Exhibit 10.1
CD HOLDING LLC
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000 Xxxx Xxxxxx Xxxxxx
Xxxxxxxxx, XX 00000
(203) 862-7000
April 14, 2004
Sent Via Facsimile
(000) 000-0000
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Xx. Xxxx Xxxxxxxx
Secretary
Gulfport Energy Corporation
00000 X. Xxx Xxx., Xxxxx 000
Xxxxxxxx Xxxx, XX 00000
Dear Xx. Xxxxxxxx:
CD Holding LLC ("CD Holding") is pleased to provide the following commitment to
Gulfport Energy Corporation ("Gulfport") regarding its contemplated Rights
Offering. CD Holding agrees to backstop a Rights Offering under the following
conditions: (i) the offering yields gross proceeds of $12.0 million; (ii) the
rights are offered at $1.20 a share; (iii) the rights are registered with the
Securities and Exchange Commission; (iv) no offer on West Xxxx Xxxxxxx Bay is
accepted prior to funding of the Rights Offering and approved by a majority of
Gulfport shareholders; and (v) a 2% commitment fee.
This proposal may be accepted by signing and returning a copy of this letter to
the undersigned so that it is received by no later then 5 pm (EST) on Thursday,
April 15, 2004. If a countersigned copy of this proposal has not been received
by the undersigned at such time, this proposal shall be deemed withdrawn and
this letter shall have no further force or effect. If accepted, as provided
herein, this letter agreement shall constitute a binding contract enforceable
according to its terms. Although the parties contemplate that such agreement
shall be superseded by more detailed definitive written documentation, they
agree that in the event such documents are not finalized or executed this
agreement shall nonetheless be legally binding and enforceable.
Sincerely,
/s/Xxxxx Xxxxxxxx
Xxxxx Xxxxxxxx
ACCEPTED & AGREED TO
THIS _____ DAY OF APRIL, 2004.
GULFPORT ENERGY CORPORATION
BY: /s/Xxxx Xxxxxxxx
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Xxxx Xxxxxxxx
Secretary
