SEWELL, N.J.–(BUSINESS WIRE)– Transtech Industries, Inc. (OTC: TRTI.PK – News) today announced that it has commenced the mailing of definitive proxy materials to its stockholders for the Company’s Annual Meeting of Stockholders to be held on Thursday, January 19, 2012, at 10:00 a.m., local time, at the offices of Blank Rome LLP, located at One Logan Square, Philadelphia, PA 19103. Transtech’s stockholders of record as of the close of business on December 30, 2011 will be entitled to attend and vote at the Annual Meeting.
Transtech’s Board of Directors recommends that stockholders vote to re-elect Transtech’s very experienced and highly-qualified directors – Robert V. Silva and Andrew J. Mayer, Jr. – by voting the WHITE proxy card today by telephone or mail.
Transtech also strongly urges stockholders to reject any attempt that may be made by persons acting in concert with associates of the late Marvin H. Mahan, namely Herbert G. Case and/or John E. Mander and affiliates thereof, to usurp control of the Company.
Excerpts from a letter to stockholders which accompanied the proxy materials follows:
“Stockholders should be aware that Mr. Case…has a criminal record, having been convicted on federal charges, resulting from his role in the operations of Scientific Chemical Processing, Inc. (“SCP”). SCP operated a site in Carlstadt, New Jersey that was named a “Superfund” site by the United States Environmental Protection Agency. In 1983, Mr. Case was convicted of conspiracy and mail fraud in a plot to dump millions of gallons of chemical waste in a Freehold, New Jersey landfill and the Newark, New Jersey sewer system…The Company believes that the late Mr. Mahan controlled the entity which leased the site to SCP.
The dissident group has not provided any assurance that their involvement with Mr. Case …will not jeopardize the Company’s current permits, the Company’s ability to procure future permits, or the Company’s constructive relationships with its regulators…
The Company’s current management has labored hard to put behind it many of the regulatory and legal issues and significant liabilities that arose during the time that the late Mr. Mahan led and/or controlled the Company…the Company was named a potentially responsible party at three Superfund Sites… Such activities resulted in the Company dedicating in excess of $ 50 million dollars toward its defense of charges related to such sites and/or to the remediation of the sites. While the Company continues to be confronted with potential liability and defense costs related to those and other sites, the Company has entered into settlement agreements with other potentially responsible parties and its regulators, the United States Environmental Protection Agency (EPA) and the New Jersey Department of Environmental Protection (DEP) regarding the remediation of such sites and to address the allocation of response costs among the potentially responsible parties.
Given the significant progress that the Company’s current management has made in addressing these past issues and in rebuilding a constructive relationship with its regulators, and in order to preserve such settlements and avoid the potential for future conflicts with the its regulators, the Company does not believe that it is in the best interests of the Company or its stockholders to return control of the Company to affiliates and/or associates of the late Mr. Mahan. In addition, the dissident group has not disclosed to us what their true plans and intentions for Transtech are, should they be successful in usurping control of the Company and it is not clear how they would be positioned to assume control of Transtech in the absence of current management… ”
Transtech also announced that, pursuant to its amended and restated by-laws, stockholders have until the close of business on Monday, January 9, 2012, to provide Transtech with notices of nomination of candidates for election to the Transtech Board of Directors at the upcoming annual meeting of stockholders, which notices must include all of the information required by the by-laws, including, but not limited to, information with respect to the nominating person(s) and the proposed nominees. Stockholders are advised to review the amended and restated bylaws of Transtech, which contain additional requirements with respect to advance notice of director nominations by stockholders and director qualifications, including, in some cases, information that may be different than or in addition to what is contained in the proxy statement as further amendments to the bylaws were made subsequent to the printing of the proxy statement. Copies of the Company’s current by-laws will be provided without charge to any stockholder upon receipt of a written request therefrom, either delivered to the Secretary of the Company at its principal executive offices, located at 2025 Delsea Drive, Sewell, New Jersey 08080, or sent via facsimile transmission to (856) 227-6578. If you have any questions or need assistance in voting your WHITE proxy card, please call, Andrew J. Mayer, Jr., at (856) 481-4214 ext. 103.
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