EX-99.1 2 ex991to13da309158005_110415.htm JOINDER AGREEMENT, DATED NOVEMBER 4, 2015 ex991to13da309158005_110415.htm
Exhibit 99.1
 
JOINDER AGREEMENT
 
This JOINDER AGREEMENT (the “Joinder”) is dated as of November 4, 2015 by and among Coppersmith Value Partners II, LP, Coppersmith Capital Partners, LLC, Coppersmith Capital Management, LLC, Jerome J. Lande, Craig Rosenblum, Scopia Long LLC, Scopia LB LLC, Scopia PX LLC, Scopia Partners LLC, Scopia Windmill Fund LP, Scopia International Master Fund LP, Scopia PX International Master Fund LP, Scopia LB International Master Fund LP, Scopia Long International Master Fund LP, Scopia Capital GP LLC, Scopia Capital Management LP, Scopia Management, Inc., Matthew Sirovich and Jeremy Mindich (collectively, the “Existing Members”) and Scopia Long QP LLC (the “New Member”).
 
WHEREAS, the Existing Members are parties to that certain Joint Filing Agreement dated as of August 5, 2015 (the “Agreement”), pursuant to which the Existing Members formed a “group” (as contemplated by Section 13(d) of the Securities Exchange Act of 1934, as amended) for the purpose of (i) engaging in discussions with Itron, Inc., a Washington corporation (the “Company”), regarding plans or proposals under Item 4 of Schedule 13D, (ii) taking all other action necessary to achieve the foregoing and (iii) taking any other actions the group determines to undertake in connection with their respective investment in the Company; and
 
WHEREAS, the New Member desires to join the group formed by the Existing Members.
 
NOW, THEREFORE, in consideration of the premises and of the mutual covenants and agreements of the parties herein contained, the parties hereby agree as follows:
 
1.         Effective immediately, the New Member is joined as a party to the Agreement.
 
2.         The New Member agrees to be bound by the terms of the Agreement, including the obligations of a member of the Group (as defined in the Agreement), the terms of which are incorporated herein and made a part hereof.
 
3.         This Joinder may be executed in counterparts, each of which shall be deemed an original and all of which, taken together, shall constitute but one and the same instrument, which may be sufficiently evidenced by one counterpart.
 
[Signatures appear on next page]
 
 
 

 
 
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the day and year first above written.
 
 
 
COPPERSMITH VALUE PARTNERS II, LP
   
 
By:
Coppersmith Capital Partners, LLC
General Partner
     
 
By:
/s/ Jerome J. Lande
   
Name:
Jerome J. Lande
   
Title:
Managing Member

 
 
COPPERSMITH CAPITAL PARTNERS, LLC
   
 
By:
/s/ Jerome J. Lande
   
Name:
Jerome J. Lande
   
Title:
Managing Member

 
 
COPPERSMITH CAPITAL MANAGEMENT, LLC
   
 
By:
/s/ Jerome J. Lande
   
Name:
Jerome J. Lande
   
Title:
Managing Member


   
 
/s/ Jerome J. Lande
 
JEROME J. LANDE


   
 
/s/ Craig Rosenblum
 
CRAIG ROSENBLUM
 
 
 

 


SCOPIA LONG LLC
 
SCOPIA LB LLC
 
SCOPIA PX LLC
 
SCOPIA PARTNERS LLC
 
SCOPIA LONG QP LLC
 
SCOPIA LONG INTERNATIONAL MASTER FUND LP
 
SCOPIA WINDMILL FUND LP
 
SCOPIA INTERNATIONAL MASTER FUND LP
 
SCOPIA PX INTERNATIONAL MASTER FUND LP
 
SCOPIA LB INTERNATIONAL MASTER FUND LP

By:     Scopia Capital Management LP
           Investment Manager
 
By:     Scopia Management, Inc.
           General Partner
 
By:
/s/ Matthew Sirovich
 
Name:
Matthew Sirovich
 
Title:
Managing Director


 
SCOPIA CAPITAL MANAGEMENT LP
   
 
By:
Scopia Management, Inc.
General Partner
     
 
By:
/s/ Matthew Sirovich
   
Name:
Matthew Sirovich
   
Title:
Managing Director


SCOPIA CAPITAL GP LLC
 
SCOPIA MANAGEMENT, INC.
     
By:
/s/ Matthew Sirovich
 
By:
/s/ Matthew Sirovich
 
Name:
Matthew Sirovich
   
Name:
Matthew Sirovich
 
Title:
Managing Member
   
Title:
Managing Director


   
 
/s/ Matthew Sirovich
 
MATTHEW SIROVICH


   
 
/s/ Jeremy Mindich
 
JEREMY MINDICH