Amendment to Restructuring Agreement among Teletouch Communications, Inc., TLL Partners, L.L.C., and GM Holdings, LLC

Summary

Teletouch Communications, Inc., TLL Partners, L.L.C., and GM Holdings, LLC have agreed to amend their previous Restructuring Agreement dated May 17, 2002. This amendment changes certain dates related to stockholder meetings and other obligations, updates the definition of "Purchaser Securities," and revises a schedule listing specific securities involved. The amendment is governed by Delaware law and is effective as of June 17, 2002, with all parties acknowledging and agreeing to the changes.

EX-10.14 3 dex1014.txt AMENDMENT OF THE RESTRUCTURING AGREEMENT Exhibit 10.14 Teletouch Communications, Inc. 110 N. College, Suite 200 Tyler, Texas 75702 June 17, 2002 VIA FACSIMILE ------------- GM Holdings, LLC c/o John C. Maggart Aintree Capital 201 Fourth Avenue North Nashville, Tennessee 37219 TLL Partners, L.L.C. 110 North College, Suite 1111 Tyler, Texas 75702 Attention: Robert M. McMurrey Re: Amendment of the Restructuring Agreement among TLL Partners, L.L.C., GM Holdings, LLC and Teletouch Communications, Inc. -------------------------------------------------------------------- The purpose of this letter agreement ("Amendment") is to amend that certain Restructuring Agreement (the "Restructuring Agreement") by and among TLL Partners, L.L.C. ("TLL"), GM Holdings, LLC ("GM") and Teletouch Communications, Inc. ("Teletouch" or the "Company") dated as of May 17, 2002. WHEREAS, each of TLL, GM and Teletouch did enter into the Restructuring Agreement; and WHEREAS, each of TLL, GM and Teletouch desire to amend the Restructuring Agreement as more fully set forth herein; NOW, THEREFORE: Each of TLL, GM and Teletouch hereby acknowledge, consent and agree, for good and valuable consideration, the receipt and sufficiency of which is acknowledged, accepted and agreed, that: 1. All references in the Restructuring Agreement to a stockholder meeting shall mean an annual meeting of stockholders to be held on or before November 7, 2002. 2. The June 14, 2002 date set forth in Section 7.2.3 of the Restructuring Agreement shall be amended and replaced with August 26, 2002. 3. The definition of "Purchaser Securities" shall be amended and replaced as follows: "Purchaser Securities" means the issued and outstanding shares of Common Stock, warrants to purchase Common Stock, Series A Preferred, Series B Preferred and Series B Preferred Stock Warrants acquired by Purchaser pursuant to the CIVC Agreement, all as set forth on Part C of Schedule 1.1 hereto." 4. Part C of Schedule 1.1 of the Restructuring Agreement is hereby amended and replaced as follows: - -------------------------------------------------------------------------------- Number of Shares - -------------------------------------------------------------------------------- Common Stock Common Stock Series A Series B Series B Warrants Preferred Preferred Warrants - -------------------------------------------------------------------------------- 295,649 2,660,840 13,200 36,019 324,173 - -------------------------------------------------------------------------------- 5. The September 30, 2002 date set forth in Section 9.1.3 of the Restructuring Agreement shall be amended and replaced with December 31, 2002. 6. The laws of the State of Delaware shall govern this Amendment without regard to conflict of laws principals. This Amendment acknowledged and agreed to this 17th day of June 2002: TLL PARTNERS, L.L.C. By: /s Robert M. McMurrey ---------------------------------- Robert M. McMurrey Its: President This Amendment acknowledged and agreed to this 17th day of June 2002: GM HOLDINGS, LLC By: /s John C. Maggart ---------------------------------- John C. Maggart Its: Manager This Amendment acknowledged and agreed to this 17th day of June 2002: TELETOUCH COMMUNICATIONS, INC. By: s/ J. Kernan Crotty ---------------------------------- J. Kernan Crotty Its: President 2