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| HWG > SEC Filings for HWG > Form 8-K on 6-Aug-2009 | All Recent SEC Filings |
6-Aug-2009
Regulation FD Disclosure
Developments in Hallwood Energy Bankruptcy Proceeding
As previously disclosed, on March 1, 2009, Hallwood Energy, L.P. ("Hallwood
Energy"), Hallwood Energy Management, LLC, the general partner of Hallwood
Energy, and Hallwood Energy's subsidiaries, filed petitions for relief under
Chapter 11 of the United States Bankruptcy Code. The cases are currently pending
in the United States Bankruptcy Court for the Northern District of Texas, Dallas
Division, under In re Hallwood Energy, L.P., et al Case No. 09-31253. The
Hallwood Group Incorporated (the "Company") is only an investor in and creditor
of Hallwood Energy. The bankruptcy filing does not include the Company or any
other of its assets. On June 29, 2009, the Bankruptcy Court granted a motion by
Hall Phoenix/Inwood, Ltd. ("HPI"), the secured lender to Hallwood Energy, to
partially lift the automatic stay applicable in bankruptcy proceedings,
permitting HPI, among other things, to enter upon and take possession of
substantially all of Hallwood Energy's assets and operations.
On August 3, 2009, the Company was served with a complaint in Hall
Phoenix/Inwood Ltd. and Hall Performance Energy Partners 4, Ltd. v. The Hallwood
Group Incorporated, et al. filed in the 298th District of Texas, No. 09-09551.
The other defendants include Anthony J. Gumbiner, the Chairman and Chief
Executive Officer of the Company, Bill Guzzetti, the President of the Company,
certain affiliates of Mr. Gumbiner and certain officers of Hallwood Energy. The
complaint alleges that the defendants defrauded plaintiffs in connection with
plaintiffs acquiring interests in and providing loans to Hallwood Energy and
seeks unspecified actual and exemplary damages.
In addition, in the bankruptcy proceeding, HPI has filed a disclosure
statement alleging that it believes it has and, if its proposed plan of
reorganization is approved, intends to pursue various claims against the Company
and its officers, directors and affiliates and Hallwood Energy's officers and
directors. Attorneys for HPI have also delivered a letter on behalf of HPI and
certain affiliates alleging claims against the Company and its officers,
directors and affiliates and Hallwood Energy's officers and directors for, among
other things, breach of contract, breach of fiduciary duties, neglect,
negligence, and various alleged misleading statements, omissions and
misrepresentations. HPI has asserted that its damages exceed $200 million. The
Company believes that the allegations and claims are without merit and intends
to defend the lawsuit and any future claims vigorously.
By filing this Current Report on Form 8-K, the Company does not acknowledge
that disclosure of this information is required by Regulation FD or that the
information was material or non-public before the disclosure. The Company
assumes no obligation to update or supplement forward-looking statements in this
statement that become untrue because of new information, subsequent events or
otherwise.
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