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EXHIBIT 99.1
AGREEMENT AMONG FILING PARTIES
THIS AGREEMENT is made and entered into on March 19, 2001, by and among
LSF3 Capital Investments I, a Delaware limited liability company; LSF3 Capital
Investments II, a Delaware limited liability company; LSF3 REOC I, L.P., a
Delaware limited partnership; LSF3 GenPar I, LLC, a Delaware limited liability
company; Lone Star Fund III L.P., a Delaware limited partnership; Lone Star
Partners III, L.P., a Bermuda limited partnership; Lone Star Management Co. III,
Ltd., a Bermuda exempted limited liability company; Xxxx X. Xxxxxxx; Xxxxxx
Advisors, L.L.C., a Texas limited liability company; Xxxxxx Advisors Associates,
L.P., a Texas limited partnership and Advisors GenPar, Inc., a Texas corporation
(collectively referred to herein as the "FILING PARTIES").
WHEREAS, Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934,
as amended (the "Act"), requires that, when a Schedule 13D is filed on behalf of
more than one person, an agreement be executed and filed as an exhibit to the
Schedule 13D reflecting that the Schedule 13D is being filed on behalf of all
such persons:
NOW, THEREFORE, in consideration of the premises and the mutual promises
stated herein, the Filing Parties hereby agree as follows:
1. Each Filing Party agrees that a single Schedule 13D (and any amendments
thereto) shall be filed jointly on behalf of all the Filing Parties with respect
to the paired shares of common stock, $.001 par value per share, of U.S.
Restaurant Properties, Inc., a Delaware corporation.
2. Each Filing Party acknowledges and agrees that, pursuant to Rule
13d-1(k)(1) under the Act, each Filing Party individually is (i) eligible to use
the Schedule 13D and (ii) responsible for the timely filing of such Schedule 13D
and any amendments thereto and for the completeness and accuracy of the
information concerning such Filing Party contained in such Schedule 13D. None of
the Filing Parties, however, shall be responsible for the completeness or
accuracy of information concerning any other Filing Party contained in such
Schedule 13D, or any amendments thereto, unless such Filing Party knows or has
reason to believe that such information is incomplete or inaccurate.
3. This agreement shall not be assignable by any Filing Party. Any
assignment in violation of the foregoing shall be null and void.
4. This agreement shall terminate upon the written notice of termination
given by any Filing Party to the other Filing Parties.
5. This agreement may be executed in several counterparts, each of which
shall be deemed to be an original copy hereof.
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IN WITNESS WHEREOF, each of the undersigned has hereby executed this
Agreement Among Filing Parties as of the date or dates indicated below.
LSF3 Capital Investments I, LLC, a Delaware limited liability company
By: LSF3 REOC I, L.P., its Sole Member and
a Delaware limited partnership
By: LSF3 GenPar I, LLC, its General Partner and
a Delaware limited liability company
By: /s/ Xxxxxxxx X. Xxxxxx III
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Xxxxxxxx X. Xxxxxx III
Vice President
Date: March 19, 2001
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LSF3 REOC I, L.P., a Delaware limited partnership
By: LSF3 GenPar I, LLC, its General Partner and
a Delaware limited liability company
By: /s/ Xxxxxxxx X. Xxxxxx III
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Xxxxxxxx X. Xxxxxx III
Vice President
Date: March 19, 2001
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LSF3 GenPar I, LLC, a Delaware limited liability company
By: /s/ Xxxxxxxx X. Xxxxxx III
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Xxxxxxxx X. Xxxxxx III
Vice President
Date: March 19, 2001
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Lone Star Fund III L.P., a Delaware limited partnership
By: Lone Star Partners III, L.P., its General Partner and
a Bermuda limited partnership
By: Lone Star Management Co. III, Ltd., its General Partner and
a Bermuda exempted limited liability company
By: /s/ Xxxx X. Xxxxxxx
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Xxxx X. Xxxxxxx
President
Date: March 19, 2001
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Lone Star Partners III, L.P., a Bermuda limited partnership
By: Lone Star Management Co. III, Ltd., its general partner and
a Bermuda exempted limited liability company
By: /s/ Xxxx X. Xxxxxxx
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Xxxx X. Xxxxxxx
President
Date: March 19, 2001
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Lone Star Management Co. III, Ltd., a Bermuda exempted
liability company
By: /s/ Xxxx X. Xxxxxxx
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Xxxx X. Xxxxxxx
President
Date: March 19, 2001
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LSF3 Capital Investments II, LLC, a Delaware limited
liability company
By: Lone Star Partners III, L.P., its General Partner and
a Bermuda limited partnership
By: Lone Star Management Co. III, Ltd., its General Partner and
a Bermuda exempted limited liability company
By: /s/ Xxxx X. Xxxxxxx
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Xxxx X. Xxxxxxx
President
Date: March 19, 2001
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Date: March 19 , 2001 /s/ Xxxx X. Xxxxxxx
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Xxxx X. Xxxxxxx
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Xxxxxx Advisors, L.L.C., a Texas limited liability company
By: /s/ Xxxxxx X. Xxxxxxxx
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Xxxxxx X. Xxxxxxxx
President
Date: March 19, 2001
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Xxxxxx Advisors Associates, L.P., a Texas limited partnership
By: Advisors GenPar, Inc., its General Partner and
a Texas corporation
By: /s/ Xxxxxx X. Xxxxxxxx
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Xxxxxx X. Xxxxxxxx
President
Date: March 19, 2001
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Advisors GenPar, Inc., a Texas corporation
By: /s/ Xxxxxx X. Xxxxxxxx
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Xxxxxx X. Xxxxxxxx
President
Date: March 19, 2001
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