Casella Looks Forward to Meeting with Stockholders at the Annual
Meeting
RUTLAND, Vt.--(BUSINESS WIRE)--
Casella Waste Systems, Inc. (Nasdaq:CWST) ("Casella"
or the "Company"), a regional solid waste,
recycling, and resource management services company, today issued the
following statement in response to JCP Investment Management's ("JCP")
press release issued earlier today that, two days before Casella's 2015
Annual Meeting of Stockholders, JCP has decided to withdraw its notice
of nomination and concede the proxy contest that it had been pursuing
against Casella to seek the election of two nominees to Casella's Board:
"The strategic changes that we started making in 2012, and which
preceded JCP's interest in Casella by almost two years, and the
significant improvements in our financial and operating performance
which we have been very proud to report to our stockholders, together
with the significant refreshment of our Board which has included the
additions of waste management industry veterans, James E. O'Connor and
William P. Hulligan, as independent directors, the appointment of Mr.
O'Connor as our Board's new lead independent director, and the other
significant corporate governance enhancements that our Board has adopted
have clearly resonated with Casella's stockholders. JCP's 11th hour
concession reflects the feedback we, and undoubtedly JCP, have received
regarding Casella's strategic direction, the substantial progress we
have achieved in improving our financial and operating performance, our
refreshed Board and the new independent Board leadership that is now in
place to oversee our strategic trajectory. As we look forward to moving
past JCP's proxy contest, we look forward to seeing our stockholders at
this Friday's Annual Meeting."
Stockholders who have questions or need help voting the WHITE
proxy card please call Casella's proxy solicitor, MacKenzie Partners,
Inc. toll-free at (800) 322-2885 or (212) 929-5500.
Stockholders are reminded that the 2015 Annual Meeting is being held
this Friday, November 6, 2015, at 10:00 a.m., Eastern Time, at The
Mountain Top Inn & Resort, 195 Mountain Top Road, Chittenden, Vermont
05737. Whether or not a stockholder plans to attend the 2015 Annual
Meeting, Casella urges all stockholders to sign, date and return the WHITE
proxy card they recently received and vote FOR
ALL the Casella Board's highly qualified and very experienced
nominees - John W. Casella, William P. Hulligan
and James E. O'Connor. Stockholders may also vote by
telephone or Internet by following the instructions on the WHITE
proxy card.
Details regarding the results of the 2015 Annual Meeting will be
contained in a Current Report on Form 8-K that Casella will be filing
with the Securities and Exchange Commission (SEC) next week. This filing
will be available at no charge at the SEC's web site at www.sec.gov.
Copies will also be available at no charge at the Investor Relations
section of our corporate website at www.casella.com.
Casella is being advised in connection with the proxy contest by Wilmer
Cutler Pickering Hale and Dorr LLP and Morgan, Lewis & Bockius LLP.
Mackenzie Partners, Inc. is serving as Casella's proxy solicitor.
About Casella Waste Systems, Inc.
Casella Waste Systems, Inc., headquartered in Rutland, Vermont, provides
solid waste management services consisting of collection, transfer,
disposal, and recycling services in the northeastern United States. For
further information, investors may contact Ned Coletta, Chief Financial
Officer at (802) 772-2239; media may contact Joseph Fusco, Vice
President at (802) 772-2247; and anyone may visit Casella's website at http://www.casella.com.
Forward-Looking Statements
Certain matters discussed in this press release are "forward-looking
statements" intended to qualify for the safe harbors from liability
established by the Private Securities Litigation Reform Act of 1995.
These forward-looking statements can generally be identified as such by
the context of the statements, including words such as "believe,"
"expect," "anticipate," "plan," "may," "would," "intend," "estimate,"
"guidance" and other similar expressions, whether in the negative or
affirmative. Similarly, statements that describe the objectives, plans
or goals of Casella are forward-looking. Such forward-looking statements
include, but are not limited to, statements regarding the proxy contest
by JCP Investment Management, LLC and the other participants in its
solicitation which JCP was pursuing against Casella and which JCP has
announced it was conceding, Casella's initiatives to improve Casella's
performance and increase its growth and profitability, Casella's future
operational and financial performance, Casella's actions taken or
contemplated to enhance its long-term prospects and enhance value for
its stockholders, Casella's efforts to execute on and implement its
strategic plan, Casella's plans to simplify its business structure,
Casella's actions taken or contemplated with respect to corporate and
board governance, Casella's plans to improve its cash flows and reduce
its risk exposure by divesting or closing operations that do not fit
within its core strategy, Casella's plans to strengthen its balance
sheet, promote financial flexibility and position Casella to achieve its
target growth trajectory and Casella's plans to achieve its three (3)
year financial objectives and to drive additional value creation for the
benefit of all its stockholders. These forward-looking statements are
based on current expectations, estimates, forecasts and projections and
management's current beliefs and assumptions and, accordingly, are not
guarantees of future performance. Such forward-looking statements, and
all phases of Casella's operations, involve a number of risks and
uncertainties, any one or more of which could cause actual results to
differ materially from those described in Casella's forward-looking
statements. There are a number of important risks and uncertainties that
could cause Casella's actual events to differ materially from those
indicated or implied by such forward-looking statements. These
additional risks and uncertainties include, without limitation, risks
related to the actions of JCP and other activist stockholders, including
the amount of related costs incurred by Casella and the disruption
caused to Casella's business activities by these actions and those risks
detailed in Item 1A, "Risk Factors" in Casella's Form 10-KT for the
transition period ended December 31, 2014, in its Form 10-Q for the
quarterly period ended September 30, 2015 and in its subsequent filings
with the Securities and Exchange Commission ("SEC").
Accordingly, you should not rely upon forward-looking statements as a
prediction of actual results. Casella undertakes no obligation to update
publicly any forward-looking statements whether as a result of new
information, future events or otherwise, except as required by law.
Important Additional Information And Where To Find It
Casella, its directors and certain of its executive officers are deemed
to be participants in the solicitation of proxies from Casella's
stockholders in connection with the matters to be considered at
Casella's 2015 Annual Meeting of Stockholders. On September 22, 2015,
Casella filed a definitive proxy statement and accompanying definitive WHITE proxy
card with the Securities and Exchange Commission ("SEC")
in connection with the solicitation of proxies from Casella stockholders
in connection with the matters to be considered at Casella's 2015 Annual
Meeting of Stockholders. Information regarding the identity of
participants, and their direct or indirect interests, by security
holdings or otherwise, is set forth in such definitive proxy statement,
including the schedules and appendices thereto. INVESTORS AND
STOCKHOLDERS ARE STRONGLY ENCOURAGED TO READ THE PROXY STATEMENT, THE
ACCOMPANYING WHITE PROXY CARD AND OTHER
DOCUMENTS FILED BY CASELLA WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY
WHEN THEY BECOME AVAILABLE AS THEY WILL CONTAIN IMPORTANT INFORMATION. Stockholders
may obtain the definitive proxy statement, any amendments or supplements
to the definitive proxy statement, the accompanying definitive WHITE proxy
card, and any other documents filed by Casella with the SEC for no
charge at the SEC's website at www.sec.gov.
Copies are also available at no charge at the Investor Relations section
of Casella's corporate website at www.casella.com,
by writing to Casella's Corporate Secretary at Casella Waste Systems,
Inc., 25 Greens Hill Lane, Rutland, VT 05701, or by calling Casella's
Corporate Secretary at (802) 772-2257.
View source version on businesswire.com: http://www.businesswire.com/news/home/20151104006556/en/
Casella Waste Systems, Inc.
Investors:
Ned Coletta, (802)
772-2239
Chief Financial Officer
or
Media:
Joseph
Fusco, (802) 772-2247
Vice President
or
Sard Verbinnen &
Co.
Mark Harnett/Zachary Tramonti
(212) 687-8080
Source: Casella Waste Systems, Inc.
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