Exhibit 99.1 AMENDMENT TO LETTER AGREEMENT DATED AS OF MARCH 21, 2001 This Amendment to the Letter Agreement dated as of March 21, 2001 among Palladin Capital IX, LLC, a Delaware limited liability company ("Palladin"), Reservoir Capital Partners,...Letter Agreement • May 14th, 2002 • Reservoir Capital Management LLC • Retail-furniture stores • New York
PALLADIN CAPITAL IX, LLC 1 ROCKEFELLER PLAZA 10TH FLOOR NEW YORK, NY 10020Reservoir Capital Management LLC • April 2nd, 2001 • Retail-furniture stores • New York
STOCKHOLDER VOTING AGREEMENTStockholder Voting Agreement • November 15th, 2007 • RCGM LLC • Retail-furniture stores • Delaware
THIS STOCKHOLDER VOTING AGREEMENT (this “Agreement”) is made and entered into as of November 8, 2007, by and between Restoration Hardware, Inc., a Delaware corporation (the ”Company”) and the undersigned stockholder (the “Stockholder”).
Reservoir Master Fund, L.P. Letterhead]RCGM LLC • November 15th, 2007 • Retail-furniture stores
Reference is made to the Agreement and Plan of Merger, dated as of the date hereof (as it may be amended from time to time, the “Merger Agreement”), by and among Home Holdings, LLC, a Delaware limited liability company (“Parent”), Home Merger Sub, Inc., a Delaware corporation (“Merger Sub”) and Restoration Hardware, Inc., a Delaware corporation (the “Company”), pursuant to which Merger Sub, or a permitted assignee of Merger Sub, will be merged into the Company (the “Merger”), with the Company as the Surviving Corporation. Capitalized terms used but not defined herein have the meanings ascribed to them in the Merger Agreement. This letter is being delivered to Parent in connection with the execution of the Merger Agreement by Parent, Merger Sub and the Company. For purposes of this letter, “Investors” means the parties delivering Equity Commitments (as defined herein) and other investors investing in Parent.
AMENDMENT TO STOCKHOLDER VOTING AGREEMENTStockholder Voting Agreement • January 29th, 2008 • RCGM LLC • Retail-furniture stores • Delaware
THIS AMENDMENT TO STOCKHOLDER VOTING AGREEMENT (this “Amendment”) is made as of January 24, 2008, by and between Restoration Hardware, Inc., a Delaware corporation (the “Company”), and the undersigned stockholder (the “Stockholder”).
August 19, 1999 Reservoir Capital Group, LLC 650 Madison Avenue, 26th Floor New York, New York 10022 Attention: Craig Huff, Managing Director Pasco Acquisition, Inc. c/o Engles Urso Follmer Capital Corporation 3811 Turtle Creek Boulevard Suite 1300,...Reservoir Capital Management LLC • August 23rd, 1999 • Canned, frozen & preservd fruit, veg & food specialties
1 EXHIBIT 5 September 17, 1999 Reservoir Capital Group, LLC 650 Madison Avenue, 26th Floor New York, New York 10022 Attention: Craig Huff, Managing Director Pasco Acquisition, Inc. c/o Engles Urso Follmer Capital Corporation 3811 Turtle Creek...Reservoir Capital Management LLC • September 21st, 1999 • Canned, frozen & preservd fruit, veg & food specialties
March 19, 2001 To the Investors party to the Series A and B Preferred Stock Purchase Agreement referred to below Ladies and Gentlemen: Reference is made to the Series A and B Preferred Stock Purchase Agreement by and among Restoration Hardware, Inc....Reservoir Capital Management LLC • April 2nd, 2001 • Retail-furniture stores
1 EXHIBIT 4 September 10, 1999 Reservoir Capital Group, LLC 650 Madison Avenue, 26th Floor New York, New York 10022 Attention: Craig Huff, Managing Director Pasco Acquisition, Inc. c/o Engles Urso Follmer Capital Corporation 3811 Turtle Creek...Reservoir Capital Management LLC • September 14th, 1999 • Canned, frozen & preservd fruit, veg & food specialties
January 24, 2008Letter Agreement • January 29th, 2008 • RCGM LLC • Retail-furniture stores
Reference is made to (i) the Agreement and Plan of Merger, dated November 8, 2007 (the “Merger Agreement”), between Home Holdings, LLC (“Parent”), Home Merger Sub, Inc., a Delaware corporation, and Restoration Hardware, Inc., a Delaware corporation (the “Company”) and (ii) the letter agreement (the “Letter Agreement”), dated November 8, 2007, between Parent and the undersigned. Capitalized terms used herein but not defined herein shall have the meanings set forth in the Merger Agreement, as amended by the Amendment.
March 22, 2001 To the Investors listed on the List of Investors attached as Schedule A to the Amended and Restated Series A and B Preferred Stock Purchase Agreement, dated as of March 21, 2001 (the "Stock Purchase Agreement") Re: Side Letter Regarding...Reservoir Capital Management LLC • April 2nd, 2001 • Retail-furniture stores
