JOINT FILING AGREEMENTJoint Filing Agreement • March 6th, 2008 • Broadpoint Securities Group, Inc. • Security brokers, dealers & flotation companies
In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing of MatlinPatterson FA Acquisition LLC, MatlinPatterson LLC, MatlinPatterson Asset Management LLC, MatlinPatterson Global Advisers LLC, MatlinPatterson Global Partners II LLC, MatlinPatterson Global Opportunities Partners II L.P., MatlinPatterson Global Opportunities Partners (Cayman) II L.P., David J. Matlin, and Mark R. Patterson, on behalf of each of them a statement on Schedule 13D (including amendments thereto) with respect to shares of common stock, par value $0.01 per share, of Broadpoint Securities Group, Inc., formerly known as First Albany Companies Inc., a New York corporation, and that this Agreement be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.
STOCK PURCHASE AGREEMENT Dated as of March 4, 2008 among BROADPOINT SECURITIES GROUP, INC., MAST CREDIT OPPORTUNITIES I MASTER FUND LIMITED, MATLINPATTERSON FA ACQUISITION LLC and THE INDIVIDUAL INVESTORS LISTED ON THE SIGNATURE PAGESStock Purchase Agreement • March 6th, 2008 • Broadpoint Securities Group, Inc. • Security brokers, dealers & flotation companies • New York
STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of March 4, 2008, among BROADPOINT SECURITIES GROUP, INC. a New York corporation (the “Company”), MAST CREDIT OPPORTUNITIES I MASTER FUND LIMITED, a Cayman Islands corporation (the “Mast Investor”), MATLINPATTERSON FA ACQUISITION LLC, a Delaware limited liability company (the “MatlinPatterson Investor” and, together with the Mast Investor, the “Fund Investors”), and the individuals listed as Individual Investors on the signature pages hereto (the “Individual Investors” and, together with the Fund Investors, the “Investors”),
VOTING AGREEMENTVoting Agreement • March 6th, 2008 • Broadpoint Securities Group, Inc. • Security brokers, dealers & flotation companies • New York
THIS VOTING AGREEMENT dated as of February 29, 2008 (the “Agreement”), is made by and between BROADPOINT SECURITIES GROUP, INC., a New York corporation (the “Company”), and MATLINPATTERSON FA ACQUISITION LLC, a Delaware limited liability company (“MatlinPatterson”).
