EXHIBIT 99.A
BEAR, XXXXXXX & COMPANY, INC.
XXXX XXXXXXXX XXXXXXX
XXXXXXX XXXXX & ASSOCIATES
XXXXXX XXXXXX & COMPANY, INC.
as Representatives of the several Underwriters
c/o Bear, Xxxxxxx & Co. Inc.
000 Xxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Re: Quicksilver Resources Inc.
Ladies and Gentlemen:
In consideration of the agreement of the several Underwriters, for which
Bear, Xxxxxxx & Company, Inc., Xxxx Xxxxxxxx Xxxxxxx, Xxxxxxx Xxxxx & Associates
and Xxxxxx Xxxxxx & Company, Inc. intend to act as Representatives, to
underwrite a proposed public offering (the "Offering") of shares of common stock
(the "Common Stock") of Quicksilver Resources Inc., a corporation organized
under the laws of the State of Delaware, as contemplated by a registration
statement to be filed with the Securities and Exchange Commission on Form S-1,
the undersigned hereby (i) agrees that the undersigned will not, directly or
indirectly, during a period of one hundred eighty (180) days from the date of
the final prospectus for the Offering (the "Lock-Up Period"), without the prior
written consent of Bear, Xxxxxxx & Co. Inc., issue, sell, offer or agree to
sell, grant any option for the sale of, pledge, make any short sale or maintain
any short position, establish or maintain a "put equivalent position" (within
the meaning of Rule 16a-1(h) under the Securities Exchange Act of 1934, as
amended), enter into any swap, derivative transaction or other arrangement that
transfers to another, in whole or in part, any of the economic consequences of
ownership of the Common Stock (whether any such transaction is to be settled by
delivery of Common Stock, other securities, cash or other consideration) or
otherwise dispose of, any Common Stock (or any securities convertible into,
exercisable for or exchangeable for Common Stock) of the Company or of any of
its subsidiaries; and (ii) authorizes the Company during the Lock-Up Period to
cause the transfer agent to decline to transfer and/or to note stop transfer
restrictions on the transfer books and records of the Company with respect to
any shares of Common Stock and any securities convertible into exercisable or
exchangeable for Common Stock for which the undersigned is the record holder
and, in the case of any such share or securities for which the undersigned is
the beneficial but not the record holder, agrees to cause the record holder to
cause the transfer agent to decline to transfer and/or to note stop transfer
restrictions on such books and records with respect to such shares or
securities.
Notwithstanding the foregoing:
A. If the undersigned is an individual, he or she may transfer shares of
Common Stock (or any securities convertible into, exercisable for, or
exchangeable for Common Stock) by gift, will, or intestate succession to
his or her immediate family or to a trust the beneficiaries of which are
exclusively the undersigned and/or a member or members of his or her
immediate family (for purposes of this paragraph, "immediate family"
shall mean spouse, lineal descendant, father, mother, brother or sister
of the transferor);
B. If the undersigned is a corporation, partnership or limited liability
company, it may transfer any shares of Common Stock (or any securities
convertible into, exercisable for, or exchangeable for Common Stock) to
its subsidiaries, partners or members, as the case may be;
provided, however, that in any such case it shall be a condition to the transfer
that (i) each transferee execute an agreement stating that the transferee is
receiving and holding the shares of Common Stock (or and securities convertible
into, exercisable for, or exchangeable for Common Stock) subject to the
provisions of this agreement, and there shall be no further transfer of such
shares of Common Stock (or any securities convertible into, exercisable for, or
exchangeable for Common Stock) except in accordance with this agreement and (ii)
that each transferee certifies in writing to Bear, Xxxxxxx & Co. Inc. that such
transferee is in compliance with the terms of this agreement as if such
transferee had been bound by this agreement from the original date of this
agreement.
The undersigned hereby represents and warrants that the undersigned has
full power and authority to enter into the agreements set forth herein, and
that, upon request, the undersigned will execute any additional documents
necessary in connection with enforcement hereof. Any obligations of the
undersigned shall be binding upon the successors and assigns of the undersigned.
Very truly yours,
FOR ENTITY: FOR INDIVIDUAL:
_________________________________ /s/ Xxxxxx X. Xxxxxx
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By: _____________________________ Signature
Its: ____________________________ Xxxxxx X. Xxxxxx
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Printed Name
ADDITIONAL SIGNATURE:
____________________________________
(If held jointly)
____________________________________
Printed Name
Dated: October 7, 1999
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