Banking Recap

M&A Transaction Announced for $1.65B

Comstock Resources, Inc. (NYSE and NYSE Texas: CRK), a Frisco, Texas-based independent natural gas producer focused on the Haynesville shale, announced on September 1, 2026 that it has entered into a letter of intent with the State Oil Company of the Azerbaijan Republic (SOCAR) under which SOCAR or a wholly owned subsidiary would acquire a 20% non-operated working interest in Comstock's Legacy Haynesville upstream assets, a 15% non-operated working interest in its Western Haynesville upstream assets (reducing to 7.5% after SOCAR achieves a 15% return on investment), and 15% of Comstock's 73% ownership interest in Pinnacle Gas Services LLC, for an aggregate purchase price of $1.65 billion in cash. The same release separately announced a $450 million Haynesville shale drilling venture with Jerry Jones, Comstock's majority stockholder.

Sep 1, 2026·SEC EDGAR (8-K)·pending regulatory·asset sale / strategic partnership (letter of intent)

Deal value

This entry is sourced from Comstock's Exhibit 99.1 press release filed as part of an 8-K on September 1, 2026. The SOCAR transaction is only at the letter-of-intent stage as of this filing; the parties are targeting execution of a definitive purchase and sale agreement by October 31, 2026, and a closing by year end 2026, subject to the progress of negotiations, customary conditions, and required government and third-party approvals. The transaction will have an effective date of July 1, 2026.

On the financial advisory side, Wells Fargo is acting as financial advisor to Comstock, and J.P. Morgan Securities LLC is acting as financial advisor to SOCAR. No lead designation or additional financial advisors are disclosed for either side in this release.

On the legal side, O'Melveny & Myers LLP is serving as legal counsel to Comstock, and Baker Botts LLP is serving as legal counsel to SOCAR.

The disclosed terms center on the $1.65 billion aggregate purchase price, payable entirely in cash and subject to customary purchase price adjustments. Comstock states the transaction would reduce its net debt from $3.1 billion to $1.5 billion as of June 30, 2026 pro forma, and that Comstock will retain operatorship of all upstream assets and continue to manage, operate and control Pinnacle Gas Services. SOCAR will also have rights to participate in future opportunities generated by Comstock in the Legacy and Western Haynesville at the same percentages being acquired, and SOCAR will provide opportunities for Comstock to market natural gas to international customers via SOCAR's Global LNG marketing operations.

Because the deal is only at the letter-of-intent stage, several items remain undisclosed: the final terms of the definitive purchase and sale agreement (which has not yet been executed), the specific valuation methodology underlying the $1.65 billion price, any termination or break-up fee, and the precise form of the development and ownership agreement that will govern future leasing and acquisition rights in the area of mutual interest. The separate $450 million Jerry Jones drilling venture is a related but distinct transaction and is not part of the SOCAR purchase price.