Bancorp Rhode Island, Inc. (NASDAQ: BARI) today announced that
RiskMetrics Group (formerly Institutional Shareholder Services)
recommends that Bancorp Rhode Island shareholders vote FOR all of the
Board of Directors’ nominees at the company’s
upcoming Annual Meeting of Shareholders on May 21, 2008.
“We are pleased that for the second year in a
row, all three major proxy advisory firms have recognized the
significant contribution of our Board members and recommended in favor
of the Board’s director nominees,”
said Bancorp Rhode Island, Inc.’s Chairman
Malcolm G. Chace. “We look forward to
continuing to execute on our strategic plan and creating long-term value
for all our shareholders.”
RiskMetrics is the third leading independent proxy voting and corporate
governance advisory firm to recommend in favor of BancorpRI’s
director nominees. As previously announced, Glass Lewis and PROXY
Governance also recommended that BancorpRI shareholders vote FOR all the
Board’s director nominees. The analyses and
recommendations of RiskMetrics, Glass Lewis and PROXY Governance are
relied upon by hundreds of major institutional investment firms, mutual
funds and fiduciaries throughout the United States.
In its report dated May 15, 2008, RiskMetrics noted the following
(emphasis added)*:
-
“The company’s
stronger year-over-year performance suggests that its investments of
2003-2006 are beginning to bear fruit. BARI’s
improvement is particularly notable given the challenging operating
environment for banks during the last year.”
-
“In addition, we have found no signs of
board/management entrenchment or evidence that change is needed in the
boardroom. The current board is majority-independent and has a
track record of delivering solid returns to its shareholders.”
With regard to PL Capital, the dissident shareholder that is attempting
to win seats on the BancorpRI Board, all three major proxy advisory
firms have recommended that BancorpRI shareholders DO NOT VOTE for PL
Capital’s candidates. The Board of BancorpRI
continues to believe that PL Capital’s
candidates, if elected, would advocate only for PL Capital’s
self-serving interests, including an immediate sale of BancorpRI, and
lack the objectivity to adequately represent the interests of all
shareholders. Specifically, RiskMetrics noted (emphasis added)*:
-
“Further, the dissident’s
primary objective appears to be a sale of the company and…we
note that the board has engaged in discussions with an investment bank
and has expressed a willingness to explore all options available to
the company. Therefore, we do not believe that change is needed at
BARI at this time. As such, we recommend a vote for management’s
nominees.”
Bank Rhode Island, a wholly owned subsidiary of Bancorp Rhode Island,
Inc., is a full-service, FDIC-insured financial institution
headquartered in Providence, Rhode Island. The bank operates 16 branches
throughout Providence, Kent and Washington Counties.
IMPORTANT INFORMATION
Bancorp Rhode Island, Inc. (“BancorpRI”)
filed a definitive proxy statement in connection with its 2008 annual
meeting of shareholders with the Securities and Exchange Commission on
April 3, 2008. BANCORPRI SHAREHOLDERS ARE STRONGLY ADVISED TO READ
THE PROXY STATEMENT CAREFULLY, AS IT CONTAINS IMPORTANT INFORMATION.
Shareholders are able to obtain additional copies of BancorpRI’s
definitive proxy statement and any other documents filed by
BancorpRI with the Securities and Exchange Commission for free at the
Internet website maintained by the Securities and Exchange Commission at www.sec.gov.
Copies of BancorpRI’s definitive proxy
statement are also available for free at BancorpRI’s
Internet website at www.bankri.com
or by writing to Bancorp Rhode Island, Inc., One Turks Head Place,
Providence, Rhode Island 02903, Attention: Investor Relations. In
addition, copies of BancorpRI’s proxy
materials may be requested by contacting our proxy solicitor, Laurel
Hill Advisory Group, LLC 888-742-1305 toll free.
INFORMATION REGARDING PARTICIPANTS
Detailed information regarding the names, affiliations and interests of
individuals who are participants in the solicitation of proxies of
BancorpRI’s shareholders is available in
BancorpRI’s definitive proxy statement filed
with the Securities and Exchange Commission on April 3, 2008.
* Permission to use quotations was neither
sought nor obtained.