VOTING AGREEMENT by and amongVoting Agreement • April 1st, 2014 • Bandera Partners LLC • Retail-eating places • Ohio
STOCK PURCHASE AGREEMENTStock Purchase Agreement • July 23rd, 2024 • Bandera Partners LLC • Wholesale-groceries, general line • Delaware
This STOCK PURCHASE AGREEMENT, dated July 21, 2024, is made by and between Samuel Klepfish (the “Seller”) and Bandera Master Fund L.P. (the “Buyer”). The Buyer and the Seller are sometimes hereinafter collectively referred to as the “Parties”.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 6th, 2024 • Bandera Partners LLC • Wholesale-groceries, general line • Florida
SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of [__], 2024, by and among Innovative Food Holdings, Inc., a Florida corporation, with headquarters located at 9696 Bonita Beach Rd., Ste. 208, Bonita Springs, Florida 34135 (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
STOCKHOLDERS AGREEMENTStockholders Agreement • November 17th, 2017 • Bandera Partners LLC • Semiconductors & related devices • Delaware
This STOCKHOLDERS AGREEMENT (this “Agreement”) is made and entered into as of November 16, 2017, by and among (i) Rubicon Technology, Inc., a Delaware corporation (the “Company”) and (ii) Bandera Partners LLC, a Delaware limited liability company (“Bandera Partners”), Bandera Master Fund L.P., a Cayman Islands exempted limited partnership (“Bandera Master”), Gregory Bylinsky (“Bylinsky”) and Jefferson Gramm (“Gramm” and together with Bandera Partners, Bandera Master and Bylinsky and their respective associates and affiliates, the “Bandera Group”). Bandera Partners, Bandera Master, Bylinsky, Gramm and the Company each may be referred to herein as a “Party” and collectively as the “Parties.”
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 22nd, 2013 • Bandera Partners LLC • Retail-eating places • Ohio
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of April 12, 2013, by and between Morgan’s Foods, Inc., an Ohio corporation (the “Company”), and Bandera Master Fund L.P., a Cayman Islands exempted limited partnership (“Bandera”).
NOMINATION AGREEMENTNomination Agreement • May 15th, 2009 • Bandera Partners LLC • Services-prepackaged software • Delaware
This Nomination Agreement, dated the 14th day of May, 2009 (this “Agreement”), by and among Peerless Systems Corporation, a Delaware corporation (the “Company”), on the one hand, and (i) Bandera Partners LLC (“Bandera Partners” or “BP”), (ii) Bandera Master Fund L.P. (“Bandera Master Fund” or “BMF”), (iii) Bandera Partners Management LLC (“BPM”), (iv) Gregory Bylinsky (“Bylinsky”), (v) Jefferson Gramm (“Gramm”) and (vi) any other Affiliates of BP, BMF, BPM, Bylinsky or Gramm (together with BP, BMF, BPM, Bylinsky and Gramm, the “Bandera Parties” and, each, a “Bandera Party”), on the other hand.
NOMINATION AGREEMENTNomination Agreement • April 22nd, 2013 • Bandera Partners LLC • Retail-eating places • Ohio
This NOMINATION AGREEMENT (this “Agreement”) is made as of April 12, 2013, by and between Morgan’s Foods, Inc., an Ohio corporation (the “Company”) and Bandera Master Fund L.P., a Cayman Islands exempted limited partnership (“Bandera”). Unless otherwise specified herein, all of the capitalized terms used herein are defined in Section 4 hereof.
SHARE PURCHASE AGREEMENTShare Purchase Agreement • April 22nd, 2013 • Bandera Partners LLC • Retail-eating places • Ohio
This SHARE PURCHASE AGREEMENT (“Purchase Agreement”) is entered into as of April 12, 2013 (the “Effective Date”) by and between Morgan’s Foods, Inc., an Ohio corporation (the “Company”), and Bandera Master Fund L.P., a Cayman Islands exempted limited partnership (“Bandera”).
Joint Filing AgreementJoint Filing Agreement • February 13th, 2015 • Bandera Partners LLC • Retail-retail stores, nec
The undersigned hereby agree that the Statement on Schedule 13G dated February 13, 2015 with respect to the shares of Common Units of Star Gas Partners, L.P., and any amendments thereto executed by each and any of the undersigned shall be filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.
AGREEMENT OF JOINT FILING TANDY LEATHER FACTORY, INC. COMMON STOCKJoint Filing Agreement • January 19th, 2011 • Bandera Partners LLC • Leather & leather products
This Agreement may be executed in any number of counterparts each of which shall be deemed to be an original and all of which together shall be deemed to constitute one and the same Agreement.
AGREEMENT OF JOINT FILING UCI MEDICAL AFFILIATES, INC. COMMON STOCKJoint Filing Agreement • January 9th, 2009 • Bandera Partners LLC • Services-specialty outpatient facilities, nec
This Agreement may be executed in any number of counterparts each of which shall be deemed to be an original and all of which together shall be deemed to constitute one and the same Agreement.
Joint Filing AgreementJoint Filing Agreement • June 13th, 2023 • Bandera Partners LLC • Medicinal chemicals & botanical products
The undersigned hereby agree that the Statement on Schedule 13G dated June 13, 2023 with respect to the Class A common stock, par value $0.0001 per share, of biote Corp., and any amendments thereto executed by each and any of the undersigned shall be filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.
JOINT FILING AGREEMENTJoint Filing Agreement • February 14th, 2012 • Bandera Partners LLC • Retail-retail stores, nec
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G, Amendment No. 6, dated February 14, 2012 (including amendments thereto) with respect to the Common Units of Star Gas Partners, L.P. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • August 11th, 2023 • Bandera Partners LLC • Patent owners & lessors
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the shares of Common Stock, $0.001 par value per share, of The Joint Corp. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
Joint Filing AgreementJoint Filing Agreement • February 14th, 2019 • Bandera Partners LLC • Retail-retail stores, nec
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G dated February 13, 2019 (including amendments thereto) with respect to the Common Units of Star Group, L.P. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • November 17th, 2017 • Bandera Partners LLC • Semiconductors & related devices
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the shares of Common Stock, $0.001 par value, of Rubicon Technology, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
SHARE TENDER AGREEMENTShare Tender Agreement • March 14th, 2011 • Bandera Partners LLC • Services-specialty outpatient facilities, nec • Delaware
This SHARE TENDER AGREEMENT, dated as of March 14, 2011 (this “Agreement”), is made and entered into by and among Blue Cross and Blue Shield of South Carolina, a mutual insurance company organized under the laws of the state of South Carolina and an independent licensee of the Blue Cross and Blue Shield Association, an association of independent Blue Cross and Blue Shield Plans (“Purchaser”), and Bandera Partners LLC, a Delaware limited liability company (“Bandera”) and certain of its Affiliates (as defined below) listed on Schedule 1 (collectively, with Bandera, the “Stockholders” and each a “Stockholder”).
JOINT FILING AGREEMENTJoint Filing Agreement • November 17th, 2017 • Bandera Partners LLC • Retail-eating places
The undersigned hereby agree that the statement on Schedule 13D with respect to the Common stock, $0.32 par value, of Luby's, Inc. dated as of the date hereof is, and any further amendments thereto signed by each of the undersigned shall be, filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended.
JOINT FILING AGREEMENTJoint Filing Agreement • February 13th, 2013 • Bandera Partners LLC • Retail-eating places
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G dated February 13, 2013 (including amendments thereto) with respect to the Common Stock of Luby’s, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • January 3rd, 2014 • Bandera Partners LLC • Leather & leather products
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the shares of Common Stock, par value $0.0024 per share, of Tandy Leather Factory, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
NOMINATION AND STANDSTILL AGREEMENTNomination and Standstill Agreement • November 8th, 2023 • Bandera Partners LLC • Patent owners & lessors • Delaware
This Nomination and Standstill Agreement (as the same may be amended, this “Agreement”), dated as of November 6, 2023 (the “Effective Date”), is by and among The Joint Corp., a Delaware corporation (the “Company”), and the Persons (as defined below) set forth on the signature pages hereto (collectively “Bandera”). Capitalized terms used in this Agreement without definition shall have the meanings set forth in Section 19.
Joint Filing AgreementJoint Filing Agreement • February 14th, 2014 • Bandera Partners LLC • Services-nursing & personal care facilities
The undersigned hereby agree that the Statement on Schedule 13G dated February 14, 2014 with respect to the shares of Class A Common Stock of Assisted Living Concepts, Inc., and any amendments thereto executed by each and any of the undersigned shall be filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.
JOINT FILING AGREEMENTJoint Filing Agreement • May 10th, 2019 • Bandera Partners LLC • Real estate
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the shares of Common Stock, $0.001 par value per share, of PICO Holdings, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
AGREEMENT OF JOINT FILING PEERLESS SYSTEMS CORPORATION COMMON STOCKJoint Filing Agreement • May 5th, 2009 • Bandera Partners LLC • Services-prepackaged software
This Agreement may be executed in any number of counterparts each of which shall be deemed to be an original and all of which together shall be deemed to constitute one and the same Agreement.
Joint Filing AgreementJoint Filing Agreement • February 14th, 2022 • Bandera Partners LLC • Biological products, (no disgnostic substances)
The undersigned hereby agree that the Statement on Schedule 13G dated February 14, 2022 with respect to the Common Stock, $0.001 par value per share, of Dyadic International, Inc., and any amendments thereto executed by each and any of the undersigned shall be filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.
AGREEMENT OF JOINT FILING UCI MEDICAL AFFILIATES, INC. COMMON STOCKJoint Filing Agreement • February 9th, 2010 • Bandera Partners LLC • Services-specialty outpatient facilities, nec
This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original and all of which together shall be deemed to constitute one and the same Agreement.
JOINT FILING AGREEMENTJoint Filing Agreement • January 6th, 2016 • Bandera Partners LLC • Retail-eating places
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the shares of Common Stock, $0.01 par value, of Famous Dave’s of America, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • February 10th, 2012 • Bandera Partners LLC • Services-educational services
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the shares of Common Stock, par value $0.01 per share, of Ambassadors Group, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • September 7th, 2021 • Bandera Partners LLC • Wholesale-groceries, general line
The undersigned hereby agree that the statement on Schedule 13D with respect to the Common stock, $0.0001 par value, of Innovative Food Holdings, Inc. dated as of the date hereof is, and any further amendments thereto signed by each of the undersigned shall be, filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended.
Joint Filing AgreementJoint Filing Agreement • May 22nd, 2018 • Bandera Partners LLC • Patent owners & lessors
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G dated May 22, 2018 (including amendments thereto) with respect to the Common Stock, $0.001 par value, of The Joint Corp. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • March 7th, 2012 • Bandera Partners LLC • Services-prepackaged software
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the shares of Common Stock, par value $0.01 per share, of MakeMusic, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
Joint Filing AgreementJoint Filing Agreement • February 14th, 2014 • Bandera Partners LLC • Retail-eating places
The undersigned hereby agree that the Statement on Schedule 13G dated February 14, 2014 with respect to the shares of Common Stock of Luby’s, Inc., and any amendments thereto executed by each and any of the undersigned shall be filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.
Joint Filing AgreementJoint Filing Agreement • February 12th, 2016 • Bandera Partners LLC • Retail-retail stores, nec
The undersigned hereby agree that the Statement on Schedule 13G dated February 12, 2016 with respect to the Common Units of Star Gas Partners, L.P., and any amendments thereto executed by each and any of the undersigned shall be filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.
JOINT FILING AGREEMENTJoint Filing Agreement • January 3rd, 2014 • Bandera Partners LLC • Retail-eating places
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the shares of Common Stock, no par value per share, of Morgan’s Foods, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • March 2nd, 2012 • Bandera Partners LLC • Footwear, (no rubber)
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G dated March 2, 2012 (including amendments thereto) with respect to the Common Stock of Kenneth Cole Productions, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
