JOINT FILING AGREEMENT
JOINT FILING AGREEMENT (this "Agreement"), dated as of August 31, 2005,
by and among Texas Clothing Holding Corp., a Delaware corporation, Nevada
Clothing Acquisition Corp., a Nevada corporation, Infinity Associates LLC, a
Delaware limited liability corporation, Perseus Market Opportunity Fund, L.P., a
Delaware limited partnership, Perseus Market Opportunity Partners, L.P., a
Delaware limited partnership, Perseus Market Opportunity Partners GP, L.L.C., a
Delaware limited liability company, Perseus, L.L.C., a Delaware limited
liability company, Perseuspur, L.L.C., a Delaware limited liability company,
Xxxxx X. Xxxxx, an individual, Grand Wealth Group Limited, a British Virgin
Islands corporation and Symphony Holdings Group Limited, a Bermuda corporation
(collectively, the "Reporting Persons").
W I T N E S S E T H
WHEREAS, as of the date hereof, each of the Reporting Persons is filing
their statement on Schedule 13D (the "Schedule 13D") with respect to the common
stock, par value $0.10 per share, of Haggar Corp., a Nevada corporation;
WHEREAS, each of the Reporting Persons is individually eligible to file
the Schedule 13D;
WHEREAS, each of the Reporting Persons wishes to file the Schedule 13D
and any future amendments thereto jointly and on behalf of each of the Reporting
Persons, pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 0000
(xxx "Xxxxxxxx Xxx");
NOW, THEREFORE, in consideration of these premises and other good and
valuable consideration, the parties hereto agree as follows:
1. The Reporting Persons hereby agree that the Schedule 13D
is, and any future amendments to the Schedule 13D will be filed on behalf of
each of the Reporting Persons pursuant to Rule 13d-1(k)(1)(iii) under the
Exchange Act.
2. Each of the Reporting Persons hereby acknowledges that,
pursuant to Rule 13d-1(k)(1)(i) under the Exchange Act, such Reporting Person is
responsible for the timely filing of the Schedule 13D and any future amendments
thereto, and for the completeness and accuracy of the information concerning
such Reporting Person contained therein.
3. Each of the Reporting Persons hereby agrees that, this
Agreement shall be filed as an exhibit to the Schedule 13D, pursuant to Rule
13d-1(k)(1)(iiii) under the Exchange Act.
[REMAINDER OF PAGE INTENTIONALY LEFT BLANK]
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed by their duly authorized representative as of the day and year first
above written.
TEXAS CLOTHING HOLDING CORP.
By: /s/ Marsden X. Xxxxx
--------------------------------
Name: Marsden X. Xxxxx
Title: Secretary
NEVADA CLOTHING ACQUISTION CORP.
By: /s/ Marsden X. Xxxxx
--------------------------------
Name: Marsden X. Xxxxx
Title: President
INFINITY ASSOCIATES LLC
By: /s/ Marsden X. Xxxxx
--------------------------------
Name: Marsden X. Xxxxx
Title: Managing Partner
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PERSEUS MARKET OPPORTUNITY FUND,
L.P.
By: Perseus Market Opportunity
Partners, L.P., its General
Partner
By: Perseus Market Opportunity
Partners GP, L.L.C., its General
Partner
By: Perseus, L.L.C., its Managing
Member
By: Perseuspur, L.L.C., its Managing
Member
By: /s/ Xxxx Xxxxxxx
---------------------------------
Name: Xxxx Xxxxxxx
Title: Secretary and Treasurer
PERSEUS MARKET OPPORTUNITY
PARTNERS, L.P.,
By: Perseus Market Opportunity
Partners GP, L.L.C., its General
Partner
By: Perseus, L.L.C., its Managing
Member
By: Perseuspur, L.L.C., its Managing
Member
By: /s/ Xxxx Xxxxxxx
---------------------------------
Name: Xxxx Xxxxxxx
Title: Secretary and Treasurer
PERSEUS MARKET OPPORTUNITY
PARTNERS GP, L.L.C.
By: Perseus, L.L.C., its Managing
Member
By: Perseuspur, L.L.C., its Managing
Member
By: /s/ Xxxx Xxxxxxx
---------------------------------
Name: Xxxx Xxxxxxx
Title: Secretary and Treasurer
PERSEUS, L.L.C.
By: Perseuspur, L.L.C., its Managing
Member
By: /s/ Xxxx Xxxxxxx
---------------------------------
Name: Xxxx Xxxxxxx
Title: Secretary and Treasurer
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PERSEUSPUR, L.L.C.
By: /s/ Xxxx Xxxxxxx
---------------------------------
Name: Xxxx Xxxxxxx
Title: Secretary and Treasurer
XXXXX X. XXXXX
By: /s/ Xxxx Xxxxxxx
---------------------------------
Name: Xxxx Xxxxxxx
Title: Attorney-in-Fact
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GRAND WEALTH GROUP LIMITED
By: /s/ Xxxx Xxx Sun Xxx
---------------------------------
Name: Xxxx Xxx Sun Sze
Title: Director
SYMPHONY HOLDINGS LIMITED
By: /s/ Xxxxxx X Xx
---------------------------------
Name: Xxxxxx X Xx
Title: Director
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