EXHIBIT 1.1
AMENDED AND RESTATED
JOINT FILING AGREEMENT
This AMENDED AND RESTATED JOINT FILING AGREEMENT, dated as of May 26,
2005, amends and restates the Joint Filing Agreement dated as of December 31,
2004, and is made by and between Fortress Pinnacle Investment Fund LLC, a
Delaware limited liability company ("FPIF"), FIG Advisors LLC, a Delaware
limited liability company ("FIGA"), Xxxxxx X. Xxxxx, an individual ("Xxxxx"),
FRIT PINN LLC, a Delaware limited liability company ("FRIT PINN"), Fortress
Registered Investment Trust, a Delaware business trust ("FRIT"), Fortress
Investment Fund LLC, a Delaware limited liability company ("FIF"), Fortress
Fund MM LLC, a Delaware limited liability company ("FFMM"), FIT GSL LLC, a
Delaware limited liability company ("FIT GSL"), Fortress Investment Trust II,
a Delaware business trust ("FIT II"), Fortress Investment Fund II LLC, a
Delaware limited liability company ("FIF II"), Fortress Fund XX XX LLC, a
Delaware limited liability company ("FFMM II"), Fortress Investment Group LLC,
a Delaware limited liability company ("FIG"), and Fortress Investment Holdings
LLC, a Delaware limited liability company ("FIH"). FPIF, FIGA, Gidel, FRIT
PINN, FRIT, FIF, FFMM, FIT GSL, FIT II, FIF II, FFMM II, FIG and FIH
collectively referred to herein as the "Parties" and each individually as a
"Party." Pursuant to Rule 13d-1(k)(1)(iii) promulgated under the Securities
Exchange Act of 1934, as amended, the Parties hereby acknowledge and agree
that Schedule 13D is filed on behalf of each such Party and that all
subsequent amendments to the Statement on Schedule 13D shall be filed on
behalf of each of the Parties without the necessity of filing additional joint
acquisition statements. The Parties hereby acknowledge that each Party shall
be responsible for timely filing of such amendments, and for the completeness
and accuracy of the information concerning such Party contained therein, but
shall not be responsible for the completeness and accuracy of the information
concerning any other Party, except to the extent that such Party knows or has
reason to believe that such information is inaccurate.
[signature pages follow]
IN WITNESS WHEREOF, the Parties hereto have executed this Joint Filing
Agreement as of the day and year first above written.
FORTRESS PINNACLE INVESTMENT FUND LLC
By: /s/ Xxxxxx X. Xxxxx
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Xxxxxx X. Xxxxx
as sole manager of Fortress Pinnacle
Investment Fund LLC
FIG ADVISORS LLC
By: /s/ Xxxxxx X. Xxxxxxx
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Xxxxxx X. Xxxxxxx
as Chief Operating Officer of Fortress
Investment Group LLC, managing member
of FIG Advisors LLC
XXXXXX X. XXXXX
/s/ Xxxxxx X. Xxxxx
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Xxxxxx X. Xxxxx
FRIT PINN LLC
By: /s/ Xxxxxx X. Xxxxxxx
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Xxxxxx X. Xxxxxxx
as Vice President and Secretary
FORTRESS REGISTERED INVESTMENT TRUST
By: /s/ Xxxxxx X. Xxxxxxx
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Xxxxxx X. Xxxxxxx
as Chief Operating Officer and Secretary
FORTRESS INVESTMENT FUND LLC
By: /s/ Xxxxxx X. Xxxxxxx
--------------------------------------
Xxxxxx X. Xxxxxxx
as Chief Operating Officer and Secretary
of Fortress Fund MM LLC, managing member
of Fortress Investment Fund LLC
FORTRESS FUND MM LLC
By: /s/ Xxxxxx X. Xxxxxxx
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Xxxxxx X. Xxxxxxx
as Chief Operating Officer and Secretary
FIT GSL LLC
By: /s/ Xxxxxx X. Xxxxxxx
--------------------------------------
Xxxxxx X. Xxxxxxx
as Chief Operating Officer and Secretary
FORTRESS INVESTMENT TRUST II LLC
By: /s/ Xxxxxx X. Xxxxxxx
--------------------------------------
Xxxxxx X. Xxxxxxx
as Chief Operating Officer and Secretary
FORTRESS INVESTMENT FUND II LLC
By: /s/ Xxxxxx X. Xxxxxxx
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Xxxxxx X. Xxxxxxx
as Chief Operating Officer
and Secretary of Fortress
Fund XX XX LLC, managing
member of Fortress
Investment Fund II LLC
FORTRESS FUND XX XX LLC
By: /s/ Xxxxxx X. Xxxxxxx
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Xxxxxx X. Xxxxxxx
as Chief Operating Officer and Secretary
FORTRESS INVESTMENT GROUP LLC
By: /s/ Xxxxxx X. Xxxxxxx
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Xxxxxx X. Xxxxxxx
as Chief Operating Officer
FORTRESS INVESTMENT HOLDINGS LLC
By: /s/ Xxxxxx X. Xxxxxxx
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Xxxxxx X. Xxxxxxx
As Manager