by Timothy McQuiston Vermont Business Magazine Casella, the solid waste and recycling company based in Rutland, has released more financial results that it hopes will ensure that shareholders will elect the slate of directors as nominated by its board. Outside investor JCP Group is conducting a proxy contest and is seeking the election at the 2015 Annual Meeting of two director candidates in opposition to the director nominees unanimously recommended by the Casella board. Among those up for re-election this year's is Chairman and CEO John Casella. The annual meeting is November 6.
On October 19, 2015, Casella reported preliminary results for the three-month period ended September 30, 2015. In a statement, Casella said that these results demonstrate that the company continues to execute well against key strategies driving improved financial performance. Third quarter preliminary financial highlights included the following:
- Revenues were $146.2 million, up $4.3 million, or 3.0%, from the same period in 2014.
- Operating Income was $12.7 million, up $2.1 million, or 19.5%, from the same period in 2014.
- Net income attributable to common stockholders was $2.3 million, up $1.2 million, or 112.6%, from the same period in 2014.
During the third quarter, Casella "continued to execute well against our key strategies of increasing landfill returns, improving collection route profitability, creating incremental value through resource solutions, reducing financial and operational risks, and improving our balance sheet." In addition, Casella has "continued to demonstrate its commitment to reducing leverage and increasing its cash flow generation by retiring its highest cost debt." During the third quarter, Casella permanently retired $9.7 million of it 7.75% Senior Subordinated Notes due 2019 using positive cash flow generated year-to-date.
Casella shares (NASDAQ:CWST) is trading Thursday ($6.10) near the top of its 52-week range ($3.41-$6.75)
RELATED STORY: Casella in proxy fight, shareholders meeting November 6
In order for stockholders to have access to all relevant information concerning the 2015 Annual Meeting that Casella has made available, Casella has developed a website focused on the 2015 Annual Meeting, which is accessible at www.casellashareholders.com.
JAMES E. O'CONNOR NAMED AS CASELLA’S LEAD INDEPENDENT DIRECTOR
On the same date that Casella announced our improved financial results, it also announced that James E. O'Connor, a waste management industry veteran who joined the Casella Waste Systems, Inc Board of Directors in July 2015, has been appointed to serve as the Casella Board’s lead independent director effective immediately.
"We believe Mr. O’Connor is extremely well suited to serve as the Casella Board’s lead independent director. We also believe that his past experience leading the Board of Directors of Republic Services, Inc., the second largest waste management company in North America, his 40 years of experience in the waste management industry and his experience serving on the board of directors of other publicly-traded companies provides him with the relevant leadership, industry and governance experience needed for a strong lead independent director. Mr. O’Connor’s appointment is the result of constructive input from our stockholders and is further evidence of our ongoing commitment to enhance the ability of our Board to serve the long-term interests of stockholders," the statement said.
"The change in leadership of the Casella Board announced earlier this week is the latest significant change in the Casella Board to be implemented over the past year. Reflective of the Casella Board’s continuing commitment to recruit new independent and highly-qualified directors that have perspectives, insights, experiences and competencies that expand the depth and breadth of the Board, Mr. O’Connor and fellow waste management industry veteran William P. Hulligan, both of whom are standing for re-election to the Casella Board at the 2015 Annual Meeting, were added to the Casella Board as independent directors within the past four months after a year-long director search process. Messrs. O’Connor and Hulligan are two of the most experienced, accomplished and admired individuals in the waste management industry.
"Messrs. Hulligan and O’Connor bring to the Casella Board extensive senior management and governance experience at leading waste management companies as well as a track record of driving growth and stockholder value creation. As Casella continues to execute on its ongoing strategic initiatives to drive revenues and enhance profitability, the experience and expertise of Messrs. Hulligan and O’Connor will be extremely valuable to Casella.
"With the recent additions of Messrs. Hulligan and O’Connor to the Casella Board, the Casella Board is composed of nine highly-qualified and experienced directors, seven of whom are independent, and boasts a broad and diverse set of skills and experiences in the areas of solid waste collection, recycling, disposal services, operations, accounting, finance, mergers and acquisitions, capital markets, capital allocation, capital structure, risk management, and strategic planning."
Letter to Shareholders:
SUPPORT YOUR BOARD’S HIGHLY QUALIFIED NOMINEES
BY VOTING THE WHITE PROXY CARD TODAY
The upcoming Annual Meeting is a significant event that could determine the future of Casella. Your vote is important – no matter how many shares you own – as no stockholder is too small.
Whether or not you plan to attend the Annual Meeting, we urge you to sign, date and return the enclosed WHITE proxy card in the postage-paid envelope provided and vote FOR ALL your Board’s highly qualified and very experienced nominees – John W. Casella, William P. Hulligan and James E. O’Connor. You may also vote by telephone or Internet by following the instructions on the enclosed WHITE proxy card.
We also urge you to discard any proxy card or voting instruction form you may receive from JCP. Even a WITHHOLD vote with respect to JCP’s nominees on its proxy card will cancel any proxy previously given to Casella. If you previously signed a proxy card sent to you by JCP, you can revoke that proxy card and vote for your Board’s recommended nominees by voting a new WHITE proxy card. Only your latest-dated proxy card will count. Your Board encourages you to vote each WHITE proxy card you receive.
On behalf of your Board of Directors, we thank you for your continued support of Casella. We look forward to communicating further with you in the coming weeks.
Sincerely, John W. Casella Chairman & CEO; James E. O'Connor Lead Independent Director
Source: Casella. 10.22.2015