All Three Leading Independent Proxy Advisory Firms Now Recommend
That Shareholders Vote "FOR" ALL of Caesarstone's Nominees and "AGAINST"
the Kibbutz's Opposition Nominees
MP MENASHE, Israel--(BUSINESS WIRE)--
Caesarstone Sdot-Yam Ltd. (NASDAQ:CSTE) ("Caesarstone" or the "Company")
today announced that Egan-Jones Proxy Services ("Egan-Jones"), a leading
independent proxy advisory firm, recommended to its clients that
shareholders vote "FOR" ALL of Caesarstone's director
nominees - Moshe Ronen, Shachar Degani, Amihai Beer, Amit Ben Zvi,
Ronald Kaplan, Yonatan Melamed and Ofer Tsimchi - and "AGAINST"
the director nominees of Kibbutz Sdot-Yam (the "Kibbutz") - Amnon Dick
and Yitzhak (Itzick) Sharir - on the WHITE
proxy card. The Egan-Jones recommendation follows the recommendations
issued previously by Institutional Shareholder Services Inc. ("ISS") and
Glass, Lewis & Co., LLC ("Glass-Lewis"), both of which also recommended
that Caesarstone shareholders vote the WHITE
proxy card supporting the Company's director nominees and rejecting the
Kibbutz's director nominees. Egan-Jones is a leading independent proxy
advisory firm whose clients include institutional investors, mutual
funds, pension funds and other fiduciaries.
In concluding that it would be "in the best interest of the Company and
shareholders" that shareholders vote "FOR" the Company's slate and
"AGAINST" that of the Kibbutz, Egan-Jones echoed ISS and Glass Lewis
and stated the following in its November 23, 2015 report: [1]
-
"The dissident shareholders have not offered a comprehensive or
compelling strategic plan that will maximize shareholder value."
-
"We are not convinced that the dissident shareholders' nominees would
make a positive impact upon the board, given their level of industry
experience and public company experience."
-
"The Company has a commitment to strong corporate governance
practices…."
Additionally, Egan-Jones emphasized "the risk that the dissidents could
disrupt the ongoing efforts of management toward the implementation of
its strategic plan," and underscored that the Kibbutz's proxy contest
may be contributing to the Company's lower share price.
The Company is very pleased that all three leading
independent proxy advisory firms, ISS, Glass Lewis and
Egan-Jones, have now carefully reviewed the voting alternatives and
issued unanimous and unequivocal recommendations that shareholders vote "FOR"
all of Caesarstone's nominees and "AGAINST" the Kibbutz's
nominees on the WHITE proxy card.
Caesarstone shareholders are reminded that their vote is extremely
important, no matter how many or how few shares they own. All
shareholders of record as of November 3, 2015 are entitled to vote at
the 2015 annual general meeting of shareholders. Caesarstone urges
shareholders to follow the recommendations of ISS, Glass Lewis and
Egan-Jones and to vote "FOR" ALL
of Caesarstone's director nominees - Moshe
Ronen, Shachar Degani, Amihai Beer, Amit Ben Zvi, Ronald Kaplan, Yonatan
Melamed and Ofer Tsimchi - and "AGAINST" the Kibbutz's
director nominees - Amnon Dick and Yitzhak (Itzick) Sharir - on the WHITE
proxy card today.
If shareholders have questions or need assistance in voting their shares
for the upcoming annual general meeting, they may contact Morrow & Co.,
Caesarstone's proxy solicitor. Morrow & Co. can be reached by dialing
+203-658-9400 or toll-free within the United States at 800-662-5200, or
via e-mail at CSTE@morrowco.com.
[1] Permission to use the above quotations has been neither sought nor
obtained.
About Caesarstone
Caesarstone manufactures high quality engineered quartz surfaces, which
are used in both residential and commercial buildings as countertops,
vanities, wall cladding, floors and other interior surfaces. The wide
variety of colors, styles, designs and textures of Caesarstone®
products, along with Caesarstone's inherent characteristics such as
hardness, non-porous, scratch and stain resistance and durability,
provide consumers with excellent surfaces for their internal spaces
which are highly competitive to granite, manufactured solid surfaces and
laminate, as well as to other engineered quartz surfaces. Caesarstone's
four collections of products — Classico, Supremo, Motivo and Concetto —
are available in 55 countries around the world. For more information
about the Company, please visit our website www.caesarstone.com.
(CSTE-E)
Forward-Looking Statements
Information provided in this press release may contain statements
relating to current expectations, estimates, forecasts and projections
about future events that are "forward-looking statements" as defined in
the Private Securities Litigation Reform Act of 1995. These
forward-looking statements generally relate to the Company's plans,
objectives and expectations for future operations, including its
projected results of operations and the expected timing of expanding its
manufacturing facilities. These forward-looking statements are based
upon management's current estimates and projections of future results or
trends. Actual results may differ materially from those projected as a
result of certain risks and uncertainties. These factors include, but
are not limited to: the strength of the home renovation and construction
sectors; economic conditions within any of the Company's key existing
markets; actions by the Company's competitors; changes in raw material
prices, particularly polymer resins and pigments; fluctuations in
currency exchange rates; the success of the Company's expansion efforts
in the United States; the outcome of silicosis claims and the claim by
the Company's former quartz processor; unpredictability of seasonal
fluctuations in revenues; delays in manufacturing if the Company's
suppliers are unable to supply raw materials; and other factors
discussed under the heading "Risk Factors" in the Company's most recent
annual report on Form 20-F and other documents filed with the Securities
and Exchange Commission. These forward-looking statements are made only
as of the date hereof, and the Company undertakes no obligation to
update or revise the forward-looking statements, whether as a result of
new information, future events or otherwise.
View source version on businesswire.com: http://www.businesswire.com/news/home/20151123006344/en/
Investor Relations:
ICR, Inc.
James Palczynski,
+1-203-682-8229
Partner
Source: Caesarstone Sdot-Yam Ltd.
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