Amendment No. 6 to Amended and Restated Credit Agreement among Hallwood Entities and Banks

Summary

This amendment, dated June 8, 1999, modifies the existing Credit Agreement between Hallwood Energy Corporation, Hallwood Energy Partners, L.P., Hallwood Consolidated Resources Corporation, and several banks including First Union National Bank and Morgan Guaranty Trust Company of New York. The amendment revises the covenant regarding distributions, clarifying the debt limit conditions under which distributions can be made. The agreement confirms that all other terms remain unchanged, and it becomes effective once signed by the required parties. The amendment is governed by New York law.

EX-10.18 2 d86848ex10-18.txt AMENDMENT NO. 6 TO CREDIT AGREEMENT 1 EXHIBIT 10.18 AMENDMENT NO. 6 TO CREDIT AGREEMENT AMENDMENT dated as of June 8, 1999 to the Amended and Restated Credit Agreement dated as of June 8, 1999 (the "CREDIT AGREEMENT") among HALLWOOD ENERGY CORPORATION, HALLWOOD ENERGY PARTNERS, L.P. and HALLWOOD CONSOLIDATED RESOURCES CORPORATION (collectively, the "BORROWERS"), the BANKS party thereto (the "BANKS"), FIRST UNION NATIONAL BANK, as Collateral Agent and MORGAN GUARANTY TRUST COMPANY OF NEW YORK, as Agent (the "AGENT"). WITNESSETH: WHEREAS, the parties hereto desire to amend the Credit Agreement as set forth herein; NOW, THEREFORE, the parties hereto agree as follows: SECTION 1. Defined Terms; References. Unless otherwise specifically defined herein, each term used herein which is defined in the Credit Agreement has the meaning assigned to such term in the Credit Agreement. Each reference to "hereof", "hereunder", "herein" and "hereby" and each other similar reference and each reference to "this Agreement" and each other similar reference contained in the Credit Agreement shall, after this Amendment becomes effective, refer to the Credit Agreement as amended hereby. SECTION 2. Amendment of the Distributions Covenant. Clause (b) of the first sentence of Section 4.21 of the Credit Agreement is amended to read in its entirety as follows: "(b) if the aggregate Debt of HEC and its Subsidiaries (other than the Subordinated Notes) exceeds, or would immediately after such Distribution exceed, 100% of the Debt Limit;". SECTION 3. Representations of Borrowers. The Borrowers represent and warrant that (i) the representations and warranties of the Borrowers set forth in Article 3 of the Credit Agreement are true on and as of the date hereof and (ii) no Default has occurred and is continuing. SECTION 4. Governing Law. This Amendment shall be governed by and construed in accordance with the laws of the State of New York. 2 SECTION 5. Counterparts. This Amendment may be signed in any number of counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument. SECTION 6. Effectiveness. This Amendment shall become effective as of the date hereof on the date on which the Agent shall have received from the Borrowers and the Required Banks a counterpart hereof signed by such party or facsimile or other written confirmation (in form satisfactory to the Agent) that such party has signed a counterpart hereof. 2 3 IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed as of the date first above written. HALLWOOD ENERGY CORPORATION By: /s/ Bill Baumgartner -------------------------------- Title: Vice President HALLWOOD CONSOLIDATED RESOURCES CORPORATION By: /s/ Bill Baumgartner -------------------------------- Title: Vice President HALLWOOD ENERGY PARTNERS, L.P. By: HEC Acquisition Corp., its General Partner By: /s/ Bill Baumgartner -------------------------------- Title: Vice President 3 4 MORGAN GUARANTY TRUST COMPANY OF NEW YORK By: /s/ John Kowalczuk -------------------------------- Title: Vice President FIRST UNION NATIONAL BANK By: /s/ Robert R. Wetteroff -------------------------------- Title: Senior Vice President WELLS FARGO BANK TEXAS, N.A. By: /s/ Todd Stornetta -------------------------------- Title: Vice President 4 5 Acknowledged by: HALLWOOD LA PLATA, LLC LA PLATA ASSOCIATES, LLC By: HALLWOOD PETROLEUM, INC. By: /s/ Bill Baungartner ------------------------------------------- Title: Vice President The Manager of Hallwood La Plata LLC and La Plata Associates LLC CONCISE OIL AND GAS PARTNERSHIP EM NOMINEE PARTNERSHIP COMPANY MAY ENERGY PARTNERS OPERATING PARTNERSHIP LTD. By: HEC ACQUISITION CORP. By: /s/ Bill Baungartner ------------------------------------------- Title: Vice President The General Partner of Concise Oil and Gas Partnership, EM Nominee Partnership Company, May Energy Partners Operating Partnership LTD. HALLWOOD CONSOLIDATED PARTNERS, L.P. By: HALLWOOD CONSOLIDATED RESOURCES CORPORATION By: /s/ Bill Baungartner ------------------------------------------- Title: Vice President The General partner of Hallwood Consolidated Partners, L.P. 5