Comstock sells $600M Pinnacle stake to Sixth Street
Comstock Resources sold a 27% stake in Pinnacle Gas Services to Sixth Street for $600 million, valuing the subsidiary at $2.2 billion. The proceeds were used to retire $445 million in preferred equity and debt, reducing annual fixed charges by $40 million. Comstock retains operational control and 73% ownership, with potential to increase its stake to 80.5%.

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Comstock Resources announced a $600 million strategic investment by Sixth Street in its midstream subsidiary, Pinnacle Gas Services, valuing the entity at a $2.2 billion enterprise value. Sixth Street acquired a 27% non-controlling common equity interest, while Comstock retained a 73% controlling interest valued at approximately $1.6 billion. The transaction strengthens Comstock's balance sheet by fully extinguishing Pinnacle's preferred equity securities for $445 million plus accrued dividends, retiring all outstanding indebtedness, and covering transaction costs and working capital.
The investment validates the value of Comstock's midstream infrastructure and its 540,000 net acres in the Western Haynesville. By eliminating preferred equity and debt, the deal is expected to reduce Pinnacle's fixed charges by approximately $40 million per year. Comstock will continue to manage and operate Pinnacle under a management services agreement, maintaining alignment between its upstream and midstream operations.
Future ownership structures provide additional upside for Comstock. If Sixth Street achieves certain return hurdles, its ownership will decrease from 27% to 19.5%, increasing Comstock's stake from 73% to 80.5%. This compares favorably to the 70% ownership Comstock was entitled to prior to the redemption of preferred units. Operational control remains with Comstock, ensuring strategic decisions align with its broader natural gas development goals.
M. Jay Allison, Chief Executive Officer of Comstock, highlighted the transaction as a validation of the Western Haynesville's potential. He noted that the region is well-positioned to serve growing natural gas demand along the Gulf Coast and the Texas Power Generation Hub in Anderson County. Allison emphasized that the investment reduces debt, simplifies the capital structure, and increases Comstock's majority ownership while preserving full operational control of the Pinnacle system.
Zack Winegrad, Partner at Sixth Street, described Pinnacle's infrastructure as central to one of North America's most prolific natural gas basins. He cited the investment as part of Sixth Street's strategy to support critical energy infrastructure needed for data centers, hyper scalers, and global LNG demand. The firm views natural gas infrastructure as essential to meeting long-term U.S. energy needs.
Transaction Overview
| Detail | Value |
|---|---|
| Total Investment | $600 million |
| Enterprise Value | $2.2 billion |
| Sixth Street Equity Interest | 27% |
| Comstock Retained Interest | 73% |
| Preferred Equity Retired | $445 million |
| Annual Fixed Charge Reduction | ~$40 million |
Jefferies LLC acted as financial advisor to Comstock, with O'Melveny & Myers serving as legal counsel. Wells Fargo and RBC Capital Markets advised Sixth Street, while Latham & Watkins provided legal counsel.
How will Comstock allocate the strengthened balance sheet and $40 million in annual savings to drive future growth in the Western Haynesville?
What specific timeline and return hurdles must Sixth Street meet to trigger the dilution of their stake from 27% to 19.5%?
How will this partnership facilitate the development of new infrastructure specifically targeting data centers and LNG export demand along the Gulf Coast?
























