EXHIBIT 1
JOINT FILING AGREEMENT
THIS JOINT FILING AGREEMENT (this "Agreement") is made and entered into as
of May 19, 2003, by and among (i) Midwest Mezzanine Fund II, L.P., a Delaware
limited partnership, (ii) ABN AMRO Mezzanine Management II, L.P., a Delaware
limited partnership and the general partner of Midwest (the "GP/LP"), (iii) ABN
AMRO Mezzanine Management II, Inc., a Delaware corporation and the general
partner of the GP/LP (the "Corporate GP"), (iv) LaSalle Bank Corporation, a
Delaware corporation and the owner of all the outstanding capital stock of the
Corporate GP ("LaSalle Bank Corp."), (v) ABN AMRO North America Holding Company,
a Delaware corporation and the owner of all the outstanding capital stock of
LaSalle Bank Corp. ("AANA Holding"), (vi) ABN AMRO Bank N.V., a Netherlands
corporation and the owner of all the outstanding capital stock of AANA Holding
("ABN AMRO Bank"), and (vii) ABN AMRO Holding N.V., a Netherlands corporation
and the owner of all the outstanding capital stock of ABN AMRO Bank. All of the
filers of this Schedule 13D are collectively, the "Reporting Persons."
WHEREAS, pursuant to paragraph (k) of Rule 13d-1 promulgated under the
Securities Exchange Act of 1934, as amended (the "1934 Act"), the Reporting
Persons have decided to satisfy their filing obligations under Section 13(d) of
the 1934 Act by making a single joint filing.
NOW, THEREFORE, the undersigned hereby agree as follows:
1. The Reporting Persons are filing this Amendment No. 1 to the Schedule
13D (the "Schedule 13D"), filed on August 22, 2002, respecting the common stock,
par value $.001 per share, of Castle Dental Centers, Inc., a Delaware
corporation, and will file any subsequent amendments to the Schedule 13D, as a
joint filing on behalf of the Reporting Persons.
2. Each of the Reporting Persons is responsible for the completeness and
accuracy of the information concerning such person contained in the Schedule 13D
and any amendment to the Schedule 13D, but that no person is responsible for the
completeness or accuracy of the information concerning any other person making
such filing.
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the
day and year first above written.
MIDWEST MEZZANINE FUND II, L.P.
By: ABN AMRO Mezzanine Management II, L.P.,
its general partner
By: ABN AMRO Mezzanine Management II, Inc.,
its general partner
By: /s/ Xxxx X. Xxxxx
-----------------------------------------
Xxxx X. Xxxxx, its Vice President
ABN AMRO MEZZANINE MANAGEMENT II, L.P.
By: ABN AMRO Mezzanine Management II, Inc.,
its general partner
By: /s/ Xxxx X. Xxxxx
-----------------------------------------
Xxxx X. Xxxxx, its Vice President
ABN AMRO MEZZANINE MANAGEMENT II, INC.
By: /s/ Xxxx X. Xxxxx
-----------------------------------------
Xxxx X. Xxxxx, its Vice President
LASALLE BANK CORPORATION
By: /s/ Xxxx X. Xxxxxx
-----------------------------------------
Xxxx X. Xxxxxx, its Senior Vice President
and
By: /s/ Xxxxx Xxxxxx
-----------------------------------------
Xxxxx Xxxxxx, its Group Senior Vice
President and Deputy General Counsel and
Secretary
ABN AMRO NORTH AMERICA HOLDING COMPANY
By: /s/ Xxxx X. Xxxxxx
-----------------------------------------
Xxxx X. Xxxxxx, its Senior Vice President
ABN AMRO BANK N.V.
By: /s/ Xxxx Xxxxx
-----------------------------------------
Xxxx Xxxxx, its Corporate Secretary
and
By: /s/ X. X. Xxx
-----------------------------------------
X. X. Xxx, its Senior Executive Vice
President
ABN AMRO HOLDING N.V.
By: /s/ Xxxx Xxxxx
-----------------------------------------
Xxxx Xxxxx, its Corporate Secretary
and
By: /s/ X. X. Xxx
-----------------------------------------
X. X. Xxx, its Authorized Signatory
