UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE
SECURITIES EXCHANGE ACT OF 1934
Filed by the Registrant [ ]
Filed by a Party other than the Registrant [X]
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE
14A-6(E)(2))
[ ] Definitive Proxy Statement
[ ] Definitive Additional Materials
[X] Soliciting Material Pursuant to 240.14a-12
CLEAN DIESEL TECHNOLOGIES, INC.
(NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
THE COMMITTEE TO RESTORE STOCKHOLDER VALUE
AND INTEGRITY FOR CLEAN DIESEL
(NAME OF PERSON(S) FILING PROXY STATEMENT, IF OTHER THAN THE REGISTRANT)
Payment of Filing Fee (Check the appropriate box):
[X] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transaction applies:
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee
is calculated and state how it was determined):
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[ ] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number, or
the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
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FOR IMMEDIATE RELEASE
THE COMMITTEE TO RESTORE STOCKHOLDER VALUE
AND INTEGRITY FOR CLEAN DIESEL
ANNOUNCES PAULA CALABRESE AS SPECIAL ADVISOR
BRIDGEPORT, CT - (SEPTEMBER 30, 2010) - The Committee to Restore Stockholder
Value and Integrity for Clean Diesel announced today that Ms. Paula Calabrese
has agreed to serve as a Special Advisor to the Committee's Board. Ms. Calabrese
is an expert in intellectual property, licensing and sustainability, including
energy efficiency and alternative sources of energy - wind, waste, and fuels.
John J. McCloy II stated, "We welcome Paula's expertise, contacts, and knowledge
of the energy industry. Her ability to assist us in developing our core products
and Intellectual Property markets and assist us in developing our strategy for
Global Climate Change, Carbon regulatory effect, and her deep involvement with
emerging technologies gives us a leg up on the industry. We have already
discussed our ability to integrate our existing technologies with strategic
partners for tracking carbon emissions for the transportation industry and to
provide meaningful new offerings to our customers. Further, our already strong
management team is measurably enhanced with the addition of Paula."
Paula Calabrese said, "The opportunity to work with a dynamic management team in
the energy space with a world of opportunity and industry change ahead is
exciting. Strategy for Intellectual Property development and assessment of
available technologies for developing energy markets in wind, water, waste
conversion and hybrid transportation and fuels has quickly become one of the
highest growth areas in financial sectors. It will be both challenging and
rewarding to assist in the company's growth strategy. In addition, as my role
expands when the Committee's slate of Directors is elected, I hope to make a
difference on behalf of Clean Diesel stockholders."
Ms. Calabrese is Director of Intellectual Property and Strategy for Casella
Waste Systems, Inc., listed on NASDAQ. Paula brings over 20 years' experience
leading strategy and intellectual property development efforts in energy and
environmental technology, electronics, and semiconductor equipment sectors;
strategically optimizing the use of IP in product/service development and
business transactions; establishing strategic IP positions; and implementing
intellectual asset management programs. Her personal commitment to promote
economic and environmental sustainable development in the solid waste and
recycling industry is well-known. Prior to joining Casella, Paula held senior
management positions with Tokyo Electron Ltd., a global manufacturer of
semiconductor and flat panel display production equipment, listed on the Tokyo
Stock Exchange.
The Committee is firmly committed to restoring stockholder confidence and value
to Clean Diesel by electing new directors, removing current directors,
installing world-renown advisors, appointing a new management team, and
implementing profitable business strategies. The Committee has nominated a slate
of four new directors for election - John J. McCloy II,
Andrew Merz Hanson, Johnnie D. Johnson and Stephen E. Cadieux. The purpose of
the proxy solicitation by the Committee is to remove the current directors of
Clean Diesel - Michael L. Asmussen, Derek R. Gray, Charles W. Grinnell, Frank
Gallucci, David F. Merrion, Mungo Park, and David W. Whitwell - and to elect the
four new directors and the proxies solicited will be used to do so.
THE COMMITTEE TO RESTORE STOCKHOLDER VALUE AND INTEGRITY FOR CLEAN DIESEL IS
PROVIDING THE FOREGOING INFORMATION TO STOCKHOLDERS PRIOR TO FILING OF A
DEFINITIVE PROXY STATEMENT PURSUANT TO RULE 14A-12. WE ARE NOT CURRENTLY ASKING
YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY AT THIS TIME.
INFORMATION WITH RESPECT TO THE IDENTITY OF THE MEMBERS OF THE COMMITTEE WHO
PARTICIPATE IN THE SOLICITATION, INCLUDING THEIR DIRECT OR INDIRECT INTERESTS,
BY SECURITY HOLDINGS OR OTHERWISE, CAN BE FOUND ON THE WEBSITE OF THE COMMITTEE
AT WWW.RESTORECLEANDIESEL.COM.
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THE COMMITTEE'S DEFINITIVE PROXY STATEMENT WILL CONTAIN IMPORTANT INFORMATION
AND SHOULD BE READ PRIOR TO DELIVERING ANY PROXY. ONCE FILED, THE DEFINITIVE
PROXY STATEMENT AND ANY ADDITIONAL PROXY MATERIALS MAY BE VIEWED FOR FREE AT
HTTP://WWW.SEC.GOV/CGI-BIN/BROWSE-EDGAR?ACTION=GETCOMPANY&CIK=0000949428
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For additional information, please contact The Committee to Restore Stockholder
Value and Integrity for Clean Diesel, via the Chairman, Andrew Merz Hanson:
info@restorecleandiesel.com.
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