2013-03-05 23:42:10 -
ST. LOUIS, MISSOURI - March 5, 2013 - Zoltek Companies, Inc. (Nasdaq:
ZOLT) today reported that it had received a request for a special shareholders
meeting from a group of shareholders that filed a Schedule 13D reporting
beneficial ownership of an aggregate of approximately 10.1% of the Company's
outstanding common stock. The group indicated that it is led by Quinpario
Partners, LLC and Jeffry N. Quinn. The group is seeking the special shareholders
meeting in order to remove the six current members of the Board of Directors
without cause and elect a new slate of five directors.
The Company has advised the group's counsel that, based on the Company's
preliminary review of the request, it appears that the request is deficient in
several material respects, including both as to form
and content. The Company
further advised the group's counsel that, in view of the deficiencies, the
Company does not plan to call the special shareholders meeting requested in the
letter. Finally, the Company stated that it will continue its review and respond
to the group in greater detail once it has a reasonable opportunity to consider
the matters set forth in the letter.
Zsolt Rumy, Chairman and CEO of Zoltek, stated, "Our Board members own a
significant amount of Zoltek's stock and, accordingly, our directors' financial
interests are directly aligned with those of our shareholders at large. We will
continue to focus on building long-term shareholder value by leading the
commercialization of carbon fibers. Of course, if Mr. Quinn's group were to
submit a bona fide proposal that adequately compensates our shareholders for the
value of our technology, industry-leading capacity and future growth potential,
our Board would be pleased to consider it."
Mr. Rumy added, "We want to assure our shareholders, customers and
employees that it continues to be 'business as usual' for Zoltek."
For further information contact:
Zsolt Rumy, Chairman and CEO
3101 McKelvey Road
St. Louis, MO 63044
(314) 291-5110
This press release contains certain statements that constitute "forward-looking
statements" within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The
words "expect," "believe," "goal," "plan,"
"intend," "estimate," and similar
expressions and variations thereof are intended to specifically identify
forward-looking statements. Those statements include statements regarding the
intent, belief or current expectations of us, our directors and officers with
respect to, among other things: (1) our financial prospects; (2) our growth
strategy and operating strategy, including our focus on facilitating
acceleration of the introduction and development of mass market applications for
carbon fibers; and (3) our current and expected future revenue. This press
release also contains statements that are based on the current expectations of
our company. You are cautioned that any such forward-looking statements are not
guarantees of future performance and involve risks and uncertainties, and that
actual results may differ materially from those projected in the forward-looking
statements as a result of various factors. The factors that might cause such
differences include, among others, our ability to: (1) successfully adapt to
recessionary conditions in the global economy and substantial volatility in
order rates from our wind energy customers, including our principal customer
Vestas Wind Systems; (2) penetrate existing, identified and emerging markets,
including entering into new supply agreements with large volume customers; (3)
continue to improve efficiency at our manufacturing facilities on a timely and
cost-effective basis; (4) successfully add new planned capacity for the
production of carbon fiber, prepregs and precursor raw materials and meet our
obligations under long-term supply agreements; (5) operate profitably; (6)
increase or maintain our borrowing at acceptable costs; (7) manage changes in
customers' forecasted requirements for our products; (8) continue investing in
application and market development for a range of applications; (9) manufacture
low-cost carbon fibers and profitably market them despite fluctuations in raw
material and energy costs; (10) successfully operate our Mexican facility to
produce acrylic fiber precursor and carbon fibers; (11) successfully continue
operations at our Hungarian facility if natural gas supply disruptions occur;
(12) successfully prosecute patent litigation; (13) successfully facilitate
adoption of our carbon fibers by the auto industry for use in high-volume
applications; (14) establish and grow prepreg capacity; (15) speed development
of low-cost carbon fiber sheet molding compounds for the automotive industry
pursuant to our global collaborative partnership with Magna Exteriors and
Interiors; (16) resolve possible disputes with a group of shareholders that
filed a Schedule 13D reporting beneficial ownership of an aggregate of
approximately 10.1% of our outstanding common stock, including the group's
request for a special shareholders meeting to remove the current Board of
Directors and elect new directors; and (17) manage the risks identified under
"Risk Factors" in our filings with the SEC. Because forward-looking statements
are inherently subject to risks and uncertainties, some of which cannot be
predicted or quantified, you should not rely upon forward-looking statements as
predictions of future events. The events and circumstances reflected in the
forward-looking statements may not be achieved or occur and actual results could
differ materially from those projected in the forward-looking statements.
This announcement is distributed by Thomson Reuters on behalf of
Thomson Reuters clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: Zoltek Companies, Inc. via Thomson Reuters ONE
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