JOINT FILING AGREEMENT
EXHIBIT
99.5
THIS
JOINT FILING AGREEMENT (this "Agreement") is made and entered into as of this
13th
day of
March, 2007, by and among Wynnefield Partners Small Cap Value, L.P., Wynnefield
Partners Small Cap Value, L.P. I, Wynnefield Small Cap Value Offshore Fund,
Ltd., Channel Partnership II L.P., Wynnefield Capital Management LLC, Wynnefield
Capital Inc., Xxxxxx Xxxx, Xxxxxx Xxxxxx, North Star Partners, L.P., North
Star
Partners II, L.P., Circle T. Explorer Master Limited, NS Advisors, LLC, and
Xxxxxx X. Xxxxx.
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 the Common Stock of Cornell Companies, Inc. 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.
[signature
pages follow]
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.
By:
Wynnefield Capital Management LLC, its General Partner
By:
/s/
Xxxxxx Xxxx
Xxxxxx
Xxxx, Co-Managing
Member
|
Wynnefield
Partners Small Cap Value, L.P. I
By:
Wynnefield Capital Management LLC, its General Partner
By:
/s/
Xxxxxx Xxxx
Xxxxxx
Xxxx, Co-Managing
Member
|
|
|
Wynnefield
Small Cap Value Offshore Fund, Ltd.
By:
Wynnefield Capital, Inc.
By:
/s/
Xxxxxx Xxxx
Xxxxxx
Xxxx, President
|
Wynnefield
Capital Management, LLC
By:
/s/
Xxxxxx Xxxx
Xxxxxx
Xxxx, Co-Managing
Member
|
|
|
Wynnefield
Capital, Inc.
By:
/s/
Xxxxxx Xxxx
Xxxxxx
Xxxx, President
|
Channel
Partnership II, L.P.
By:
/s/
Xxxxxx Xxxx
Xxxxxx
Xxxx, General
Partner
|
|
|
/s/
Xxxxxx X. Xxxxxx
Xxxxxx
X. Xxxxxx
|
/s/
Xxxxxx Xxxx
Xxxxxx
Xxxx
|
IN
WITNESS WHEREOF, the parties hereto have executed this Agreement as
of
the
date first set forth above.
|
NORTH
STAR PARTNERS, L.P.
By;
NS ADVISORS, LLC
Its
General Partner
By:
/s/
Xxxxxx X. Xxxxx
Xxxxxx X. Xxxxx, Manager |
NORTH
STAR PARTNERS, II L.P.
By;
NS ADVISORS, LLC
Its
General Partner
By:
/s/
Xxxxxx X. Xxxxx
Xxxxxx
X. Xxxxx, Manager
|
|
|
CIRCLE
T. EXPLORER MASTER LIMITED
By;
NS ADVISORS, LLC
Its
Portfolio Manager
By:
/s/
Xxxxxx X. Xxxxx
Xxxxxx
X. Xxxxx, Manager
|
NS
ADVISORS, LLC
By:
/s/
Xxxxxx X. Xxxxx
Xxxxxx X. Xxxxx, Manager |
|
|
/s/
Xxxxxx X. Xxxxx
Xxxxxx
X. Xxxxx
|
