JOINT FILING AGREEMENT AND POWER OF ATTORNEY
EXHIBIT 1
JOINT FILING AGREEMENT AND POWER OF ATTORNEY
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as
amended, each of the persons named below agrees to the joint filing of a Statement on Schedule 13D
(including amendments thereto) with respect to the common stock, no par value, of Fiberstars, Inc.,
a California corporation, and further agrees that this Joint Filing Agreement be included as an
exhibit to such filings provided that, as contemplated by Section 13d-1(k)(l)(ii), no person shall
be responsible for the completeness or accuracy of the information concerning the other persons
making the filing, unless such person knows or has reason to believe that such information is
inaccurate. This Joint Filing Agreement may be executed in any number of counterparts, all of which
together shall constitute one and the same instrument.
Each of Advanced Lighting Technologies, Inc., Saratoga Lighting Holdings LLC, Saratoga Partners IV,
L.P., Saratoga Coinvestment IV LLC, Saratoga Associates IV LLC and Saratoga Management Company LLC
(the “Named Parties”) hereby constitutes and appoints each of Xxxxxxx X. Xxxxxxxxxx, Xxxxx X.
Xxxxxxx and Xxxxxxx X. Xxxxxxxxxx, acting singly, as the true and lawful attorneys-in-fact, with
full power of substitution in any and all capacities, to execute for and on behalf of the Named
Parties, the Schedule 13D to which this Joint Filing Agreement and Power of Attorney is an exhibit
and all amendments thereto, and to file the same, with all exhibits thereto, and other documents in
connection therewith, with the Securities and Exchange Commission, the issuer and relevant stock
exchanges. Each of the Named Parties hereby grants to such attorneys-in-fact full power and
authority to do and perform each and every act and thing requisite and necessary to be done, as
fully to all intents and purposes as the attorney-in-fact might or could, and hereby ratifies and
confirms all that said attorneys-in-fact or their substitute or substitutes may lawfully do or
cause to be done by virtue hereof.
The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity
at the request of the undersigned, are not assuming any of the undersigned’s responsibilities to
comply with Section 13(d) of the Securities Exchange Act of 1934.
The powers hereby conferred upon the said attorneys-in-fact shall continue in force until
notice of the revocation of this Power of Attorney has been received by the said attorneys-in-fact.
Date: August 4, 2005
Advanced Lighting Technologies, Inc. |
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By:
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/s/ Xxxxx X. Xxxxxxx | ||
Name: Title: |
Xxxxx X. Xxxxxxx Executive Vice President |
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Date: August 4, 2005
Saratoga Lighting Holdings LLC |
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By:
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Saratoga Management Company LLC, as Managing Member |
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By:
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/s/ Xxxxxxx X. Xxxxxxxxxx | |||
Name: Title: |
Xxxxxxx X. Xxxxxxxxxx Treasurer |
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Date: August 4, 2005
Saratoga Partners IV, L.P. |
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By:
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Saratoga Associates IV LLC, as General Partner |
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By:
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Saratoga Management Company LLC, as Manager |
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By:
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/s/ Xxxxxxx X. Xxxxxxxxxx | |||
Name: Title: |
Xxxxxxx X. Xxxxxxxxxx Treasurer |
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Date: August 4, 2005
Saratoga Coinvestment IV LLC |
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By:
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Saratoga Management Company LLC, as Managing Member |
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By:
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/s/ Xxxxxxx X. Xxxxxxxxxx | |||
Name: Title: |
Xxxxxxx X. Xxxxxxxxxx Treasurer |
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Date: August 4, 2005
Saratoga Associates IV LLC |
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By:
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Saratoga Management Company LLC, as Manager |
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By:
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/s/ Xxxxxxx X. Xxxxxxxxxx | |||
Name: Title: |
Xxxxxxx X. Xxxxxxxxxx Treasurer |
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Date: August 4, 2005
Saratoga Management Company LLC |
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By:
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/s/ Xxxxxxx X. Xxxxxxxxxx | |||
Name: Title: |
Xxxxxxx X. Xxxxxxxxxx Treasurer |
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