EXHIBIT 99.1
AGREEMENT dated as of July 8, 1999 by and among Banco Espirito
Santo de Investimento, S.A., Banco Espirito Santo e Comercial de Lisboa,
S.A., ESAF - Espirito Santo Fundos de Pensoes, S.A., Espirito Santo
Dealer, S.A. and Espirito Santo Financial Group, S.A. (collectively, the
"Shareholders").
WITNESSETH:
WHEREAS, as of the date of this Agreement, pursuant to Rule 13d-3
promulgated under the Securities Exchange Act of 1934 (the "Act"), the
Shareholders may be deemed to have acquired, in the aggregate, beneficial
ownership of more than five percent (5%) of the common stock (the "Common
Stock"), of XxXXX.XXX, INC., a Delaware corporation (the "Company");
WHEREAS, pursuant to Rule 13d-1 of the Act, a Statement on Schedule
13D must be filed by any person who acquires more than five percent (5%) of
registered equity securities; and
WHEREAS, in accordance with Rule 13d-1(k) of the Act, only one such
Statement need be filed whenever two or more persons are required to file
such a Statement pursuant to Section 13(d) of the Act with respect to the
same securities, provided that said persons agree in writing that such
Statement is filed on behalf of each of them.
NOW, THEREFORE, in consideration of the premises and mutual agreements
herein contained, the parties hereto agree as follows:
The Shareholders do hereby agree, in accordance with Rule 13d-1(k)
under the Act, to file one Statement on Schedule 13D relating to their
ownership of the Common Stock, and do hereby further agree that said
Statement shall be filed on behalf of each of them. Nothing herein,
however, shall be, or shall be deemed to be, an admission that the parties
hereto, or any of them, are members of a "group" (within the meaning of
Section 13(d) of the Act and the rules and regulations promulgated
thereunder) with respect to any securities of the Company.
IN WITNESS WHEREOF, the parties have executed this Agreement on the
date set forth above.
BANCO ESPIRITO SANTO DE INVESTIMENTO,
S.A.
By /s/ Xxxxx Xxxxx
---------------------------------
Name: Xxxxx Xxxxx
Title: Managing Director
BANCO ESPIRITO SANTO E COMERCIAL DE
LISBOA, S.A.
By /s/ Xxxxxxxx Quintais Xxxxx
---------------------------------
Name: Xxxxxxxx Quintais Xxxxx
Title: Secretary
ESAF - ESPIRITO SANTO FUNDOS DE PENSOES,
S.A
By /s/ Xxx Xxxxx
---------------------------------
Name: Xxx Xxxxx
Title: Head of Investments
ESPIRITO SANTO DEALER, S.A.
By /s/ Xxxx Xxxxxx
---------------------------------
Name: Xxxx Xxxxxx
Title: Member of the Board
of Directors
ESPIRITO SANTO FINANCIAL GROUP, S.A.
By /s/ Xxxxxxx Xx Xxxxxxx
---------------------------------
Name: Xxxxxxx Xx Xxxxxxx
Title: Director/Member of the
Board of Directors