Item 1.01 Entry into a Material Definitive Agreement
On
Comstock can make borrowings under the credit facility at (i) adjusted SOFR plus
a margin ranging from 1.75% to 2.75% or (ii) an alternate base rate, plus a
margin ranging from 0.75% to 1.75%, in each case depending on the utilization of
the borrowing base. The undrawn portion of the total lender commitments will be
subject to a commitment fee ranging from 0.375% to 0.50%, which is also
dependent on the utilization of the borrowing base. The borrowing base will be
redetermined by the lenders semi-annually beginning
The Credit Agreement contains customary financial and non-financial covenants. Comstock must maintain (1) a ratio of Total Net Debt to EBITDAX of less than 3.5 to 1.0 and (2) an adjusted current ratio of at least 1.0 to 1.0. In addition, the Credit Agreement contains various covenants that limit, among other things, Comstock's ability to incur additional indebtedness, grant liens, make distributions and dividends, enter into transactions with affiliates and make certain acquisitions and investments.
If an event of default occurs under the Credit Agreement, the lenders will be
able to accelerate the maturity of the credit facility and exercise other rights
and remedies. An event of default includes, among other things nonpayment of
principal when due, nonpayment of interest, fees or other amounts, material
inaccuracy of representations and warranties, violation of covenants, bankruptcy
events, certain ERISA events, judgments in excess of
The preceding summary of the material terms of the Credit Agreement is qualified in its entirety by the full text of the Credit Agreement, which is filed herewith as Exhibit 10.1. In the event of any discrepancy between the preceding summary and the text of the Credit Agreement, the text of the Credit Agreement shall control.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant into a Material Definitive Agreement
The information set forth in Item 1.01 above is hereby incorporated into this Item 2.03 by reference, insofar as it relates to the creation of a direct financial obligation.
Item 9.01 Financial Statements and Exhibits
Exhibit No. Description 10.1 Second Amended and Restated Credit Agreement dated as ofNovember 15, 2022 , among the Company,Wells Fargo Bank, National Association as Administrative Agent and the lenders party thereto from time to time.
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