JOINT FILING AGREEMENT
This JOINT FILING AGREEMENT (this
"Agreement") is made and entered into as of this 8th day of
December, 2008, 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., Wynnefield Capital Management LLC, Wynnefield Capital Inc., Xxxxxx
Xxxx, and Xxxxxx Xxxxxx, Caiman Partners L.P., Caiman Capital GP, L.P., Caiman
Capital Management LLC and Xxxxx Xxxx.
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 White Electronic Design
Corporation, an Indiana corporation 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
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By:
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/s/ Xxxxxx Xxxx
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Xxxxxx
Xxxx, Co-Managing Member
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WYNNEFIELD PARTNERS SMALL CAP VALUE, L.P., I
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By:
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Wynnefield
Capital Management, LLC,
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its
General Partner
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By:
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/s/ Xxxxxx Xxxx
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Xxxxxx
Xxxx, Co-Managing Member
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WYNNEFIELD SMALL CAP VALUE OFFSHORE FUND, LTD.
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By:
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Wynnefield Capital, Inc.,
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its Investment Manager
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By:
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/s/ Xxxxxx Xxxx
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| Xxxxxx Xxxx, President | |
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WYNNEFIELD CAPITAL MANAGEMENT, LLC
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By:
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/s/ Xxxxxx Xxxx
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Xxxxxx
Xxxx, Co-Managing Member
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WYNNEFIELD
CAPITAL, INC.
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By:
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/s/ Xxxxxx Xxxx
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Xxxxxx
Xxxx, President
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/s/ Xxxxxx Xxxx
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Xxxxxx
Xxxx, Individually
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/s/ Xxxxxx X. Xxxxxx
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Xxxxxx
X. Xxxxxx,
Individually
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IN WITNESS WHEREOF, the
parties hereto have executed this Agreement as of the date first set forth
above.
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By: Caiman
Capital GP, L.P., its general partner
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By:
Caiman Capital Management LLC, its
managing
general partner
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By:
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/s/ Xxxxx Xxxx
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Name: Xxxxx
Xxxx
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Title:
Managing Member
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CAIMAN
CAPITAL GP, L.P.
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By:
Caiman Capital Management LLC, its
managing
general partner
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By:
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/s/ Xxxxx Xxxx
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Name: Xxxxx
Xxxx
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Title:
Managing Member
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CAIMAN
CAPITAL MANAGEMENT LLC
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By:
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/s/ Xxxxx Xxxx
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Name: Xxxxx
Xxxx
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Title:
Managing Member
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Xxxxx
Xxxx,
Individually
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