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Monday, June 4, 2007

Proxy advisers recommend against Midwest board members

Two independent proxy advisory services are recommending that Midwest Air Group Inc. shareholders do not vote to re-elect any of Midwest's board of directors at the company's June 14 annual meeting.

The new recommendations are being made by Institutional Shareholders Services (ISS) Inc. of Rockville, Md., and Glass Lewis & Co. LLC of San Francisco, Calif.

The clients of ISS are institutional shareholders, such as investment banks, money managers and hedge fund operators. An ISS spokeswoman told SBT the company does not disclose its specific institutional clients.
Midwest Air Group, the Oak Creek-based parent company of Midwest Airlines, has recommended that shareholders re-elect board members John Bergstrom, James Boris and Frederick Stratton Jr. at the annual meeting.

AirTran has proposed an alternative slate of three board candidates in attempt to gain control of the company. AirTran's nominees are Jeffrey Erickson, Charles Kalmbach and John Albertine.

In its report, ISS stated, "We believe that the (Midwest) board should engage in negotiations with AirTran regarding its offer … An enticing premium and high percentage of tendered shares sends a strong signal that the company should enter into a good faith discussion with AirTran to explore the possibility of a combination."

Glass Lewis stated, "We believe the Midwest board of directors has failed to undertake actions that could prove beneficial to shareholders ... it is clear that a significant number of shareholders believe the offer is financially favorable … We find it concerning that the (Midwest) board continues to ignore shareholder sentiment. Furthermore, considering that management recently lowered its full year earnings estimates, we believe that shareholders should be concerned that the board has not explored more strategic options, including, discussions with AirTran."

"We are pleased that ISS and Glass Lewis, two truly independent corporate governance experts, have recommended that Midwest shareholders change the dynamics inside the Midwest boardroom by electing AirTran's nominees as Midwest directors," said Joe Leonard, chairman and chief executive officer of Orland, Fla.-based AirTran.

"These two advisory services separately issued strong rebukes against the Midwest board, their poor corporate governance record and their failure to fairly evaluate the AirTran merger offer. Their recommendations, combined with the fact that nearly 57 percent of Midwest's outstanding shares were tendered to AirTran pursuant to our tender offer should deliver a strong message to Midwest that it is time to sit down with us and negotiate a merger that will be beneficial to all of the Midwest stakeholders," Leonard said. "We are confident that once the new directors are elected, they will add a powerful voice inside the Midwest Boardroom and urge their fellow directors to behave fairly and consider all options and opportunities for the company in the interests of all shareholders."

In a previous proxy, Tim Hoeksema, CEO of Midwest Air Group, said, "The Midwest slate includes directors who have proven their commitment to fulfilling their fiduciary duty on behalf of shareholders by protecting Midwest's value. Like all the members of the board, they have a deep understanding of the company and a commitment to creating value for shareholders. The Midwest slate is running against three candidates who have been handpicked by AirTran Holdings, Inc. with the sole purpose of promoting AirTran's agenda and its proposal to purchase Midwest. AirTran has paid each of these nominees $40,000 to stand for election - raising the question of whether their interests are truly aligned with yours. We urge you to protect your investment and preserve Midwest Airlines by rejecting the AirTran slate. AirTran's plan is to generate a transaction that will dismantle Midwest Airlines. If that were to happen, Midwest shareholders would be left with shares of a consistently underperforming stock in a commodity carrier that provides inferior service. AirTran's stock has noticeably underperformed both Midwest's stock and the network carrier sector over the past 12 months."

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M&I to accelerate stock repurchase program

Marshall & Ilsley Corp. today announced it has agreed to repurchase $138.5 million of its outstanding stock.
The shares will be purchased from Merrill Lynch International through an accelerated share repurchase agreement. Under the stock purchase agreement, the Milwaukee-based parent company of M&I Bank has agreed to repurchase $138.5 million worth of its outstanding common stock. The total number of shares to be repurchased will be based on the adjusted volume-weighted average price of M&I's stock through a contractually specified averaging period expected to conclude by the end of the second quarter of 2007.
Prior to the repurchase that was announced today, approximately 8.75 million shares remained available under prior repurchase authorizations by Marshall & Ilsley's board of directors.

Associated Bank completes acquisition of Hudson bank

After receiving approval from the Federal Reserve, Associated Banc-Corp has acquired First National Bank of Hudson. The acquisition closed Friday.
The combined company will expand Associated's presence in both western Wisconsin and in the Twin Cities metro area in Minnesota. With the acquisition, Associated will have 26 offices in the greater Twin Cities area and 35 total when including all Minnesota and Hudson area locations.
"This acquisition adds to the strong foundation already established by Associated in western Wisconsin and the Twin Cities metro area," said Paul Beideman, chairman and CEO of Green Bay-based Associated. "This business combination will make Associated even more convenient for our customers in this rapidly growing and dynamic area. First National Bank customers will be pleased by Associated's additional branches and ATM locations and an expanded offering of services."
First National Bank, based in Woodbury, Minn., is a $0.4 billion community bank with eight banking locations. Established in 1863, the bank has served customers for 144 years.  Ken Heiser, president and CEO of First National Bank, is continuing with Associated, serving as Hudson market president.
"As we near the completion of the merger of our companies, the benefits of the consolidation are becoming even more obvious," Heiser said. "I continue to be very excited about the added services and convenience that will soon be available to our customers."

Cascio's Summerfest stage will feature local talent

In keeping with a 61-year history of promoting Milwaukee-area musicians and their music, Cascio Interstate Music will operate Cascio's Groove Garage at the AMP, a stage featuring local bands at Summerfest this year, June 28 through July 8.
The stage will feature 40 local bands (three to four acts each day from 3 to 8:00 p.m.
The stage is located near the entrance to the Marcus Amphitheater.
The line-up at the Cascio stage will feature a diverse collection of musical generes, ranging from indie and alternative to hard rock, funk and DJ-driven sets.
"For over 40 years, Summerfest made a point of showcasing local artists and their music. This year, Cascio Interstate Music is proud to provide opportunity at our exclusively local and original stage for Milwaukee-area bands with the perfect venue to display their outstanding talents, at Cascio's Groove Garage at the AMP," said says Cascio Interstate chief executive officer Michael Houser.
The lineup of local talent will include The Mahp, Lyden Moon, Fable & the World Flat, Spiral Trance, Oh My God, The Scarring Party, Those Four Guys, The Stilettos, The Berettas, Tom Dark, Shattered Red, Way To Fall, Year of the Gun, Super Custom Deluxe, Revision Text, Monostatic, Tactic, Relativity, Surf Monster, Crumpler, Lithic, Now You Have Audio, Koala Taxi, Kinetic, Robert Allen Jr. Trio, Marcella, Mike Brumm, Fever Marlene, Jayme Dawicki, The Up and Atoms, Binky Tunny, Burbank Cartel, Access Denied, Elixr, Resurrected Grooves, The Color Truth, Perry Weber & The DeVilles, Reaching Scarlet and plus Chick Singer Night hosted by Alaria Taylor.
Based in New Berlin, Cascio Interstate Music is Wisconsin's largest musical instrument retailer.

Racing resumes at Beaver Dam track

With an arson investigation continuing at Charter Raceway Park, racing resumed over the weekend at the Beaver Dam track, two weeks after a fire destroyed the grandstand. Read more in SBT's daily roundup of headlines from newspapers around the state at www.biztimes.com.

Milwaukee Biz Blog: Medical malpractice pool

The legislature should again rebuff Wisconsin Gov. Jim Doyle, who is attempting to raid the Injured Patients and Families Compensation Fund to help balance the state budget, according to John Bill, author of today's Milwaukee Biz Blog.

 

BizTimes Stock Index breaks 200 barrier

The BizTimes Stock Index broke the 200 barrier for the first time Friday, surging 1.43 points to close at 200.4, another new all-time high. However, local stocks were finding it difficult to maintain their lofty status in early morning trading today, as decliners outnumbered advancers. The largest local decliners this morning were Joy Global Inc. (down $1.38 to $56.64) and Fiserv Inc. (down 74 cents to $58.14). The largest local advancers this morning were Marshall & Ilsley Corp. (up 40 cents to $49.01) and Rockwell Automation Inc. (up 35 cents to $68.65). The BizTimes Stock Index was created by Small Business Times and is monitored by North Shore Bank. The index, which measures the stock values of publicly held companies based in southeastern Wisconsin, is updated daily and can be viewed at www.biztimes.com.

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