Insituform Technologies, Inc. (Nasdaq Global Select Market: INSU) today announced that its Board of Directors has authorized a program to repurchase up to $10 million of the Company’s common stock. The authorization allows Insituform to purchase up to $5 million of common stock during the balance of the 2011 calendar year and up to $5 million of common stock during 2012. These amounts constitute the maximum that Insituform is currently permitted to repurchase in any calendar year under the terms of its credit facility.
Insituform has engaged Merrill Lynch, Pierce, Fenner & Smith as its exclusive broker to execute its stock purchase program under a trading plan that has been established in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934. Rule 10b5-1 permits Merrill Lynch to continue to purchase shares on Insituform’s behalf even during periods when Insituform is in possession of undisclosed earnings or other material, non-public information about the Company pursuant to pre-arranged parameters instituted during an open window period. Repurchases can be made on the open market or otherwise. The 10b5-1 plan sets the initiation date of the program at 48 hours after the public release of Insituform’s third quarter 2011 earnings, which is anticipated to occur on October 25, 2011.
J. Joseph Burgess, President and Chief Executive Officer of Insituform, said: “The establishment of this share repurchase plan is an affirmation by the Board that it believes the current market value of Insituform is not reflective of the true intrinsic value of the Company. While we are subject to certain limitations on the amount that we can currently expend on share repurchase programs under the terms of our credit facility, the Board wanted to signal its confidence in the future of the Company by hiring Merrill Lynch to conduct an orderly repurchase program subject to the limits imposed by our lenders and the federal securities regulations.”
As required under the federal securities laws, Insituform will report in each of its quarterly reports and in its annual report, its repurchases of shares by month for the most recently completed quarter, including the average prices paid and the approximate dollar value of the shares yet to be purchased under the program.
About Insituform Technologies, Inc.
Insituform is a global leader in infrastructure protection, providing proprietary technologies and services to protect against the corrosion of industrial pipelines and for the rehabilitation and strengthening of sewer, water, energy and mining piping systems and buildings, bridges, tunnels and waterfront structures. More information about Insituform can be found on its internet site at www.insituform.com.
The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for forward-looking statements. The Company makes forward-looking statements in this news release 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 or 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, 2010, as filed with the Securities and Exchange Commission on February 28, 2011, and in our subsequent quarterly reports on Form 10-Q. In light of these risks, uncertainties and assumptions, the forward-looking events 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 news release are qualified by these cautionary statements.
Insituform® and the Insituform® logos are registered trademarks of Insituform Technologies, Inc. and its affiliates.
David F. Morris, 636-530-8000
Senior Vice President and Chief Administrative Officer