EXHIBIT 2.1
January 14, 2000
VIA FACSIMILE @ 000-000-0000
-------------------------------
AND LOCAL COURIER
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3TEC Energy Corporation
3TM Acquisition L.L.C.
Two Shell Plaza
777 Xxxxxx
Suite 2400
Xxxxxxx, Xxxxx 00000
RE: Amendment to Section 11.1(b) of the Agreement (as defined below)
Ladies and Gentlemen:
1. Reference is herein made to that certain Agreement and Plan of
Merger Among 3TEC Energy Corporation, 3TM Acquisition L.L.C., Magellan
Exploration, LLC and ECIC Corporation, EnCap Energy Capital Fund III, L.P.,
EnCap Energy Acquisition III-B, Inc., BOCP Energy Partners, L.P., and Pel-Tex
Partners, L.L.C. (the "Agreement").
2. Section 11.1(b) of the Agreement shall be amended to delete the
reference therein to "January 14, 2000" and to substitute in place thereof
"January 26, 2000".
3. The Agreement, as amended by this letter agreement, is hereby
ratified and confirmed.
4. This letter agreement may be executed in multiple counterparts, with
each such counterpart constituting an original and all of such counterparts
constituting but one and the same agreement.
To evidence your agreement to the terms of this letter agreement, please
execute a counterpart of this letter agreement in the designated place below and
return it to EnCap Investments L.L.C. at the following address:
EnCap Investments L.L.C.
0000 Xxxxxxxxx, Xxxxx 0000
Xxxxxxx, Xxxxx 00000
Attention: Xxxx X. Xxxxxx
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
ECIC CORPORATION
By: ___________________
Name: Xxxxxx X. Xxxxxx
Title: President
ENCAP ENERGY CAPITAL FUND III, L.P.
By: ENCAP INVESTMENTS L.L.C., General Partner
By: _____________________
Name: D. Xxxxxx Xxxxxxxx
Title: Managing Director
ENCAP ENERGY ACQUISITION III-B, INC.
By: ______________________
Name: D. Xxxxxx Xxxxxxxx
Title: Vice President
BOCP ENERGY PARTNERS, L.P.
By: ENCAP INVESTMENTS L.L.C., Manager
By: ________________________
Name: D. Xxxxxx Xxxxxxxx
Title: Managing Director
PEL-TEX PARTNERS, L.L.C.
By: _______________________
Name: Xxxxxx X. Xxxxxxxx, Xx.
Title: Manager
By: DLJ LBO PLANS MANAGEMENT CORP., Manager
By: ________________________
Name: Xxx Xxxxx
Title: Vice President
MAGELLAN EXPLORATION, LLC
By: _________________________
Name: Xxxxx X. Xxxxxx, Xx.
Title: President
ACCEPTED AND AGREED TO AS OF
THE DATE SET FORTH ABOVE:
3TEC ENERGY CORPORATION
By: ______________________
Name: Xxxxx X. Xxxxxx
Title: President and Chief Executive Officer
3TM ACQUISITION L.L.C.
By: _______________________
Name: Xxxxx X. Xxxxxx
Title: Manager
