TENDER AND SUPPORT AGREEMENTTender and Support Agreement • August 18th, 2022 • Engine Capital, L.P. • Services-engineering services • Delaware
This TENDER AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of August 16, 2022, by and among Global Infrastructure Solutions Inc., a Delaware corporation (“Parent”), Liberty Acquisition Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and the undersigned holders (each, a “Holder” and collectively, the “Holders”) of shares of common stock, par value $0.0001 per share (“Company Common Stock”), of Hill International, Inc., a Delaware corporation (the “Company”).
JOINT FILING AND SOLICITATION AGREEMENTJoint Filing and Solicitation Agreement • March 13th, 2020 • Engine Capital, L.P. • Pharmaceutical preparations • New York
WHEREAS, certain of the undersigned are stockholders, direct or beneficial, of CymaBay Therapeutics, Inc., a Delaware corporation (the “Company”);
NOMINATION AND STANDSTILL AGREEMENTNomination and Standstill Agreement • March 19th, 2019 • Engine Capital, L.P. • Services-business services, nec
This Nomination and Standstill Agreement, dated March 15, 2019 (this “Agreement”), is by and among the persons and entities listed on Schedule A hereto (collectively, the “Ajdler Group” or the “Investors”, and individually a “member” of the Ajdler Group) and PFSweb, Inc. (the “Company”).
COOPERATION AGREEMENTCooperation Agreement • December 13th, 2023 • Engine Capital, L.P. • Surgical & medical instruments & apparatus • Delaware
This COOPERATION AGREEMENT (this “Agreement”) is made and entered into as of December 11, 2023, by and among Orthofix Medical Inc., a Delaware corporation (the “Company”), and the entities and individuals set forth on the signatures pages hereto (collectively with each of their respective Affiliates, the “Investor Group”).
COOPERATION AND SUPPORT AGREEMENTCooperation and Support Agreement • February 28th, 2020 • Engine Capital, L.P. • Biological products, (no disgnostic substances) • Delaware
This Cooperation and Support Agreement (this “Agreement”) is made and entered into as of February 27, 2020, by and among PDL BioPharma, Inc., a Delaware corporation (the “Company”), and the entities and natural person set forth on the signature pages hereto (collectively, “Engine”) (each of the Company and Engine, a “Party” to this Agreement, and collectively, the “Parties”).
SUPPORT AGREEMENTSupport Agreement • August 30th, 2022 • Engine Capital, L.P. • Services-engineering services • Delaware
This SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of August 26, 2022, by and among Global Infrastructure Solutions Inc., a Delaware corporation (“Parent”), Liberty Acquisition Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and the undersigned holders (each, a “Holder” and collectively, the “Holders”) of shares of common stock, par value $0.0001 per share (“Company Common Stock”), of Hill International, Inc., a Delaware corporation (the “Company”).
NOMINATION AND STANDSTILL AGREEMENTNomination and Standstill Agreement • March 20th, 2015 • Engine Capital, L.P. • Services-help supply services • Delaware
This NOMINATION AND STANDSTILL AGREEMENT dated March 19, 2015 (this “Agreement”) is by and among the persons listed on Schedule A (collectively, the “Engine Capital Group” and each individually a “member” of the Engine Capital Group) and StarTek, Inc. (the “Company”).
JOINT FILING AGREEMENTJoint Filing Agreement • July 18th, 2019 • Engine Capital, L.P. • Laboratory analytical instruments
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 additional amendments thereto) with respect to the shares of Common Stock, $0.01 par value, of Harvard Bioscience, Inc., a Delaware corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
GROUP AGREEMENTGroup Agreement • March 10th, 2016 • Engine Capital, L.P. • Printed circuit boards
This Agreement (this “Agreement”) is made and entered into as of March 9, 2016, by and among (1) Engine Capital, L.P., a Delaware limited partnership (“Engine Capital”), Engine Jet Capital, L.P., a Delaware limited partnership (“Engine Jet”), Engine Capital Management, LLC, a Delaware limited liability company (“Engine Management”), Engine Investments, LLC, a Delaware limited liability company (collectively with Engine Capital, Engine Jet, and Engine Management, the “Engine Parties”), and (2) Norwood Investment Partners, LP, a California limited partnership (“Norwood Investments”), and Norwood Capital Partners, LP, a Delaware limited partnership (together with Norwood Investments, the “Norwood Parties” and, with the Engine Parties, each a “Party” to this Agreement, and collectively, the “Parties” or the “Group”).
JOINT FILING AGREEMENTJoint Filing Agreement • October 3rd, 2022 • Engine Capital, L.P. • Services-computer processing & data preparation
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 Class A Common Stock, par value $0.001 per share, of SciPlay Corporation, a Nevada corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
Joint Filing AgreementJoint Filing Agreement • November 6th, 2017 • Engine Capital, L.P. • Services-engineering 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 the shares of Common Stock, par value $0.0001 per share, of Hill International, Inc., a Delaware Corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
Joint Filing AgreementJoint Filing Agreement • October 23rd, 2019 • Engine Capital, L.P. • Biological products, (no disgnostic substances)
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 the shares of common stock, par value $0.01 per share, of PDL BioPharma, Inc., a Delaware Corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
Joint Filing AgreementJoint Filing Agreement • May 18th, 2020 • Engine Capital, L.P. • Real estate investment trusts
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 the shares of common stock, par value $0.001 per share, of CIM Commercial Trust Corporation, a Maryland corporation and real estate investment trust. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • May 13th, 2020 • Engine Capital, L.P. • Pharmaceutical preparations
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 additional amendments thereto) with respect to the shares of Common Stock, $0.0001 par value, of CymaBay Therapeutics, Inc. a Delaware corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
Joint Filing AgreementJoint Filing Agreement • April 29th, 2014 • Engine Capital, L.P. • Services-help supply 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 securities of StarTek, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • June 2nd, 2022 • Engine Capital, L.P. • Services-computer processing & data preparation
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 additional amendments thereto) with respect to the shares of Class A Common Stock, $0.001 par value, of SciPlay Corporation, a Nevada corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
Joint Filing AgreementJoint Filing Agreement • January 28th, 2020 • Engine Capital, L.P. • Real estate investment trusts
The undersigned hereby agree that the Statement on Schedule 13G dated January 27, 2020 with respect to the Common Stock, par value $0.001 per share, of CIM Commercial Trust Corporation, 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 • August 29th, 2018 • Engine Capital, L.P. • Services-business services, 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 13D (including additional amendments thereto) with respect to the shares of Common Stock, $0.001 par value, of PFSweb, Inc., a Delaware corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
Joint Filing AgreementJoint Filing Agreement • August 17th, 2017 • Engine Capital, L.P. • Services-business services, 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 13D (including amendments thereto) with respect to the shares of Common Stock, par value $0.001 per share, of PFSweb, Inc., a Delaware corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
Joint Filing AgreementJoint Filing Agreement • March 10th, 2016 • Engine Capital, L.P. • Printed circuit boards
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 securities of Sparton Corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
Joint Filing AgreementJoint Filing Agreement • January 10th, 2018 • Engine Capital, L.P. • Services-engineering 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 the shares of Common Stock, par value $0.0001 per share, of Hill International, Inc., a Delaware Corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • April 6th, 2020 • Engine Capital, L.P. • Laboratory analytical instruments
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 additional amendments thereto) with respect to the shares of Common Stock, $0.01 par value, of Harvard Bioscience, Inc., a Delaware corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AND SOLICITATION AGREEMENTJoint Filing and Solicitation Agreement • December 11th, 2020 • Engine Capital, L.P. • Real estate investment trusts • New York
WHEREAS, certain of the undersigned are stockholders, direct or beneficial, of CIM Commercial Trust Corporation, a Maryland corporation (the “Company”);
JOINT FILING AGREEMENTJoint Filing Agreement • November 3rd, 2023 • Engine Capital, L.P. • Surgical & medical instruments & apparatus
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 Common Stock, $0.10 par value per share, of Orthofix Medical Inc., a Delaware corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • December 12th, 2019 • Engine Capital, L.P. • Pharmaceutical preparations
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 additional amendments thereto) with respect to the shares of Common stock, $0.0001 par value, of CymaBay Therapeutics, Inc., a Delaware corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • August 30th, 2023 • Engine Capital, L.P. • Sporting & athletic goods, 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 13D (including amendments thereto) with respect to the Common Stock, par value $0.001 per share, of American Outdoor Brands, Inc., a Delaware corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
AGREEMENTAgreement • May 4th, 2016 • Engine Capital, L.P. • Printed circuit boards • Ohio
This Agreement (this “Agreement”) is made and entered into as of May 4, 2016, by and among Sparton Corporation (the “Company”), Engine Capital, L.P., Engine Jet Capital, L.P., Engine Capital Management, LLC, Engine Investments, LLC, Arnaud Ajdler (collectively, “Engine” and each an “Engine Member”, and together with the other entities and natural persons set forth in the signature pages hereto under the heading “THE ENGINE GROUP”, the “Engine Group”), and the New Appointees (as defined below). Each member of the Engine Group and each of the Company and the New Appointees (and any Replacement Appointee(s) (as defined below) thereof) is a “Party” to this Agreement, and collectively they are the “Parties”.
