Insituform Technologies, Inc. (Nasdaq Global Select Market: INSU) today
announced that RiskMetrics Group (formerly Institutional Shareholder
Services), recommends that Insituform stockholders vote FOR all of
Insituform’s directors on the Company’s
WHITE proxy card today and prevent Water Asset Management from taking
control of Insituform at the Company’s Annual
Meeting of Stockholders on May 19, 2008. RiskMetrics Group is a leading
proxy advisory firm whose recommendations are relied upon by hundreds of
major institutional investment firms, mutual funds and other fiduciaries
throughout the country.
In its May 8, 2008 report, RiskMetrics said:
“Regarding Water Asset Management, we note
that it is a new fund with no publicly available track record of
creating shareholder value through active board participation.”
*
RiskMetrics also stated that:
“[We]
believe that the dissidents’ emphasis on
selling the company without hiring a CEO may not have been appropriate.
Shareholders have benefited by the board’s
decision to pursue the strategic plan under a new CEO. We note that the
company’s share price increased by 26.6
percent between Dec. 7, 2007 (the date dissidents sent their letter to
the board) and April 25, 2008 (announcement of dissidents operating
plan), compared to a decline of 19.23 percent in North America DS Water
Index and 10.60 percent in S&P World Water Index, during the same period.”*
RiskMetrics further noted that:
“[We]
note that the company’s stock price has
increased by 20.8 percent since Joe Burgess assumed the CEO position,
compared to the 4.6 percent increase in Water Index during the same
period. Our review of analyst reports and the increase in company’s
stock price since Joe Burgess took over, suggests that the market
generally likes the incumbent board’s plan.”
*
RiskMetrics concluded:
“…the dissidents
have not met its burden of proving it is better able to increase value
than the incumbent board. As such, given that the company’s
strategic plan under the new management has successfully enhanced
shareholder value; the dissidents’ focus has
primarily been on selling the company until very recently; the lack of
dissident nominees water-related operating experience; the lack of a
detailed plan by the dissidents; the similarity between the dissidents
proposed plan and the plan being implemented by the company, we
recommend that shareholders vote on the WHITE ballot and vote FOR all
management nominees.” *
J. Joseph “Joe”
Burgess, Insituform’s President and Chief
Executive Officer, said, “We are pleased that
RiskMetrics supports the election of Insituform’s
directors. The RiskMetrics recommendation reaffirms our belief that we
have the right Board in place as we continue to execute the Company’s
strategic plan to drive sustainable and profitable growth. We strongly
urge all Insituform stockholders to vote FOR Insituform’s
Board nominees on the WHITE proxy card and reject the Water Asset
Management nominees. We look forward to continuing to build a stronger
future for Insituform and all of our shareholders.”
Stockholders with questions or who need assistance voting their shares
may call the Company’s proxy solicitor,
Innisfree M&A Incorporated, at (888) 750-5834.
About Insituform
Insituform Technologies, Inc. is a leading worldwide provider of
proprietary technologies and services for rehabilitating sewer, water
and other underground piping systems without digging and disruption.
More information about the Company can be found on its Internet site at www.insituform.com.
Additional Information
Insituform has filed a definitive proxy statement with the Securities
and Exchange Commission (“SEC”)
in connection with its 2008 Annual Meeting. Insituform’s
stockholders are strongly advised to read the definitive proxy statement
carefully, as it contains important information. Free copies of the
definitive proxy statement, and any amendments or supplements thereto,
and other materials filed by Insituform with the SEC will be available
free of charge on the SEC’s website at www.sec.gov,
on Insituform’s website at www.insituform.com
under Investors/SEC or by directing requests to Insituform’s
proxy solicitor, Innisfree M&A Incorporated, toll free at (888) 750-5834.
Forward-Looking Statements
The Private Securities Litigation Reform Act of 1995 provides a “safe
harbor” for forward-looking statements. The
Company makes forward-looking statements in this document that represent
the Company’s beliefs or expectations about
future events or financial performance. These forward-looking statements
are based on information currently available to the Company and on
management’s beliefs, assumptions, estimates
and projections and are not guarantees of future events or results. When
used in this document, the words “anticipate,”
“estimate,” “believe,”
“plan,” “intend,”
“may,” “will”
and similar expressions are intended to identify forward-looking
statements, but are not the exclusive means of identifying such
statements. Such statements are subject to known and unknown risks,
uncertainties and assumptions, including those referred to in the “Risk
Factors” section of the Company’s
Annual Report on Form 10-K for the year ended December 31, 2007, as
filed with the Securities and Exchange Commission on March 10, 2008. In
light of these risks, uncertainties and assumptions, the forward-looking
events discussed may not occur. In addition, our actual results may vary
materially from those anticipated, estimated, suggested or projected.
Except as required by law, we do not assume a duty to update
forward-looking statements, whether as a result of new information,
future events or otherwise. Investors should, however, review additional
disclosures made by the Company from time to time in its periodic
filings with the Securities and Exchange Commission. Please use caution
and do not place reliance on forward-looking statements. All
forward-looking statements made by the Company in this document are
qualified by these cautionary statements.
Insituform®, the
Insituform® logo,
Insituform Blue®,
United Pipeline Systems®
and Clean Water for the World®
are the registered trademarks of Insituform Technologies, Inc. and its
affiliates.
* Permission to use quotations was neither
sought nor obtained.
