Toray Industries to Acquire Zoltek for $16.75/Share in Cash

Zoltek Companies, Inc.

today announced that it has entered into a merger agreement with Toray Industries, Inc. ("Toray"). Under the terms of the agreement, Toray will acquire all of the Company's outstanding shares for $16.75 per share in cash, for a total equity value of approximately $584 million.            In connection with the execution of the merger agreement, Zsolt Rumy, the Company's Chairman and Chief Executive Officer, entered into a voting agreement with Toray, in which Mr. Rumy agreed to vote his Company stock, representing approximately 18% of the Company's outstanding shares, in favor of the merger.            Following the closing of the transaction, the Company will be a wholly-owned subsidiary of Toray and operate as a separate business unit. The transaction is not subject to any financing condition and the parties are targeting a late 2013 or early 2014 closing, subject to customary closing conditions, including the approval of the Company's shareholders and certain regulatory approvals.            The Company's Board of Directors unanimously approved the transaction.            Mr. Rumy commented, "This