Exhibit 99.9
Letter Agreement dated April 14, 2000 between Pooled Equity and Greenbriar.
(XXXXXX LETTERHEAD)
April 14, 2000
Greenbriar Corporation
Attention: Xxxx X. Xxxxxxxx
0000 Xxxxxxx Xxxxxx
Xxxxxxx, Xxxxx 00000
Re: Preferred Stock Redemption from the Texarkana Land Sale
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Ladies and Gentlemen:
Reference is made to that certain letter agreement (the "Original Redemption
Letter") dated January 31, 2000 between Greenbriar Corporation ("Greenbriar")
and LSOF Greenbriar, L.L.C. ("Lone Star"). In Paragraph 2, of the Original
Redemption Letter, Greenbriar agreed to use all proceeds, after payment of
reasonable out-of-pocket expenses (the "Net Proceeds"), for the Texarkana land
sale to redeem, first, shares of its Series G Senior Non-Voting Convertible
Stock (the "Series G Preferred Stock"), and then, shares of its Series F Senior
Convertible Preferred Stock (the "Series F Preferred Stock," and together with
the Series G Preferred Stock, the "Preferred Stock").
The Texarkana land sale has occurred and Greenbriar has $500,000 of Net Proceeds
from such sale. This letter sets forth our understanding of the agreement
between Greenbriar and Lone Star regarding the required redemption of Preferred
Stock for the Texarkana land sale pursuant to Paragraph 2 of the Original
Redemption Letter.
1. Redemption. Greenbriar and Lone Star agree that on April 14, 2000,
Greenbriar will redeem 37,200 shares of Series G Stock, as calculated in
accordance with Exhibit A attached hereto, for an aggregate redemption price of
$500,000 (the "Redeemed Stock"). Within three (3) business days after receipt of
funds for such redemption, Lone Star will tender its certificate representing
the Redeemed Stock. Greenbriar shall then issue a new certificate for the
balance of the unredeemed shares after giving effect to the redemption pursuant
to Paragraph 1 of the Original Redemption Letter and redemption described in
this letter.
2. Original Redemption Letter in Effect. Nothing in this letter shall
be deemed an amendment, release or waiver of the Original Redemption Letter. The
Original Redemption Letter shall remain in full force and effect.
3. Governing Law. This letter agreement shall be governed by and
construed in accordance with the laws of the State of Texas, without regard to
principles of conflicts of law.
If the above understanding is satisfactory to Greenbriar, please sign
this letter in the space indicated below and return a signed copy to Lone Star
at the address set forth above, attention: Xxx Xxxxx, whereupon this letter
agreement shall become a binding agreement upon the parties hereto and their
respective survivors and assigns.
LSOF POOLED EQUITY, L.P.
By: /s/ Xxx X. Xxxxx, Xx.
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Name: Xxx X. Xxxxx, Xx.
Title: VP
Acknowledged and Agreed to by:
GREENBRIAR CORPORATION
By: /s/ Xxxx X. Xxxxxxxx
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Name: Xxxx X. Xxxxxxxx
Title: Executive V.P.
Exhibit A
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Preferred Stock Redemption Calculation:
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Preferred Stock Investment: $19,325,000
20% IRR Lookback (as of 4/14/00): $6,658,000
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Total as of 4/14/00: $25,987,000
Preferred Stock Investment (as % of Total:) 74.4%
Pro-Rata Share of Current Redemption Allocated to Preferred Stock: $372,000
Number of Shares Redeemed (10:1): 37,200
Pro-Rata Share of Current Redemption Allocated to Lookback: $128,000
