JOINT FILING AGREEMENT
Exhibit 99.1
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 Amendment No. 9 to the Schedule 13D originally filed on September 15,
2003 (including amendments thereto) with respect to shares of Common Shares, par
value $.40 per share, of CPI Corp. This Joint Filing Agreement shall
be filed as an Exhibit to such Statement. The undersigned further
agree that any amendments to such statement on Schedule 13D shall be filed
jointly on behalf of each of them without the necessity of entering into
additional joint filing agreements.
The
undersigned further agree that each party hereto is responsible for timely
filing of such statement on Schedule 13D and any amendments thereto, and for the
completeness and accuracy of the information concerning such party contained
therein; provided that no party is responsible for the completeness or accuracy
of the information concerning any other party, unless such party knows or has
reason to believe that such information is inaccurate.
The
undersigned shall not be deemed to admit membership in a group by reason of
entering into this Joint Filing Agreement.
This
Joint Filing Agreement may be executed in one or more counterparts, each of
which shall be deemed to be an original instrument, but all of such counterparts
together shall constitute but one agreement.
Dated:
June 22, 2008
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Dated:
July 22, 2007
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KNIGHTSPOINT
PARTNERS I, L.P.
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By:
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Knightspoint
Capital Management II LLC
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Its:
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General
Partner
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By:
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Knightspoint
Partners LLC
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Its:
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Member
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By:
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/s/
Xxxxx Xxxxx
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Xxxxx
Xxxxx, Managing Member
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KNIGHTSPOINT
CAPITAL MANAGEMENT I LLC
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By:
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Knightspoint
Partners LLC
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Its:
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Member
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By:
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/s/
Xxxxx Xxxxx
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Xxxxx
Xxxxx, Managing Member
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KNIGHTSPOINT
PARTNERS LLC
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By:
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/s/
Xxxxx Xxxxx
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Xxxxx
Xxxxx, Managing Member
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/s/
Xxxxx Xxxxx
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Xxxxx
Xxxxx, individually and as
attorney-in-fact
for Xxxxxxx Xxxxxxx
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STARBOARD
VALUE AND OPPORTUNITY FUND, LLC
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STARBOARD
VALUE AND OPPORTUNITY MASTER FUND LTD.
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By:
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RGC
Starboard Advisors, LLC,
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By:
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RGC
Starboard Advisors, LLC,
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its
managing member
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its
investment manager
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By:
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By:
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its
sole member
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its
sole member
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By:
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C4S
& Co., L.L.C.,
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By:
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C4S
& Co., L.L.C.,
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its
managing member
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its
managing member
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RAMIUS
MASTER FUND, LTD.
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RCG
STARBOARD ADVISORS, LLC
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By:
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Ramius
Advisors, L.L.C.,
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By:
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its
investment advisor
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its
sole member
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By:
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By:
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C4S
& Co., L.L.C.,
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its
sole member
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its
managing member
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By:
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C4S
& Co., L.L.C.,
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its
managing member
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RCG
XXXXXXX MASTER FUND, LTD.
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By:
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By:
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C4S
& Co., L.L.C.,
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its
investment advisor
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as
managing member
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By:
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C4S
& Co., L.L.C.,
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its
managing member
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RCG
HALIFAX FUND, LTD.
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RAMIUS
SECURITIES, L.L.C.
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By:
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By:
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its
sole member
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its
sole member
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By:
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C4S
& Co., L.L.C.,
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By:
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C4S
& Co., L.L.C.,
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its
managing member
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its
managing member
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RAMIUS
ADVISORS, L.L.C.
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C4S
& CO., L.L.C.
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By:
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its
sole member
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By:
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C4S
& Co., L.L.C.,
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its
managing member
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By:
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/s/
Xxxxxxx X. Xxxxxxx
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Name:
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Xxxxxxx
X. Xxxxxxx
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Title:
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Authorized
Signatory
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/s/
Xxxxxxx X. Xxxxxxx
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Xxxxxxx
X. Xxxxxxx, individually and as
attorney-in-fact
for Xxxxx X. Xxxxx,
Xxxxxx
X. Xxxxx and Xxxxxx X. Xxxxxxx
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/s/
Xxxx X. Xxxxxxxx
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Xxxx
X. Xxxxxxxx, individually
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/s/
Xxxxx Xxxx
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Xxxxx
Xxxx, individually
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