ISS Recommends Vote on Concerned Osteotech Stockholder White Proxy Card

--ISS Recommends Vote for Two "Concerned Osteotech Stockholders" Nominees--

Aug 17, 2010, 08:00 ET from Concerned Osteotech Stockholders

NEW YORK, Aug. 17 /PRNewswire/ -- Spencer Capital, Boston Avenue Capital LLC and Heartland Advisors, Inc. (the "Concerned Osteotech Stockholders") today announced that they have received support from RiskMetrics Group's ISS Proxy Advisory Services ("ISS"), a leading proxy advisory firm, for two of their four nominees for election to Osteotech's (Nasdaq: OSTE) board of directors. The Concerned Osteotech Stockholders have voting power over 4,137,855 shares, or approximately 22.8%, of Osteotech's outstanding common stock.

"Support from ISS validates our concerns that Osteotech's board of directors has acted poorly with regards to protecting stockholder interest," commented Dr. Kenneth Shubin Stein of Spencer Capital. "This includes the implementation of a number of bad faith, anti-corporate governance practices such as golden parachutes, 'poison pills,' 'poison puts' and the rejection of a fair value acquisition attempt. If elected, we look forward to working with the board of directors and senior management to improve the Company's operations while putting the interests of stockholders first."

In its report, ISS indicated:

  • "Based on our findings, OSTE's board may benefit from the addition of experienced nominees offering not only industry knowledge and turnaround experience, but also a stronger understanding of corporate governance and the ability to view corporate strategic decisions in the context of shareholder value."
  • "Based on performance, valuation, compensation and governance practices, we believe the dissidents have met their burden that change is warranted. Additionally, we believe OSTE's board may benefit from the addition of dissident nominees having operational, governance, and strategic skills to help address the company's turnaround challenges."


Osteotech's Annual Meeting of Stockholders is fast approaching, please vote your WHITE proxy card as soon as possible to elect four experienced and committed industry and financial professionals to the Board of Osteotech.

We urge all stockholders to elect our director nominees on the WHITE proxy card today.

Vote for much needed change at Osteotech by signing, dating and returning your WHITE proxy card.  You may vote by telephone or internet if you own stock through a bank or broker. We urge you to discard any proxy materials that you receive from the Company and vote only the WHITE proxy card.

If you have already voted the proxy card provided by Osteotech, you have every right to change your vote by executing your WHITE proxy card -- only the latest dated proxy card returned will be counted.

Your vote is extremely important, regardless of how many or how few shares you own. If you have any questions, or need assistance in voting your shares, please call our proxy solicitor, Okapi Partners LLC, toll-free at 1-877-274-8654 or Email:

Thank you for your support.

About the Concerned Osteotech Stockholders:

The Participants of the Concerned Osteotech Stockholders are Heartland Advisors, Inc., Spencer Capital Opportunity Fund, LP, Spencer Capital Management, LLC, Spencer Capital Partners, LLC, Boston Avenue Capital LLC, Gary L. Alexander, Michelle Rachael Forrest, Michael J. McConnell and Kenneth H. Shubin Stein, M.D.

Investor Contact:

Bruce H. Goldfarb/Steven Balet

Okapi Partners LLC

Stockholders: (877) 274-8654

Banks and Brokers: (212) 297-0720

Media Contact:

Brian Schaffer

CJP Communications

(212) 279-3115 x229

SOURCE Concerned Osteotech Stockholders