Employment Letter Agreement

EX-10.11 12 d14347a2exv10w11.txt EMPLOYMENT LETTER AGREEMENT EXHIBIT 10.11 [Bill Barrett Corporation Letterhead] January 10, 2003 Thomas B. Tyree, Jr. 14 East 90th Street, Apartment 3C New York, New York 10128 Dear Tom: As we have discussed, the attached binding term sheet sets forth the terms of your employment with Bill Barrett Corporation. If the term sheet accurately reflects our agreement, please sign two copies of this letter below and return one of them to me. Sincerely, BILL BARRETT CORPORATION /s/ William J. Barrett ----------------------------------- By: William J. Barrett Its: Chief Executive Officer ACCEPTED AND AGREED /s/ Thomas B. Tyree, Jr. - ------------------------------ Thomas B. Tyree, Jr. BILL BARRETT CORPORATION TERMS OF EMPLOYMENT OF THOMAS B. TYREE, JR. AS CHIEF FINANCIAL OFFICER This binding term sheet is made and entered into by and between Thomas B. Tyree, Jr. and Bill Barrett Corporation on this 10th day of January 2003. Start Date Not later than February 3, 2003, subject to reaching an acceptable agreement with The Goldman Sachs Group, Inc. regarding separation from that firm. Employment with Barrett will not be terminated by Barrett prior to July 31, 2004 other than for "Cause" (as defined in the equity documentation) in order to preserve vesting of Goldman Sachs equity awards through that date. Position and Location Chief Financial Officer, reporting directly to the Chief Executive Officer and Barrett's board of directors. Work location will be Denver. Salary Annual base salary at least $200,000, subject to annual review by Barrett's board of directors. Equity Investment Opportunity to purchase up to $1,000,000 of fully Opportunity vested Series B Preferred Stock at a purchase price of $5.00 per share within 5 months following start date. Equity Awards - A "Tranche A option" to purchase up to 500,000 shares of Barrett common stock at an exercise price of $6.50 per share. This option will be an ISO to the extent not limited by Internal Revenue Code Section 422(d), and will be documented in the same manner as the Tranche A options currently outstanding. - A "Tranche B option" to purchase up to 650,000 shares of Barrett common stock at an exercise price of $0.08824 per share. This option will be an ISO to the extent not limited by Internal Revenue Code Section 422(d), and will be documented in the same manner as the Tranche B options currently outstanding. - 400,000 shares of Barrett common stock ("Management Stock" as defined in the Stockholders' Agreement), to be purchased at a price of $0.08824 per share. 2 Management Stock vesting will be on the same schedule as current management (i.e., commencing January 2002). Vesting of options will commence on the "Grant Date," which will be the same date as the start date described above. Benefits Eligible for all executive and employee benefits, perquisites and bonus plans, including participation in all health, life insurance, retirement plans and any cash bonus programs, made available to other senior executives of Barrett. Barrett will pay any COBRA premiums for health coverage during the period between departure from Goldman and commencement of Barrett health benefits. For a termination without Cause after July 31, 2004, severance equal to the amount provided under any severance plan or program adopted for senior executives of Barrett. Business Expenses Reimbursement by Barrett for all reasonable business expenses incurred in connection with the performance of duties as Barrett's Chief Financial Officer, including up to $15,000 for legal and other fees in connection with the commencement of employment. Relocation Expenses Reimbursement by Barrett for all reasonable relocation expenses, not to exceed $300,000, including (1) house-hunting trips (some with family), (2) moving expenses, (3) any brokerage commissions, state and city real estate transfer taxes, legal and other fees incurred in connection with the sale of current residence in New York City, and (4) through July 31, 2003, cost of suitable temporary housing and family-related air travel expenses. The benefits in this paragraph will be provided in a manner that causes no tax disadvantage, which may require Barrett to pay "gross-up" payments (not included for purposes of the above cap). 3