SOLICITATION AGREEMENTSolicitation Agreement • July 15th, 2011 • Kingstown Capital Partners, LLC • State commercial banks
WHEREAS, Kingstown Partners Master Ltd. (“Master Fund”), Kingstown Partners II, L.P., Ktown, LP, Kingstown Capital Management L.P. (“Kingstown Capital”), Kingstown Management GP LLC, Kingstown Capital Partners, LLC, Michael Blitzer, J. Hunter Brown, James A. McIntyre (“Mr. McIntyre”), Robert A. Peiser, Laurie M. Shahon, Joyce White, Robert Willens and Guy Shanon wish to form a group for the purpose of seeking representation on the Board of Directors (the “Board”) of Signature Group Holdings, Inc., a Nevada corporation (the “Company”), at the 2011 annual meeting of stockholders of the Company, or any other meeting of stockholders held in lieu thereof, and any adjournments, postponements, reschedulings or continuations thereof (the “2011 Annual Meeting”), and for the purpose of taking all other action necessary to achieve the foregoing.
JOINT FILING AGREEMENTJoint Filing Agreement • July 15th, 2011 • Kingstown Capital Partners, LLC • State commercial banks
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below (collectively, the “Group”) agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, $0.01 par value, of Signature Group Holdings, Inc. Each member of the Group shall be responsible for the accuracy and completeness of his/her/its own disclosure therein, and is not responsible for the accuracy and completeness of the information concerning the other members of the Group, unless such member knows or has reason to know that such information is inaccurate. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
