Urges Stockholders to Vote the WHITE Proxy Card
Casella Waste Systems, Inc. (Nasdaq:CWST) (“Casella” or the “Company”), a regional solid waste, recycling, and
resource management services company, today announced that it has
filed definitive proxy materials with the Securities and Exchange
Commission (the "SEC") in connection
with its 2015 Annual Meeting of Stockholders, to be held on
November 6, 2015 (the “2015 Annual
Meeting”). The record date for determining those
stockholders eligible to receive notice of, and to vote at, the
2015 Annual Meeting was September 18, 2015.
In order for stockholders to have convenient access to all
relevant information from Casella concerning the 2015 Annual
Meeting, the Company has developed a website dedicated to the 2015
Annual Meeting, which is accessible at www.casellashareholders.com.
As previously disclosed, JCP Investment Management, LLC and the
other participants in its solicitation (the “JCP Group”) have indicated that they intend to
conduct a proxy contest and seek the election at the 2015 Annual
Meeting of two director candidates in opposition to the highly
qualified and very experienced nominees unanimously recommended by
the Casella Board.
In Casella’s definitive proxy statement, which is being mailed
to stockholders together with Casella’s Transition Report for the
transition period from May 1, 2014 to December 31, 2014 and
Casella’s WHITE proxy card, the
Casella Board recommends that stockholders vote on the WHITE proxy card FOR the election of all three of Casella's
highly qualified and very experienced nominees, John W. Casella, William P. Hulligan and James E.
O’Connor, and discard the gold proxy card or voting
instruction form they may receive from the JCP Group. Stockholders
are urged to promptly vote the WHITE proxy card enclosed with the proxy
statement via internet, telephone or mail by following the
instructions provided.
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 the Company'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 anticipated proxy
contest by JCP Investment Management, LLC and the other
participants in its solicitation, Casella’s initiatives to improve
the Company’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 the
Company 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 shareholders, 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 June 30, 2015 and in its subsequent
filings with the 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.
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version on businesswire.com: http://www.businesswire.com/news/home/20150924005304/en/
Casella Waste Systems, Inc.Investors:Ned Coletta,
802-772-2239Chief Financial OfficerorMedia:Joseph Fusco,
802-772-2247Vice PresidentorSard Verbinnen & Co.Mark
Harnett/Zachary Tramonti212-687-8080
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