs incurred to acquire oil and gas leasehold are capitalized.

The Company assesses the need for an impairment of the capitalized costs for its proved oil and gas properties on a property basis. No impairments were recognized to adjust the carrying value of the Company's proved oil and gas properties during any of the periods presented. Unproved oil and gas properties are also periodically assessed and any impairment in value is charged to expense. The costs related to unproved properties are transferred to proved oil and gas properties and amortized on an equivalent unit-of-production basis when they are reflected in proved oil and natural gas reserves. Exploratory drilling costs are initially capitalized as proved property but charged to expense if and when the well is determined not to have found commercial quantities of proved oil and gas reserves. Exploratory drilling costs are evaluated within a one-year period after the completion of drilling.

The Company determines the fair values of its oil and gas properties using a discounted cash flow model and proved and risk-adjusted probable oil and natural gas 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 oil and natural gas prices, production costs, capital expenditures, and future production as well as estimated proved oil and gas reserves and risk-adjusted probable oil and natural gas reserves. Management's oil and natural gas 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 oil and gas 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 oil and gas reserves, results of future drilling activities, future prices for oil and natural gas, 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 ~~September 30, 2021~~March 31, 2022 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 ~~$6.8~~$6.9 million related to its corporate office lease, certain office equipment and leased vehicles used in oil and gas operations 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 oil and natural gas reserves and the related rights to use the land associated with those leases are reflected as oil and gas properties.

Comstock contracts for a variety of equipment used in its oil and natural gas 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 oil and natural gas, and the overall operating and economic environment. Accordingly, Comstock ~~accordingly~~ manages the terms of its contracts for drilling rigs and completions equipment so as to allow for maximum flexibility in responding to these changing conditions. The Company's completion contracts do not qualify as leases. The Company's rig contracts are presently either for periods of less than one year, or they are on terms that provide for cancellation with 45 days advance notice without a specified expiration date. Accordingly, the Company has elected not to recognize right-of-use lease assets for these rig contracts. The costs associated with drilling rig operations are accounted for under the successful efforts method, which generally require that these costs be capitalized as part of our proved oil and natural gas 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 ended March 31, 2022 and ~~nine months ended September 30,~~ 2021 ~~and 2020~~ were as follows:


		Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended March 31,
		2021		2020		2021		2020			2022		2021
		(In thousands)									(In thousands)
Operating lease cost included in general and administrative expense	Operating lease cost included in general and administrative expense	$	435	$	422	$	1,299	$	1,249	Operating lease cost included in general and administrative expense	$	435	$	429
Operating lease cost included in lease operating expense	Operating lease cost included in lease operating expense	218		229		640		578		Operating lease cost included in lease operating expense	270		232
Short-term lease cost (drilling rig costs included in proved oil and gas properties)	Short-term lease cost (drilling rig costs included in proved oil and gas properties)	8,239		7,324		27,482		26,605		Short-term lease cost (drilling rig costs included in proved oil and gas properties)	11,035		11,458
		$	8,892	$	7,975	$	29,421	$	28,432		$	11,740	$	12,119

Cash payments for operating leases associated with right-of-use assets included in cash provided by operating activities were $0.7 million ~~in each of~~for the three months ended ~~September 30,~~March 31, 2022 and 2021.

As of March 31, 2022 and December 31, 2021, the operating leases had a weighted-average term of 2.5 years and ~~2020,~~2.7 years, respectively, and ~~$1.9 million and $1.8 million~~the weighted-average discount rate used to determine the present value of future operating lease payments was 2.7%. As of March 31, 2022, the Company also had expected future payments for ~~the nine months ended September 30, 2021 and 2020, respectively.~~contracted drilling services of $11.6 million.

As of ~~September 30, 2021,~~March 31, 2022, expected future payments related to contracts that contain operating leases were as follows:

(In thousands)
October 1 to December 31, 2021 $ 552
2022 2,522
2023 2,188
2024 1,862
2025 3
Total lease payments 7,127
Imputed interest (285)
Total lease liability $ 6,842

The weighted average term of these operating leases was 3.0 years and the weighted average interest rate used in lease computations was 2.7%. As of September 30, 2021, the Company also had expected future payments for contracted drilling services of $4.3 million.


	(In thousands)
April 1 to December 31, 2022	$	2,135
2023	2,673
2024	2,321
2025	67
2026	1
Total lease payments	7,197
Imputed interest	(246)
Total lease liability	$	6,951

Accrued Costs

Accrued costs at ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021 consisted of the following:


		As of September 30, 2021		As of December 31, 2020			As of
		(In thousands)					March 31, 2022		December 31, 2021
							(In thousands)
Accrued drilling costs						Accrued drilling costs	$	34,494	$	19,995
Accrued interest payable	Accrued interest payable	$	28,956	$	67,265	Accrued interest payable	26,643		60,305
Accrued transportation costs	Accrued transportation costs	24,703		25,353		Accrued transportation costs	21,119		22,859
Accrued capital expenditures		21,938		24,959
Accrued income and other taxes	Accrued income and other taxes	12,595		2,168		Accrued income and other taxes	12,233		15,655
Accrued ad valorem taxes		9,000		—

Accrued employee compensation	Accrued employee compensation	6,518		7,519		Accrued employee compensation	4,573		12,320
Accrued lease operating expenses	Accrued lease operating expenses	2,685		3,466		Accrued lease operating expenses	2,783		2,036
Other	Other	2,727		2,289		Other	1,477		1,856
		$	109,122	$	133,019		$	103,322	$	135,026

Reserve for Future Abandonment Costs

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

Nine Months Ended
September 30,
2021 2020
(In thousands)
Reserve for future abandonment costs at beginning of period $ 19,290 $ 18,151
New wells placed on production 1,666 451
Liabilities settled and assets disposed of (6) (80)
Accretion expense 917 880
Reserve for future abandonment costs at end of period $ 21,867 $ 19,402


	Three Months Ended March 31,
	2022		2021
	(In thousands)
Reserve for future abandonment costs at beginning of period	$	25,673	$	19,290
New wells placed on production	381		328


Accretion expense	362		297
Reserve for future abandonment costs at end of period	$	26,416	$	19,915

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, except for certain basis swaps, are tied to the Henry Hub-NYMEX price ~~index and all of its crude oil derivative financial instruments are tied to the WTI-NYMEX index price.~~ index.

The Company had the following oil and natural gas price derivative financial instruments at ~~September 30, 2021:~~March 31, 2022:


		Future Production Period								Future Production Period
		Three Months Ending December 31, 2021		Year Ending December 31, 2022		Year Ending December 31, 2023	Total			Nine Months Ending December 31, 2022		Year Ending December 31, 2023	Total
Natural Gas Swap Contracts:	Natural Gas Swap Contracts:								Natural Gas Swap Contracts:
Volume (MMBtu)	Volume (MMBtu)	51,520,000	(1)	77,500,000		—	129,020,000		Volume (MMBtu)	88,000,000		—		88,000,000
Average Price per MMBtu	Average Price per MMBtu	$2.53	(1)	$2.76		—	$2.66		Average Price per MMBtu	$2.68				$2.68
Natural Gas Collar Contracts:	Natural Gas Collar Contracts:								Natural Gas Collar Contracts:
Volume (MMBtu)	Volume (MMBtu)	37,410,000		140,925,000		6,750,000	185,085,000		Volume (MMBtu)	104,925,000		128,925,000		233,850,000
Price per MMBtu:
Average Price per MMBtu:									Average Price per MMBtu:
Average Ceiling	Average Ceiling	$3.05		$3.91		$4.03	$3.74		Average Ceiling	$3.88		$9.85		$7.17
Average Floor	Average Floor	$2.48		$2.62		$2.67	$2.60		Average Floor	$2.62		$2.98		$2.82

Natural Gas Swaptions Contracts:
Volume (MMBtu)		—		43,800,000	(2)	—	43,800,000	(2)
Average Price per MMBtu		—		2.51	(2)	—	$2.51	(2)

Natural Gas Basis Swap Contracts:	Natural Gas Basis Swap Contracts:								Natural Gas Basis Swap Contracts:
Volume (MMBtu)	Volume (MMBtu)	3,680,000	(3)	10,950,000	(3)	—	14,630,000	(3)	Volume (MMBtu)	8,250,000	(1)	—		8,250,000	(1)
Average Price per MMBtu	Average Price per MMBtu	($0.12)		($0.16)		—	($0.15)		Average Price per MMBtu	($0.16)				($0.16)
Crude Oil Collar Contracts:
Volume (Bbls)		138,000		—		—	138,000
Price per Bbl:
Average Ceiling		$51.67		—		—	$51.67
Average Floor		$41.67		—		—	$41.67

_____________________________

(1)For the three months ending December 31, 2021, natural gas price swap contracts include 11,040,000 MMBtu at an average price of $2.51 that are part of certain natural gas price swaption contracts which include a call to extend the price swap by the counterparty as described in (2) below.

~~(2)~~The counterparties have the right to exercise a call option to enter into a price swap with the Company on 43,800,000 MMBtu in 2022 at an average price $2.51. The call option was exercised for 36,500,000 MMBtu at an average price of $2.52 on October 29, 2021 and the call option on 7,300,000 MMBtu at an average price of $2.50 expires on November 26, 2021.

~~(3)~~Contracts fix the ~~differential~~differentials between NYMEX Henry Hub and the ~~Houston Ship Channel~~Columbia Gulf Mainline indices.

The Company has interest rate swap agreements that fix LIBOR at 0.33% for $500.0 million of its floating rate long-term debt. These contracts settle monthly through April 2023. The fair value of these contracts was a net liability of $0.9 million at September 30, 2021.

~~None of the Company's derivative contracts were designated as cash flow hedges.~~ The aggregate fair value of the Company's derivative instruments are presented on a gross basis in the accompanying consolidated balance sheets. The classification of derivative financial instruments between assets and liabilities, consists of the following:


									As of
Type	Type	Consolidated Balance Sheet Location	September 30, 2021		December 31, 2020		Type	Consolidated Balance Sheet Location	March 31, 2022		December 31, 2021
			(in thousands)						(In thousands)
Asset Derivative Financial Instruments:	Asset Derivative Financial Instruments:						Asset Derivative Financial Instruments:
Natural gas price derivatives	Natural gas price derivatives	Derivative Financial Instruments – current	$	23,815	$	8,913	Natural gas price derivatives	Derivative Financial Instruments – current	$	2,601	$	4,528
Oil price derivatives	Oil price derivatives	Derivative Financial Instruments – current	2,577		—		Oil price derivatives	Derivative Financial Instruments – current	—		730
			$	26,392	$	8,913			$	2,601	$	5,258

Natural gas price derivatives	Natural gas price derivatives	Derivative Financial Instruments – long-term	$	236	$	661	Natural gas price derivatives	Derivative Financial Instruments – long-term	$	10,008	$	—
Interest rate derivatives		Derivative Financial Instruments – long-term	106		—

			$	342	$	661

Liability Derivative Financial Instruments:	Liability Derivative Financial Instruments:						Liability Derivative Financial Instruments:
Natural gas price derivatives	Natural gas price derivatives	Derivative Financial Instruments – current	$	620,408	$	45,158	Natural gas price derivatives	Derivative Financial Instruments – current	$	513,645	$	181,215
Oil price derivatives	Oil price derivatives	Derivative Financial Instruments – current	5,739		831		Oil price derivatives	Derivative Financial Instruments – current	—		730
Interest rate derivatives		Derivative Financial Instruments – current	1,019		1,016

			$	627,166	$	47,005			$	513,645	$	181,945

Natural gas price derivatives	Natural gas price derivatives	Derivative Financial Instruments – long-term	$	50,127	$	1,308	Natural gas price derivatives	Derivative Financial Instruments – long-term	$	—	$	4,042

Interest rate derivatives		Derivative Financial Instruments – long-term	—		1,056
			$	50,127	$	2,364

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:


Gain (Loss) on Derivatives Recognized in Earnings	Gain (Loss) on Derivatives Recognized in Earnings	Three Months Ended September 30,				Nine Months Ended September 30,				Gain (Loss) on Derivatives Recognized in Earnings	Three Months Ended March 31,
		2021		2020		2021		2020			2022		2021
		(In thousands)									(In thousands)
Natural gas price derivatives	Natural gas price derivatives	$	(509,777)	$	(120,706)	$	(748,499)	$	(82,872)	Natural gas price derivatives	$	(437,493)	$	(18,877)
Oil price derivatives	Oil price derivatives	(287)		(989)		(7,820)		13,529		Oil price derivatives	—		(3,544)
Interest rate derivatives	Interest rate derivatives	(255)		116		293		(2,635)		Interest rate derivatives	—		672
		$	(510,319)	$	(121,579)	$	(756,026)	$	(71,978)		$	(437,493)	$	(21,749)

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 ~~$1.8~~$1.5 million and $1.7 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 ~~each of~~ the three months ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020, and $5.3 million and $4.7 million for the nine months ended September 30, 2021 and 2020,~~ respectively.

As of ~~September 30, 2021,~~March 31, 2022, Comstock had ~~952,971~~943,386 shares of unvested restricted stock outstanding at a weighted average grant date fair value of $5.74 per share. Total unrecognized compensation cost related to unvested restricted stock grants of ~~$4.7~~$3.1 million as of ~~September 30, 2021~~March 31, 2022 is expected to be recognized over a period of ~~1.9~~1.6 years.

As of ~~September 30, 2021,~~March 31, 2022, Comstock had 1,049,910 PSUs outstanding at a weighted average grant date fair value of $8.11 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 2,099,820 shares of common stock. Total unrecognized compensation cost related to these grants of ~~$4.2~~$2.7 million as of ~~September 30, 2021~~March 31, 2022 is expected to be recognized over a period of ~~1.8~~1.5 years.

Revenue Recognition

Comstock produces oil and natural gas and reports revenues separately for each of these 2 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. Payment is reasonably assured upon delivery of production. All sales 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 oil and natural gas 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 oil and natural gas routinely fluctuate based on changes in these factors. Each unit of production (barrel of crude oil and thousand cubic feet of natural gas) 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 crude oil and natural gas, 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. 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 revenue received have not been significant. The amount of oil or natural gas 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 ~~September 30, 2021.~~March 31, 2022. Sales of oil and natural gas generally occur at or near the wellhead. When sales of oil and gas occur at locations other than the wellhead, the Company accounts for costs incurred to transport the production to the delivery point as gathering and transportation expenses. The Company recognized accounts receivable of ~~$213.7~~$198.3 million as of ~~September 30, 2021~~March 31, 2022 from customers for contracts where performance obligations have been satisfied and an unconditional right to consideration exists.

Credit Losses

Substantially all of the Company's accounts receivable are due from either purchasers of oil and gas or participants in oil and gas wells for which the Company serves as the operator. Generally, operators of oil and gas wells have the right to offset future revenues against unpaid charges related to operated wells. Oil and gas sales are generally unsecured. Comstock assesses the ~~collectibility~~collectability of its receivables based upon their age, the credit quality of the purchaser or participant and the potential for revenue offset. The Company has not had any significant credit losses in the past and believes its accounts receivable are fully collectible. Accordingly, no0 allowance for doubtful accounts has been recorded for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 and ~~2020.~~2021.

Income Taxes

Deferred income taxes are provided to reflect the future tax consequences or benefits of differences between the tax basis of assets and liabilities and their reported amounts in the financial statements using enacted tax rates.

In recording deferred income tax assets, the Company considers whether it is more likely than not that its deferred income tax assets will be realized in the future. The ultimate realization of deferred income tax assets is dependent upon the generation of future taxable income during the periods in which those deferred income tax assets would be deductible. The Company believes that after considering all the available objective evidence, historical and prospective, with greater weight given to historical evidence, management is not able to determine that it is more likely than not that all of its deferred tax assets will be realized. As a result, the Company established valuation allowances for its deferred tax assets and U.S. federal and state net operating loss carryforwards that are not expected to be utilized due to the uncertainty of generating taxable income prior to the expiration of the carryforward periods. The Company will continue to assess the valuation allowances against deferred tax assets considering all available information obtained in future periods.

The following is an analysis of the consolidated income tax benefit (provision):


		Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended March 31,
		2021		2020		2021		2020			2022		2021
		(In thousands)									(In thousands)

Current - Federal										Current - Federal	$	3,961	$	—
Current - State	Current - State	$	(7,637)	$	(67)	$	(10,774)	$	(216)	Current - State	2,460		(136)
Deferred - Federal	Deferred - Federal	12,971		35,645		105,934		37,662		Deferred - Federal	13,424		34,919
Deferred - State	Deferred - State	(29,310)		10,545		(20,992)		8,731		Deferred - State	11,777		(4,816)
		$	(23,976)	$	46,123	$	74,168	$	46,177		$	31,622	$	29,967

The difference between the federal statutory rate of 21% and the effective tax rate is due to the following:


		Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended March 31,
		2021		2020		2021		2020			2022		2021
Tax at statutory rate	Tax at statutory rate	21.0	%	21.0	%	21.0	%	21.0	%	Tax at statutory rate	21.0	%	21.0	%
Tax effect of:	Tax effect of:									Tax effect of:
Change in Louisiana tax law		43.1		—		8.3		—

Valuation allowance on deferred tax assets	Valuation allowance on deferred tax assets	(58.3)		1.5		(13.3)		1.0		Valuation allowance on deferred tax assets	(3.6)		0.5
State income taxes, net of federal benefit	State income taxes, net of federal benefit	(14.0)		5.2		(4.7)		4.3		State income taxes, net of federal benefit	4.6		(3.0)
Nondeductible stock-based compensation	Nondeductible stock-based compensation	(0.9)		(1.0)		(0.3)		(0.8)		Nondeductible stock-based compensation	0.1		(0.2)
Other		—		—		—		0.1

Effective tax rate	Effective tax rate	(9.1)	%	26.7	%	11.0	%	25.6	%	Effective tax rate	22.1	%	18.3	%

The income tax provision for the three months ended September 30, 2021 is attributable to revisions to the estimated future utilization of federal and state net operating loss carryforwards resulting from the loss from derivative financial instruments that was recognized in the period.

The Company's federal income tax returns for the years subsequent to December 31, ~~2016~~2017 remain subject to examination. The Company's income tax returns in major state income tax jurisdictions remain subject to examination for various periods subsequent to December 31, ~~2013.~~2018. The Company currently believes that all other significant filing positions are highly certain and that all of its other significant income tax positions and deductions would be sustained under audit or the final resolution would not have a material effect on the consolidated financial statements. Therefore, the Company has not established any significant reserves for uncertain tax positions.

Fair Value Measurements

The Company holds or has held certain financial assets and liabilities that are required to be measured at fair value. These include cash and cash equivalents held in bank accounts and derivative financial instruments. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. A three-level hierarchy is followed for disclosure to show the extent and level of judgment used to estimate fair value measurements:

Level 1 — Inputs used to measure fair value are unadjusted quoted prices that are available in active markets for the identical assets or liabilities as of the reporting date.

Level 2 — Inputs used to measure fair value, other than quoted prices included in Level 1, are either directly or indirectly observable as of the reporting date through correlation with market data, including quoted prices for similar assets and liabilities in active markets and quoted prices in markets that are not active. Level 2 also includes assets and liabilities that are valued using models or other pricing methodologies that do not require significant judgment since the input assumptions used in the models, such as interest rates and volatility factors, are corroborated by readily observable data from actively quoted markets for substantially the full term of the financial instrument.

Level 3 — Inputs used to measure fair value are unobservable inputs that are supported by little or no market activity and reflect the use of significant management judgment. These values are generally determined using pricing models for which the assumptions utilize management's estimates of market participant assumptions.

The Company's natural gas price swap agreements, basis swap agreements, interest rate swap agreements and its crude oil and natural gas price collars were not traded on a public exchange, and their value is determined utilizing a discounted cash flow model based on inputs that are readily available in public markets and, accordingly,During 2021, the ~~valuation of these derivative financial instruments, is categorized as a Level 2 measurement. The Company's~~Company had natural gas swaption agreements ~~are~~that were measured at fair value using a ~~third-party~~third party pricing service, categorized as a Level 3 measurement.

The following is a reconciliation of the beginning and ending balances for derivative instruments ~~classified as~~using Level 3 measurements in the fair value hierarchy:

Nine Months Ended
September 30,
2021 2020
(In thousands)
Balance at beginning of year $ (22,588) $ 4,351
Total unrealized loss included in earnings (1)
(113,018) (27,450)
Settlements, net (1)
21,881 (33,143)
Transfers out of Level 3 (6,418) —
Balance at end of period $ (120,143) $ (56,242)

~~_____________________________~~

~~(1)Unrealized gains and losses and net settlements are reported as part of loss from derivative financial instruments on the accompanying consolidated statements of operations.~~


	Three Months Ended March 31, 2021
	(In thousands)
Balance at beginning of year	$	(22,588)
Total loss included in earnings	9,712
Settlements, net	1,919
Transfers out of Level 3	(6,418)
Balance at end of period	$	(17,375)

Fair Values – Reported

The following presents the carrying amounts and the fair values of the Company's financial instruments as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020:~~2021:


											As of
		September 30, 2021				December 31, 2020					March 31, 2022				December 31, 2021
		Carrying Value		Fair Value		Carrying Value		Fair Value			Carrying Value		Fair Value		Carrying Value		Fair Value
Assets:	Assets:	(In thousands)								Assets:	(In thousands)
Derivative financial instruments (1)		$	26,734	$	26,734	$	9,574	$	9,574
Commodity-based derivatives (1)										Commodity-based derivatives (1)	$	12,609	$	12,609	$	5,258	$	5,258
Liabilities:	Liabilities:									Liabilities:
Derivative financial instruments (1)		$	677,293	$	677,293	$	49,369	$	49,369
Commodity-based derivatives (1)										Commodity-based derivatives (1)	$	513,645	$	513,645	$	185,987	$	185,987
Bank credit facility (2)	Bank credit facility (2)	$	425,000	$	425,000	$	500,000	$	500,000	Bank credit facility (2)	$	150,000	$	150,000	$	235,000	$	235,000
7.50% senior notes due 2025 (3)	7.50% senior notes due 2025 (3)	$	194,339	$	253,871	$	473,728	$	628,691	7.50% senior notes due 2025 (3)	$	199,758	$	248,066	$	196,998	$	248,066
9.75% senior notes due 2026 (3)		$	—	$	—	$	1,577,824	$	1,769,625

6.75% senior notes due 2029 (3)	6.75% senior notes due 2029 (3)	$	1,257,067	$	1,348,438	$	—	$	—	6.75% senior notes due 2029 (3)	$	1,256,685	$	1,287,500	$	1,256,874	$	1,337,500
5.875% senior notes due 2030 (3)	5.875% senior notes due 2030 (3)	$	965,000	$	1,007,219	$	—	$	—	5.875% senior notes due 2030 (3)	$	965,000	$	950,525	$	965,000	$	989,125

_____________________________

(1)The Company's ~~natural gas price swaps and basis swap agreements, its interest rate swap agreements and its crude oil and natural gas price collars~~commodity-based derivatives are classified as Level 2 and measured at fair value ~~using a market approach~~ using third party pricing services and other active markets or broker quotes that are readily available in the public markets. The Company's natural gas swaption contracts provide the counterparty the right, but not the obligation, to extend terms of an existing swap on predetermined dates. Due to subjectivity of the inputs used to value the counterparty rights in the contracts, these contracts are classified as Level 3 in the fair value hierarchy.

(2)The carrying value of our floating rate debt outstanding approximates fair value.

(3)The fair value of the Company's fixed rate debt was based on quoted prices as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, respectively, a Level 1 measurement.

Earnings Per Share

Unvested restricted stock containing non-forfeitable rights to dividends are included in common stock outstanding and are considered to be participating securities and included in the computation of basic and diluted earnings per share pursuant to the two-class method. At ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, 943,386 and 952,971 ~~and 1,038,006~~ shares of restricted stock, respectively, are included in common stock outstanding as such shares have a non-forfeitable right to participate in any dividends that might be declared and have the right to vote on matters submitted to the Company's stockholders.

Weighted average shares of unvested restricted stock outstanding were as follows:

Three Months Ended
September 30, Nine Months Ended
September 30,
2021 2020 2021 2020
(in thousands)
Unvested restricted stock 1,148 1,285 1,092 1,185


	Three Months Ended March 31,
	2022	2021
	(In thousands)
Unvested restricted stock	947	1,035

PSUs represent the right to receive a number of shares of the Company's common stock that may range from zero to up to 2 times the number of PSUs granted on the award date based on the achievement of certain performance measures during a performance period. The number of potentially dilutive shares related to PSUs is based on the number of shares, if any, which would be issuable at the end of the respective period, assuming that date was the end of the performance period. The treasury stock method is used to measure the dilutive effect of PSUs.

Weighted average unearned PSUs outstanding were as follows:


		Three Months Ended September 30,		Nine Months Ended September 30,			Three Months Ended March 31,
		2021	2020	2021	2020		2022	2021
		(In thousands, except per unit amounts)					(In thousands, except per unit amounts)
Weighted average PSUs	Weighted average PSUs	1,204	1,136	1,178	1,014	Weighted average PSUs	1,050	1,136
Weighted average grant date fair value per unit	Weighted average grant date fair value per unit	$8.11	$9.33	$8.11	$9.33	Weighted average grant date fair value per unit	$8.11	$9.33

~~The Company redeemed all of the shares of Series A Convertible Preferred Stock on May 19, 2020.~~ The Series B Convertible Preferred Stock became convertible into an aggregate of 43,750,000 shares of common stock on July 16, 2020 at a conversion price of $4.00 per share. The dilutive effect of preferred stock is computed using the if-converted method as if conversion of the preferred shares had occurred at the earlier of the date of issuance or the beginning of the period. ~~Weighted average shares of convertible preferred stock outstanding were as follows:~~

Three Months Ended
September 30, Nine Months Ended
September 30,
2021 2020 2021 2020
(In thousands)
Weighted average convertible preferred stock 43,750 43,750 43,750 70,575

None of the Company's participating securities participate in losses and as such are excluded from the computation of basic earnings per share during periods of net losses.

Basic and diluted per share amounts are the same for the three months ended March 31, 2022 and ~~nine months ended September 30,~~ 2021, ~~and 2020~~respectively, due to the net losses in the periods.

Supplementary Information with Respect to the Consolidated Statements of Cash Flows

Cash payments made for interest and income taxes and other non-cash investing activities for the ~~nine~~three months ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020,~~ respectively, were as follows:


		Nine Months Ended September 30,					Three Months Ended March 31,
		2021		2020			2022		2021
		(In thousands)					(In thousands)
Cash payments for:	Cash payments for:					Cash payments for:
Interest payments	Interest payments	$	206,170	$	145,125	Interest payments	$	75,928	$	97,990

Non-cash investing activities include:	Non-cash investing activities include:					Non-cash investing activities include:
Increase (decrease) in accrued capital expenditures		$	(3,021)	$	16,771
Increase in accrued capital expenditures						Increase in accrued capital expenditures	$	14,499	$	1,880
Liabilities assumed in exchange for right-of-use lease assets	Liabilities assumed in exchange for right-of-use lease assets	$	5,562	$	1,675	Liabilities assumed in exchange for right-of-use lease assets	$	1,089	$	4,791

Non-cash financing activities include:
Retirement of debt in exchange for common stock		$	—	$	(4,151)
Issuance of common stock in exchange for debt		$	—	$	5,012

(2) EXPLORATORY WELL COSTS

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 oil and gas reserves, it is impaired or it is sold. The changes in capitalized exploratory well costs are as follows:


	Three Months Ended March 31,
	2022
	(In thousands)
Beginning capitalized exploratory project costs	$	6,966
Additions to exploratory project costs pending the determination of proved reserves	11,557



Ending capitalized exploratory project costs	$	18,523

As of March 31, 2022 and December 31, 2021, the Company had no exploratory wells for which costs have been capitalized for a period greater than one year.

~~(2)~~(3) LONG-TERM DEBT

At ~~September 30, 2021,~~March 31, 2022, long-term debt was comprised of the following:


	(In thousands)
7.50% Senior Notes due 2025:
Principal	$	244,400
Discount, net of amortization	~~(50,061)~~(44,642)
6.75% Senior Notes due 2029:
Principal	1,250,000
Premium, net of amortization	~~7,067~~6,685
5.875% Senior Notes due 2030:
Principal	965,000
Bank Credit Facility:
Principal	~~425,000~~150,000
Debt issuance costs, net of amortization	~~(40,094)~~(36,983)
	$	~~2,801,312~~2,534,460

As of ~~September 30, 2021,~~March 31, 2022, the Company had ~~$425.0~~$150.0 million outstanding under a bank credit facility with a $1.4 billion committed borrowing base which is re-determined on a semi-annual basis and upon the occurrence of certain other events and matures on July 16, 2024. Borrowings under the bank credit facility are secured by substantially all of the assets of the Company and its subsidiaries and bear interest at the Company's option, at either LIBOR plus 2.25% to 3.25% or a base rate plus 1.25% to 2.25%, in each case depending on the utilization of the borrowing base. The Company also pays a commitment fee of 0.375% to 0.5% on the unused portion of the borrowing base. The bank credit facility places certain restrictions upon the Company's and its subsidiaries' ability to, among other things, incur additional indebtedness, pay cash dividends, repurchase common stock, make certain loans, investments and divestitures and redeem the senior notes. The only financial covenants are the maintenance of a leverage ratio of less than 4.0 to 1.0 and an adjusted current ratio of at least 1.0 to 1.0. The Company was in compliance with the covenants as of ~~September 30, 2021.~~March 31, 2022.

OnIn March 4, 2021, the Company issued $1.25 billion principal amount of its 6.75% senior notes due 2029 ~~(the "2029 Notes")~~ in a private placement and received net proceeds after offering costs of $1.24 billion, which were used to repurchase a portion of the Company's ~~7.5%~~7.50% senior notes due 2025 ~~(the "2025 Notes")~~ and 9.75% senior notes due 2026 ~~(the "2026 Notes")~~ pursuant to a tender offer. ~~The 2029 Notes mature on March 1, 2029 and accrue interest at a rate of 6.75% per annum, payable semi-annually on March 1 and September 1 of each year.~~

Pursuant to the tender offer, Comstock repurchased $375.0 million principal amount of the 7.50% senior notes due 2025 ~~Notes~~ and $777.1 million principal amount of the 9.75% senior notes due 2026 ~~Notes~~ for an aggregate amount of $1.26 billion, which included premiums paid over face value of $97.9 million, accrued interest of $12.5 million and $1.1 million of costs related to the tender offer.

On June 28, 2021, the Company issued $965.0 million principal amount of its 5.875% senior notes due 2030 (the "2030 Notes") in a private placement and received net proceeds after offering costs of $949.5 million, which were used along with cash on hand to redeem all outstanding 2026 Notes. The 2030 Notes mature on January 15, 2030 and accrue interest at a rate of 5.875% per annum, payable semi-annually on January 15 and July 15 of each year.

On June 29, 2021, Comstock completed the redemption of all outstanding 2026 Notes for an aggregate amount of $978.6 million, which included premiums paid over face value of $74.0 million and accrued interest of $31.7 million.

As a result of the early retirement of the senior notes, ~~repurchased in the tender offer and the redemption of the 2026 Notes,~~ the Company recognized a loss of ~~$352.6 million on early retirement of debt for the nine months ended September 30, 2021.~~$238.5 million.

~~(3)~~

(4) CONVERTIBLE PREFERRED STOCK

~~In connection with the acquisition of Covey Park Energy LLC in 2019, the~~The Company ~~issued 210,000~~has 175,000 shares ~~of Series A Convertible Preferred Stock with a face value of $210.0 million and a fair value of $200.0 million as part of the consideration for the acquisition and sold 175,000 shares~~outstanding of Series B Convertible Preferred Stock, ~~for $175.0 million to~~which are held by its majority stockholder. On May 19, 2020, the Company redeemed the 210,000 outstanding shares of the Series A Convertible Preferred Stock for an aggregate redemption price of $210.0 million plus accrued and unpaid dividends of approximately $2.9 million. The holder of the Series B Convertible Preferred Stock is entitled to receive quarterly dividends at a rate of 10% per annum, which are paid in arrears. The holder of the Series B Convertible Preferred Stock may convert any or all shares of such preferred stock into shares of the Company's common stock at $4.00 per share, subject to adjustment pursuant to customary anti-dilution provisions. The Company has the right to redeem the Series B Convertible Preferred Stock at any time at face value plus accrued dividends. The Series B Convertible Preferred Stock is classified as mezzanine equity based on the majority stockholder's ability to control the terms of conversion to common stock.

~~(4)~~(5) COMMITMENTS AND CONTINGENCIES

In April 2021, the Company entered into a well stimulation agreement that extends to 2024 for exclusive use of a natural gas powered pressure pumping fleet. The minimum commitment under this contract is $19.2 million per year from 2022 through 2024.

From time to time, the Company is involved in certain litigation that arises in the normal course of its operations. The Company records a loss contingency for these matters when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. The Company does not believe the resolution of these matters will have a material effect on the Company's financial position, results of operations or cash flows and no material amounts are accrued relative to these matters at ~~September 30, 2021~~March 31, 2022 or ~~2020.~~2021.

~~(5)~~(6) RELATED PARTY TRANSACTIONS

Comstock operates oil and gas properties held by ~~a partnership~~partnerships owned by its majority stockholder. The Company charges the ~~partnership~~partnerships for the costs incurred to drill, complete and produce ~~the~~ wells, as well as drilling and operating overhead ~~fees that are charged other interest owners.~~fees. Comstock also provides natural gas marketing services to the ~~partnership,~~partnerships, including evaluating potential markets and providing hedging services, in return for a fee equal to $0.02 per Mcf for natural gas marketed. The Company received ~~$353 thousand~~$0.2 million and ~~$1.2~~$0.4 million for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021, ~~and $54 thousand and $433 thousand for the three and nine months ended September 30, 2020,~~ respectively, for drilling, operating and marketing services provided to the ~~partnership.~~partnerships.

In connection with the operation of the wells, the Company had a ~~$9.3~~$6.7 million and a $20.8 million receivable from the ~~partnership~~partnerships at ~~September 30,~~March 31, 2022 and December 31, 2021, ~~which is expected to be collected~~respectively.

(7) SUBSEQUENT EVENT

On April 14, 2022, the Company announced the early redemption of the remaining amount of its outstanding 7.50% senior notes due 2025 in ~~full~~the aggregate principal amount of $244.4 million on May 15, 2022. In accordance with the terms and conditions set forth in ~~November 2021.~~the indenture, the Company will pay the redemption price of 101.875% of the principal amount plus any accrued and unpaid interest. The Company ~~also had a $25.5 million receivable for the fair market value of oil~~expects to fund this redemption by using cash on hand and ~~natural gas price hedging contracts that were entered into with the partnership.~~

~~(6) SUBSEQUENT EVENTS~~

~~On October 6, 2021, the Company entered into an agreement to sell certain wells producing from the Bakken shale for $154 million in cash, subject to adjustment~~borrowings under its bank credit facility and ~~customary closing conditions. The sale is expected to close in the fourth quarter of 2021 and has an effective date of October 1, 2021. The Company~~ expects to recognize a pre-tax loss between ~~$150~~$47 million and ~~$160~~$49 million on the ~~divestiture.~~early retirement of debt.

1917

ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This report contains forward-looking statements that involve risks and uncertainties that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those anticipated in our forward-looking statements due to many factors. The following discussion should be read in conjunction with the consolidated financial statements and notes thereto included in this report and in our annual report filed on Form 10-K for the year ended December 31, ~~2020.~~2021.

Results of Operations


		Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended March 31,
		2021		2020		2021		2020			2022		2021
Net Production Data:	Net Production Data:	(In thousands except per unit amounts)								Net Production Data:	(In thousands except per unit amounts)
Natural gas (MMcf)	Natural gas (MMcf)	128,896		102,560		366,272		341,823		Natural gas (MMcf)	114,906		113,293
Oil (MBbls)	Oil (MBbls)	346		354		1,034		1,168		Oil (MBbls)	21		326
Natural gas equivalent (MMcfe)	Natural gas equivalent (MMcfe)	130,968		104,687		372,474		348,831		Natural gas equivalent (MMcfe)	115,035		115,246
Revenues:	Revenues:									Revenues:
Natural gas sales	Natural gas sales	$	488,303	$	168,374	$	1,133,783	$	547,975	Natural gas sales	$	522,957	$	323,960
Oil sales	Oil sales	22,873		9,637		61,571		35,449		Oil sales	1,884		16,525
Total oil and gas sales	Total oil and gas sales	$	511,176	$	178,011	$	1,195,354	$	583,424	Total oil and gas sales	$	524,841	$	340,485
Expenses:	Expenses:									Expenses:
Production and ad valorem taxes	Production and ad valorem taxes	$	16,675	$	9,798	$	36,468	$	27,768	Production and ad valorem taxes	$	13,820	$	9,652
Gathering and transportation	Gathering and transportation	$	35,402	$	22,422	$	96,596	$	77,423	Gathering and transportation	$	32,093	$	29,458
Lease operating	Lease operating	$	26,576	$	25,412	$	77,150	$	79,110	Lease operating	$	26,186	$	24,563
Depreciation, depletion and amortization	Depreciation, depletion and amortization	$	128,739	$	99,056	$	359,313	$	312,828	Depreciation, depletion and amortization	$	106,728	$	109,128
Exploration	Exploration	$	—	$	—	$	—	$	27	Exploration	$	1,021	$	—
Average Sales Price:	Average Sales Price:									Average Sales Price:
Natural gas (per Mcf)	Natural gas (per Mcf)	$	3.79	$	1.64	$	3.10	$	1.60	Natural gas (per Mcf)	$	4.55	$	2.86
Oil (per Bbl)	Oil (per Bbl)	$	66.11	$	27.20	$	59.55	$	30.35	Oil (per Bbl)	$	89.71	$	50.69
Average equivalent (Mcfe)	Average equivalent (Mcfe)	$	3.90	$	1.70	$	3.21	$	1.67	Average equivalent (Mcfe)	$	4.56	$	2.95
Expenses ($ per Mcfe):	Expenses ($ per Mcfe):									Expenses ($ per Mcfe):
Production and ad valorem taxes	Production and ad valorem taxes	$	0.13	$	0.09	$	0.09	$	0.08	Production and ad valorem taxes	$	0.12	$	0.08
Gathering and transportation	Gathering and transportation	$	0.27	$	0.21	$	0.26	$	0.22	Gathering and transportation	$	0.28	$	0.26
Lease operating	Lease operating	$	0.20	$	0.25	$	0.21	$	0.23	Lease operating	$	0.23	$	0.21
Depreciation, depletion and amortization	Depreciation, depletion and amortization	$	0.98	$	0.95	$	0.96	$	0.90	Depreciation, depletion and amortization	$	0.93	$	0.95

Revenues –

Oil and natural gas sales of ~~$511.2~~$524.8 million for the ~~third~~first quarter of ~~2021~~2022 increased by ~~$333.2~~$184.4 million ~~(187%~~(54%) as compared to ~~$178.0~~$340.5 million for the ~~third~~first quarter of ~~2020.~~2021. The increase was primarily due to higher prices received for our ~~oil and~~ natural gas production as well as higher natural gas production. Our natural gas production for the ~~third~~first quarter of ~~2021~~2022 increased ~~26%~~1% to ~~128.9~~114.9 billion cubic feet ("Bcf") ~~(1.4~~(1.3 Bcf per day), and was sold at an average price of ~~$3.79~~$4.55 per Mcf as compared to ~~102.6~~113.3 Bcf ~~(1.1~~(1.3 Bcf per day) sold at an average price of $1.64 per Mcf in the third quarter of 2020. Oil production of 346 MBbls (3,761 Bbls per day) was sold at an average price of $66.11 per Bbl in the third quarter of 2021 as compared to 354 MBbls (3,851 Bbls per day) sold at an average price of $27.20 per Bbl in the third quarter of 2020.

Oil and natural gas sales of $1.2 billion increased by $611.9 million (105%) for the nine months ended September 30, 2021 compared to $583.4 million for the nine months ended September 30, 2020, due primarily to higher prices received for our oil and natural gas production. Our natural gas production for the first nine months of 2021 was 366.3 Bcf (1.3 Bcf per day), which was sold at an average price of $3.10 per Mcf as compared to 341.8 Bcf (1.2 Bcf per day) sold at an average price of $1.60$2.86 per Mcf in the first ~~nine months~~quarter of ~~2020. Oil production~~2021. In October 2021, the Company sold its Bakken shale properties, which accounted for most of 1,034 Mbbls (3,788 Bbls per day) was sold at an average price of $59.55 per Bbl in the first nine months of 2021 as compared to 1,168 Mbbls (4,263 Bbls per day) sold at an average price of $30.35 per Bbl in the first nine months of 2020.its oil production.

2018

We utilize natural gas and oil price derivative financial instruments to manage our exposure to changes in prices of natural gas and oil and to protect returns on investment from our drilling activities. The following table presents our natural gas and oil prices before and after the effect of cash settlements of our derivative financial instruments:


		Three Months Ended Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended March 31,
		2021		2020		2021		2020			2022		2021
Average Realized Natural Gas Price:	Average Realized Natural Gas Price:									Average Realized Natural Gas Price:
Natural gas, per Mcf	Natural gas, per Mcf	$	3.79	$	1.64	$	3.10	$	1.60	Natural gas, per Mcf	$	4.55	$	2.86
Cash settlements on derivative financial instruments, per Mcf	Cash settlements on derivative financial instruments, per Mcf	(0.89)		$	0.31	$	(0.38)	$	0.36	Cash settlements on derivative financial instruments, per Mcf	(1.02)		(0.07)
Price per Mcf, including cash settlements on derivative financial instruments	Price per Mcf, including cash settlements on derivative financial instruments	$	2.90	$	1.95	$	2.72	$	1.96	Price per Mcf, including cash settlements on derivative financial instruments	$	3.53	$	2.79
Average Realized Oil Price:	Average Realized Oil Price:									Average Realized Oil Price:
Oil, per Bbl	Oil, per Bbl	$	66.11	$	27.20	$	59.55	$	30.35	Oil, per Bbl	$	89.71	$	50.69
Cash settlements on derivative financial instruments, per Bbl	Cash settlements on derivative financial instruments, per Bbl	(7.53)		6.32		(5.31)		9.49		Cash settlements on derivative financial instruments, per Bbl	—		(2.82)
Price per Bbl, including cash settlements on derivative financial instruments	Price per Bbl, including cash settlements on derivative financial instruments	$	58.58	$	33.52	$	54.24	$	39.84	Price per Bbl, including cash settlements on derivative financial instruments	$	89.71	$	47.87

Costs and Expenses –

Our production and ad valorem taxes in~~creased $6.9~~increased $4.2 million ~~(70%~~(43%) to ~~$16.7 million for the third quarter of 2021 from $9.8 million in the third quarter of 2020. Production and ad valorem taxes increased $8.7 million (31%) to $36.5~~$13.8 million for the first ~~nine months~~quarter of ~~2021~~2022 from ~~$27.8~~$9.7 million in the first ~~nine months~~quarter of ~~2020.~~2021. The increase was primarily related to ~~the~~ higher ~~oil and~~ natural gas ~~prices~~sales in ~~2021.~~2022.

Gathering and transportation costs for the ~~third~~first quarter of ~~2021~~2022 increased ~~$13.0~~$2.6 million ~~(58%~~(9%) to ~~$35.4~~$32.1 million as compared to ~~$22.4~~$29.5 million in the ~~third~~first quarter of ~~2020. Gathering and~~2021 due to additional transportation costs ~~for~~related to the first nine months of 2021 increased $19.2 million (25%) to $96.6 million as compared to $77.4 million for the first nine months of 2020. The increase is due primarily to higher average rates and higher production in the third quarter and the first nine months of 2021.Company's operated natural gas production.

Our lease operating expense of ~~$26.6~~$26.2 million ($~~0.20~~0.23 per Mcfe) for the ~~third~~first quarter of ~~2021~~2022 increased ~~$1.2~~$1.6 million ~~(5%~~(7%) from lease operating expense of ~~$25.4 million ($0.25 per Mcfe) for the third quarter of 2020. Our lease operating expense of $77.2~~$24.6 million ($0.21 per Mcfe) for the first ~~nine months~~quarter of 2021 ~~decreased $2.0 million (2%) from lease operating expense of $79.1 million ($0.23 per Mcfe) for~~due to higher field-level costs incurred during the first ~~nine months of 2020. The decrease in average per unit cost is related to the growth in our lower cost natural gas production.~~quarter.

Depreciation, depletion and amortization ("DD&A") ~~increased $29.7~~decreased $2.4 million ~~(30%~~(2%) to ~~$128.7~~$106.7 million in the ~~third~~first quarter of 2022 from $109.1 million in the first quarter of 2021 ~~from $99.1 million~~primarily due to a decrease in the ~~third quarter of 2020 due to higher production and an increase in the~~ average amortization rate. Our DD&A per equivalent Mcf produced ~~increased $0.03 (3%~~decreased $0.02 (2%) to ~~$0.98~~$0.93 per Mcfe for the three months ended ~~September 30, 2021~~March 31, 2022 from $0.95 per Mcfe for the three months ended September 30, 2020. DD&A increased $46.5 million (15%) to $359.3 million in the first nine months of 2021 from $312.8 million in the first nine months of 2020. Our DD&A per equivalent Mcf produced increased $0.06 (7%) to $0.96 per Mcfe for the first nine months of 2021 from $0.90 per Mcfe for the first nine months of 2020.March 31, 2021.

General and administrative expenses, which are reported net of overhead reimbursements, ~~decreased to $8.1 million for the third quarter of 2021 as compared to $9.0 million in the third quarter of 2020. General and administrative expenses decreased to $24.0~~were $8.2 million for the first ~~nine months~~quarter of ~~2021 from $26.0~~2022 and were comparable to the $8.0 million in the first ~~nine months~~quarter of ~~2020. The decreases primarily resulted from higher overhead reimbursements that we received in~~ 2021.

We use derivative financial instruments as part of our price risk management program to protect our capital investments. During the quarter ended ~~September 30, 2021,~~March 31, 2022, we had substantial losses related to our derivative financial instruments of ~~$510.3~~$437.5 million, as compared to net losses on derivative financial instruments of ~~$121.6~~$21.7 million during the quarter ended ~~September 30, 2020.~~March 31, 2021. Realized net losses from our oil and natural gas price risk management program were ~~$117.1~~$117.2 million for the quarter ended ~~September 30, 2020~~March 31, 2022 as compared to realized net ~~gains~~losses of ~~$34.2~~$8.4 million for the quarter ended ~~September 30,~~March 31, 2021. During the nine months ended September 30, 2021, we had total net losses on derivative financial instruments of $756.0 million, as compared to net losses on derivative financial instruments of $72.0 million during the the first nine months of 2020. Realized net losses from our oil and natural gas price risk management program were $144.4 million and net gains of $132.9 million for the nine months ended September 30, 2021 and 2020, respectively.

Interest expense was ~~$50.0~~$46.5 million and ~~$63.9~~$63.8 million for the quarter ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020,~~ respectively. The ~~22%~~27% decrease in interest expense is due primarily to the ~~retirement~~refinancing of our ~~9.75% and~~senior notes in 2021. We expect interest expense to decrease further with the planned redemption of our 7.50% senior notes

~~during the first six months of 2021. Interest expense was $170.6 million and $168.8 million for the nine months ended September 30, 2021 and 2020, respectively.~~ due 2025 on May 15, 2022.

Income taxes for the quarter ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020 were a provision of $24.0 million and a benefit of $46.1 million, respectively. Income taxes for the nine months ended September 30, 2021 and 2020~~ were a benefit of ~~$74.2~~$31.6 million and ~~$46.2~~$30.0 million, respectively. The ~~provision and~~ benefit for income taxes for the three months ~~and nine months~~ ended ~~September 30, 2021~~March 31, 2022 reflect an effective tax rate of ~~(9.1)% and 11.0%, respectively.~~22.1%. The income tax ~~provision~~benefit for the three months ended ~~September 30, 2021~~March 31, 2022 is attributable to revisions to the estimated future utilization of federal and state net operating loss carryforwards ~~resulting from~~("NOL") and the ~~loss from derivative financial instruments that was recognized in the period.~~impact of state income taxes. The benefit for income taxes for the three months ~~and nine months~~ ended ~~September 30, 2020~~March 31, 2021 reflect an effective tax rate of ~~26.7% and 25.6%, respectively.~~18.3%. The difference between the federal statutory rate of 21% and our effective rate is primarily due to the ~~increased valuation allowances discussed above and the~~ impact of state income taxes.

We reported net loss available to common stockholders of ~~$292.7~~$115.7 million or ~~$1.26~~$0.50 per share, for the quarter ended ~~September 30, 2021~~March 31, 2022 which was caused by the ~~$510.3~~$437.5 million net loss from derivative financial instruments. Income from operations for the ~~third~~first quarter of ~~2021~~2022 was ~~$295.7~~$336.8 million and we had interest expense of ~~$50.0~~$46.5 million and ~~$4.4~~$4.3 million in preferred stock dividends. We reported net loss available to common stockholders of ~~$130.9~~$138.4 million or ~~$0.57~~$0.60 per share for the three months ended September 30, 2020. In the first nine months of 2021, we reported net loss available to common stockholders of $615.2 million or $2.66 per share. Our income from operations for the first nine months of 2021 was $602.0 million, which was offset by losses on derivative financial instruments of $756.0 million, $352.6 million in losses on early retirement of debt and interest expense of $170.6 million. We reported net loss of $160.9 million or $0.77 per share for the nine months ended September 30, 2020.March 31, 2021.

Cash Flows, Liquidity and Capital Resources

~~Funding for our activities has historically been~~Cash Flows

The following table summarizes sources and uses of cash and cash equivalents:


	Three Months Ended March 31,
	2022		2021
	(In thousands)
Sources of cash and cash equivalents:
Operating activities	$	284,039	$	193,272
Issuance of new senior notes	—		1,237,438
Borrowings on bank credit facility, net of repayments	—		50,000
Proceeds from asset sales	45		200

Total	$	284,084	$	1,480,910

Uses of cash and cash equivalents:
Retirement of senior notes	$	—	$	(1,263,651)
Capital expenditures	(213,277)		(165,751)
Repayments on bank credit facility, net of borrowings	(85,000)		—
Preferred stock dividends	(4,315)		(4,315)
Other	(18)		(30)
Total	$	(302,610)	$	(1,433,747)

Cash flows from operating activities. Net cash provided by our operating ~~cash flow, debt or equity financings or~~activities increased $90.8 million (47%) to $284.0 million in 2022 from $193.3 million in 2021. The increase is primarily due to higher natural gas prices in 2022.

Issuance of new senior notes and retirement of senior notes. In March 2021, we issued $1.25 billion principal amount of 6.75% senior notes due 2029 in a private placement offering and received net proceeds after offering costs of $1.24 billion. The new notes mature on March 1, 2029 and accrue interest at a rate of 6.75% per annum, payable semi-annually on March 1 and September 1 of each year. The proceeds from ~~asset sales. For~~ the ~~nine months ended September 30, 2021, we generated $618.6~~offering were used to repurchase $375.0 million principal amount of our 7.50% senior notes due 2025 and $777.1 million principal amount of our 9.75% senior notes due 2026 for an aggregate amount of $1.26 billion, which included premiums paid over face value of $97.9 million, accrued interest of $12.5 million and $1.1 million of costs related to the tender offer.

Capital expenditures. The increase in ~~cash flow from operating activities as compared~~capital expenditures of $47.5 million is primarily due to ~~$390.0 million~~higher drilling and completion activity in ~~cash flow from operating activities for the nine months ended September 30, 2020.~~2022.

The following table summarizes our capital expenditure activity:


		Nine Months Ended September 30,					Three Months Ended March 31,
		2021		2020			2022		2021
		(In thousands)					(In thousands)

Acquisitions:						Acquisitions:
Proved property						Proved property	$	274	$	—
Unproved property						Unproved property	3,631		5,776
Exploration and development:	Exploration and development:					Exploration and development:
Exploratory leasehold costs		$	18,649	$	1,457
Development leasehold costs	Development leasehold costs	6,794		7,363		Development leasehold costs	4,632		4,056
Exploratory drilling and completion costs						Exploratory drilling and completion costs	11,557		—
Development drilling and completion costs	Development drilling and completion costs	454,524		280,383		Development drilling and completion costs	189,048		155,239
Other development costs	Other development costs	28,455		26,463		Other development costs	18,612		3,452
Change to asset retirement obligations						Change to asset retirement obligations	381		328
Total exploration and development						Total exploration and development	228,135		168,851
Other						Other	22		6
Total capital expenditures	Total capital expenditures	$	508,422	$	315,666	Total capital expenditures	$	228,157	$	168,857
Change in accrued capital expenditures						Change in accrued capital expenditures	(14,499)		(2,778)
Change in asset retirement obligations						Change in asset retirement obligations	(381)		(328)
Total cash capital expenditures						Total cash capital expenditures	$	213,277	$	165,751

We drilled ~~81 (46.9~~29 (13.7 net) wells and completed ~~68 (47.2~~33 (15.2 net) Haynesville and Bossier shale wells during the first ~~nine~~three months of ~~2021.~~2022. We expect to spend an additional ~~$115~~$650 million to ~~$135~~$700 million in the remaining ~~three~~nine months of ~~2021~~2022 to drill ~~9 (7.4~~57 (44.4 net) additional wells, to complete ~~10 (8.8~~54 (45.1 net) wells and for other development activity. The Company also could spend an additional $100 million on bolt-on acquisitions and leasing activities in 2022.

Liquidity and Capital Resources

As of March 31, 2022, we had $1.26 billion of liquidity, comprised of $1.25 billion of unused borrowing capacity under our bank credit facility and $12.1 million of cash and cash equivalents on hand. Our short and long-term capital requirements consist primarily of funding our development and exploration activities, acquisitions, payments of contractual obligations and debt service.

We expect to fund our future development and exploration activities with future operating cash flow. The timing of most of our future capital expenditures is discretionary because we have no material long-term capital expenditure commitments. Consequently, we have a significant degree of flexibility to adjust the level of our capital expenditures as circumstances warrant. If our plans or assumptions change or our assumptions prove to be inaccurate, we may be required to seek additional capital, including ~~additional~~debt or equity ~~or debt financings.~~financing. We cannot provide any assurance that we will be able to obtain such capital, or if such capital is available, that we will be able to obtain it on acceptable terms.

We do not have a specific acquisition budget for ~~2021~~2022 because the timing and size of acquisitions are unpredictable. We intend to use our cash flows from operations, borrowings under our bank credit facility, or other debt or equity financings to the extent available, to finance such acquisitions. The availability and attractiveness of these sources of financing will depend upon a number of factors, some of which will relate to our financial condition and performance and some of which will be

beyond our control, such as prevailing interest rates, oil and natural gas prices and other market conditions. Lack of access to the debt or equity markets due to general economic conditions could impede our ability to complete acquisitions.

On ~~March 4, 2021,~~April 14, 2022, we ~~issued $1.25 billion~~announced the early redemption of the remaining outstanding amount of our 7.50% senior notes due 2025 in aggregate principal amount of ~~our 6.75% senior notes due~~$244.4 million on May 15, 2022. In accordance with the terms and conditions set forth in ~~2029 (the "2029 Notes") in a private placement and received net proceeds after offering costs~~the indenture, we will pay the redemption price of ~~$1.24 billion, which were used to repurchase a portion~~101.875% of our 7.5% senior notes due in 2025 (the "2025 Notes") and 9.75% senior notes due in 2026 (the "2026 Notes") pursuant to a tender offer. The 2029 Notes mature on March 1, 2029 and accrue interest at a rate of 6.75% per annum, payable semi-annually on March 1 and September 1 of each year.

~~Pursuant to~~ the ~~tender offer, we repurchased $375.0 million~~ principal amount ~~of the 2025 Notes~~plus any accrued and $777.1 million principal amount of the 2026 Notes for an aggregate amount of $1.26 billion, which included premiums paid over face value of $97.9 million, accrued interest of $12.5 million and $1.1 million of costs relatedunpaid interest. We expect to ~~the tender offer.~~

On June 28, 2021, we issued $965.0 million principal amount of our 5.875% senior notes due in 2030 (the "2030 Notes") in a private placement and received net proceeds after offering costs of $949.5 million, which were used along withfund this redemption by using cash on hand ~~to redeem all outstanding 2026 Notes. The 2030 Notes mature on January 15, 2030~~ and ~~accrue interest at a rate of 5.875% per annum, payable semi-annually on January 15 and July 15 of each year.~~borrowings under its bank credit facility.

On June 29, 2021, we completed the redemption of all outstanding 2026 Notes for $978.6 million, which included premiums paid over face value of $74.0 million and accrued interest of $31.7 million. As a result of the early retirement of the senior notes repurchased in the tender offer and the redemption of the 2026 Notes, we recognized a loss of $352.6 million on early retirement of debt for the nine months ended September 30, 2021.

At ~~September 30, 2021,~~March 31, 2022, we had ~~$425.0~~$150.0 million outstanding under our bank credit facility with a $1.4 billion committed borrowing base, which is re-determined on a semi-annual basis and upon the occurrence of certain other events, and matures on July 16, 2024. The borrowing base was redetermined ~~at $1.4 billion~~ on ~~October 22, 2021.~~April 15, 2022. Borrowings under the bank credit facility are secured by substantially all of our assets and those of our subsidiaries and bear interest at our option, at either LIBOR plus 2.25% to 3.25% or a base rate plus 1.25% to 2.25%, in each case depending on the utilization of the borrowing base. We also pay a commitment fee of 0.375% to 0.50% on the unused portion of the borrowing base. The bank credit facility places certain restrictions upon our and our subsidiaries' ability to, among other things, incur additional indebtedness, pay cash dividends, repurchase common stock, make certain loans, investments and divestitures and redeem the senior notes. The only financial covenants are the maintenance of a leverage ratio of less than 4.0 to 1.0 and an adjusted current ratio of at least 1.0 to 1.0. We were in compliance with the covenants as of ~~September 30, 2021.~~

In April 2021, we entered into a well stimulation agreement that extends to 2024 for exclusive use of a natural gas powered pressure pumping fleet. The minimum commitment under this contract is $19.2 million per year from 2022 through 2024.

On October 6, 2021, we entered into an agreement to sell certain wells producing from the Bakken shale for $154 million in cash, subject to adjustment and customary closing conditions. The sale is expected to close in the fourth quarter of 2021 and has an effective date of October 1, 2021.March 31, 2022.

Income Taxes

At ~~September 30, 2021,~~March 31, 2022, we had ~~$960.3~~$897.4 million in U.S. federal ~~net operating loss ("NOL")~~NOL carryforwards and $1.5 billion in certain state NOL carryforwards. As a result of the change of control in August 2018, our ability to use NOLs to reduce taxable income is generally limited to an annual amount based on the fair market value of our stock immediately prior to the ownership change multiplied by the long-term tax-exempt interest rate. Our NOLs are estimated to be limited to $3.3 million a year as a result of this limitation. In addition to this limitation, IRC Section 382 provides that a corporation with a net unrealized built-in gain immediately before an ownership change may increase its limitation by the amount of recognized built-in gain recognized during a recognition period, which is generally the five-year period immediately following an ownership change. Based on the fair market value of our common stock immediately prior to the ownership change, we believe that we have a net unrealized built-in gain which will increase the Section 382 limitation during the five-year recognition period from 2018 to 2023 by $117.0 million.

Effective June 30, 2021, Louisiana state tax law was amended to provide that all NOL deductions claimed on any corporate income tax return filed on or after January 1, 2022 for NOLs relating to loss years on or after January 1, 2001 may be carried forward indefinitely until such losses are fully recovered, subject to other limitations.

NOLs that exceed the Section 382 limitation in any year continue to be allowed as carryforwards until they expire and can be used to offset taxable income for years within the carryover period subject to the limitation in each year. NOLs

incurred prior to 2018 generally have a 20-year life until they expire. NOLs generated in 2018 and after would be carried forward indefinitely. Our use of new NOLs arising after the date of an ownership change would not be affected by the 382 limitation. If we do not generate a sufficient level of taxable income prior to the expiration of the pre-2018 NOL carryforward periods, then we will lose the ability to apply those NOLs as offsets to future taxable income. We estimate that ~~$775.2~~$786.7 million of the U.S. federal NOL carryforwards and $1.2 billion of the estimated state NOL carryforwards will expire unused.

ITEM 3: QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

Oil and Natural Gas Prices

Our financial condition, results of operations and capital resources are highly dependent upon the prevailing market prices of natural gas and oil. These commodity prices are subject to wide fluctuations and market uncertainties due to a variety of factors, some of which are beyond our control. Factors influencing oil and natural gas prices include the level of global demand for oil, the foreign supply of oil and natural gas, the establishment of and compliance with production quotas by oil exporting countries, weather conditions that determine the demand for natural gas, the price and availability of alternative fuels and overall economic conditions. It is impossible to predict future oil and natural gas prices with any degree of certainty. Sustained weakness in natural gas and oil prices may adversely affect our financial condition and results of operations, and may also reduce the amount of oil and natural gas reserves that we can produce economically. Any reduction in our natural gas and oil reserves, including reductions due to price fluctuations, can have an adverse effect on our ability to obtain capital for our exploration and development activities. Similarly, any improvements in natural gas and oil prices can have a favorable impact on our financial condition, results of operations and capital resources.

As of ~~September 30, 2021,~~March 31, 2022, we had natural gas price swap agreements which hedge approximately 129.0 Bcf of our 2021 and 2022 natural gas production at an average price of $2.66 per MMBtu and natural gas swaption contracts where the counterparty has the right to exercise a call option to enter into a price swap with the Company on 43.888.0 Bcf of our 2022 natural gas production at an average price of ~~$2.51~~$2.68 per MMBtu. We also had natural gas collars to hedge approximately ~~185.1~~233.9 Bcf of our ~~2021 through~~2022 and 2023 natural gas production with an average floor price of ~~$2.60~~$2.82 per MMBtu and an average ceiling price of ~~$3.74~~$7.17 per MMBtu. ~~We also have oil collars to hedge 138,000 Bbls with an average floor price of $41.67 per Bbl and an average ceiling price of $51.67 per Bbl.~~ None of our derivative contracts have margin requirements or collateral provisions that could require funding prior to the scheduled cash settlement date.

An increase of 10% in the market price of natural gas on ~~September 30, 2021~~March 31, 2022 would decrease the fair value of our natural gas swaps and collars by approximately ~~$125.0~~$98.9 million. A decrease of 10% in the market price of natural gas on ~~September 30, 2021~~March 31, 2022 would increase the fair value of our natural gas swaps and collars by approximately ~~$92.5~~$97.6 million. The impact of hypothetical changes in market prices of natural gas on our natural gas derivative financial instruments discussed above does not include the offsetting impact that the same hypothetical changes in market prices of natural gas may have on our physical

sales of natural gas. Since our outstanding natural gas derivative financial instruments hedge only a portion of our forecasted physical gas production, a positive or negative impact to the fair value of our natural gas derivative financial instruments would be partially offset by our physical sales of natural gas.

Interest Rates

At ~~September 30, 2021,~~March 31, 2022, we had approximately $2.5 billion principal amount of long-term debt outstanding. $965.0 million of our long-term debt bear interest at a fixed rate of 5.875%, $1.25 billion of our long-term debt bear interest at a fixed rate of 6.75% and $244.4 million of our long-term debt bear interest at a fixed rate of 7.50%. The fair market value of the 2030 Notes, 2029 Notes and 2025 Notes as of ~~September 30, 2021~~March 31, 2022 was ~~$1.0 billion,~~$950.5 million, $1.3 billion and ~~$253.9~~$248.1 million, respectively, based on the market price of approximately ~~104%~~98.5%, ~~108%~~103% and ~~104%~~101.5% of the face amount of such debt. At ~~September 30, 2021,~~March 31, 2022, we had ~~$425.0~~$150.0 million outstanding under our bank credit facility, which is subject to variable rates of interest that are tied to LIBOR or the corporate base rate, at our option. ~~We have interest rate swap agreements that fix LIBOR at 0.33% for $500.0 million of our floating rate long-term debt.~~ Any increase in these interest rates would have an adverse impact on our results of operations and cash flow.

ITEM 4: CONTROLS AND PROCEDURES

As of ~~September 30, 2021,~~March 31, 2022, we carried out an evaluation, under the supervision and with the participation of our chief executive officer and chief financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934). Based on this evaluation, our chief executive officer and chief financial officer concluded that our disclosure controls and procedures were effective as of ~~September 30, 2021~~March 31, 2022 to provide reasonable assurance that information required to be disclosed by us in the reports filed or submitted by us under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and to provide reasonable assurance that information required to be disclosed by us is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate, to allow timely decisions regarding required disclosure. There were no changes in our internal controls over financial reporting (as such term is defined in Rule 13a-15(f) under the Securities Exchange Act of 1934) that occurred during the three months ended ~~September 30, 2021~~March 31, 2022 that has materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting.

PART II — OTHER INFORMATION

ITEM 6: EXHIBITS


Exhibit No.						Description

10.1*						~~Eighth Amendment to Amended and Restated Credit Agreement, dated as of October 22, 2021, by and among the Company, Wells Fargo Bank, N.A. and the lenders party thereto from time to time.~~
31.1*						Section 302 Certification of the Chief Executive Officer.

31.2*						Section 302 Certification of the Chief Financial Officer.

32.1†						Certification for the Chief Executive Officer as required by Section 906 of the Sarbanes-Oxley Act of 2002.

32.2†						Certification for the Chief Financial Officer as required by Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS*						Inline XBRL Instance Document

101.SCH*						Inline XBRL Schema Document

101.CAL*						Inline XBRL Calculation Linkbase Document

101.LAB*						Inline XBRL Labels Linkbase Document

101.PRE*						Inline XBRL Presentation Linkbase Document

101.DEF*						Inline XBRL Definition Linkbase Document

104*						Cover Page Interactive Data File (embedded within the Inline XBRL document)

_____________________________

* Filed herewith.

† Furnished herewith.

2523

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


			COMSTOCK RESOURCES, INC.

Date: ~~November 4, 2021~~May 5, 2022			/s/ M. JAY ALLISON
			M. Jay Allison, Chairman and Chief Executive Officer
			(Principal Executive Officer)

Date: ~~November 4, 2021~~May 5, 2022			/s/ ROLAND O. BURNS
			Roland O. Burns, President, Chief Financial Officer and Secretary
			(Principal Financial and Accounting Officer)

2624


	(In thousands)
October 1 to December 31, 2021	$	552
2022	2,522
2023	2,188
2024	1,862
2025	3
Total lease payments	7,127
Imputed interest	(285)
Total lease liability	$	6,842