Exhibit 2
JOINT FILING AGREEMENT
THIS JOINT FILING AGREEMENT (this "Agreement") is made and entered into
as of this 30th day of November, 2004, by and among Franklin Resources, Inc.,
Xxxxxxx X. Xxxxxxx, Xxxxxx X. Xxxxxxx, Xx., Xxxxxxxx Advisory Services, LLC, X.
Xxxxxxxxxxx Investment Partnership LP, Xxxxxxxxxxx-Close International Ltd.,
Wynnefield Partners Small Cap Value, L.P., Wynnefield Partners Small Cap Value,
L.P. I, Wynnefield Small Cap Value Offshore Fund, Ltd., Xxxxxxxx Partnership II
L.P., Wynnefield Capital Management LLC, Wynnefield Capital Inc., Xxxxxx Xxxx
and Xxxxxx Xxxxxx.
The parties to this Agreement hereby agree to prepare jointly and file
timely (or otherwise to deliver as appropriate) all filings on Schedule 13D and
Schedule 13G (the "Filings") required to be filed by them pursuant to Section
13(d) or 13(g) under the Securities Exchange Act of 1934, as amended, with
respect to their respective ownership of any securities of Xxxxxxx Maritime
Corp. that are required to be reported on any Filings. Each party to this
Agreement further agrees and covenants to the other parties that it will fully
cooperate with such other parties in the preparation and timely filing (and
other delivery) of all such Filings.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the date first set forth above.
FRANKLIN ADVISORY SERVICES, LLC
FRANKLIN RESOURCES, INC.
XXXXXXX X. XXXXXXX
XXXXXX X. XXXXXXX, XX.
/s/ Xxxxxxx X. Xxxxx
-------------------------------------------
By: Xxxxxxx X. Xxxxx
Title: Secretary, Franklin/Xxxxxxxxx Distributors,
Inc., the Managing Member of Franklin Advisory
Services, LLC
Title: Vice President, Deputy General Counsel and
Secretary, Franklin Resources, Inc.
Attorney-in-fact of Xxxxxxx X. Xxxxxxx, pursuant to a
power of attorney, attached hereto as Exhibit 3
Attorney-in-fact of Xxxxxx X. Xxxxxxx, Xx., pursuant
to a power of attorney, attached hereto as Exhibit 4
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the date first set forth above.
X. XXXXXXXXXXX INVESTMENT
PARTNERSHIP, LP
By: OPPVEST, LLC, its general partner
/s/ Xxxxxx X. Xxxxxxxxxxx
---------------------------------
By: Xxxxxx X. Xxxxxxxxxxx
Title: Managing Member
OPPHENHEIMER-CLOSE INTERNATIONAL, LTD.
/s/ Xxxxxx X. Xxxxxxxxxxx
---------------------------------
By: Xxxxxx X. Xxxxxxxxxxx
Title: Chairman
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the date first set forth above.
WYNNEFIELD PARTNERS SMALL CAP VALUE, L.P.
/s/ Xxxxxx Xxxx
-------------------------------------------
By: Xxxxxx Xxxx
Title: Co-Managing Partner
WYNNEFIELD PARTNERS SMALL CAP VALUE, L.P. I
By: WYNNEFIELD CAPITAL MANAGEMENT, LLC, its general
partner
/s/ Xxxxxx Xxxx
-------------------------------------------
By: Xxxxxx Xxxx
Title: Co-Managing Member
WYNNEFIELD SMALL CAP VALUE OFFSHORE FUND, LTD.
By: WYNNEFIELD CAPITAL, INC.
/s/ Xxxxxx Xxxx
-------------------------------------------
By: Xxxxxx Xxxx
Title: President
XXXXXXXX PARTNERSHIP II L.P.
By: XXXXXX XXXX, its general partner
/s/ Xxxxxx Xxxx
-------------------------------------------
By: Xxxxxx Xxxx
Title: General Partner
WYNNEFIELD CAPITAL MANAGEMENT LLC
/s/ Xxxxxx Xxxx
-------------------------------------------
By: Xxxxxx Xxxx
Title: Co-Managing Member
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the date first set forth above.
WYNNEFIELD CAPITAL, INC.
/s/ Xxxxxx Xxxx
--------------------------------
By: Xxxxxx Xxxx
Title: President
XXXXXX XXXX
/s/ Xxxxxx Xxxx
--------------------------------
By: Xxxxxx Xxxx, individually.
XXXXXX XXXXXX
/s/ Xxxxxx Xxxxxx
--------------------------------
By: Xxxxxx Xxxxxx, individually.
