Toray, maker of the carbon fiber used in Boeing Co.’s 787 Dreamliner, agreed to buy U.S. Carbon Fiber Maker Zoltek for $584 Million

Toray to Buy U.S. Carbon Fiber Maker Zoltek for $584 Million

Toray Industries Inc. (3402), the maker of the carbon fiber used in Boeing Co.’s 787 Dreamliner, agreed to buy Zoltek Companies Inc. (ZOLT) for $584 million to expand into markets including windmill blades and auto parts. Toray, based in Tokyo and the world’s largest producer of carbon fiber, will acquire all outstanding shares of St. Louis-based Zoltek for $16.75 a share in cash, according to a statement filed with the Tokyo Stock Exchange today. The companies plan to complete the deal by early 2014, according to a statement from Zoltek. Zoltek, founded in 1975 by Chief Executive Officer Zsolt Rumy, had faced pressure to make changes since March when activist investor Quinpario Partners LLC bought a 10 percent stake and offered to acquire the company. Today’s deal should help Toray strengthen its sales franchise in the U.S., said Yoshihiro Azuma, an analyst at Jefferies & Co.“Toray should be able to improve the quality of Zoltek’s products by transferring its technology,” Azuma, who recommends buying Toray shares and doesn’t rate Zoltek, said in a note.

Zoltek yesterday rose 12.7 percent, the most in six months, after the Nikkei newspaper reported the deal. The shares fell 11 percent to $16.55 at 10:09 a.m. today in New York. Toray increased 1.6 percent to 644 yen in Tokyo.

Both parties may be subject to a termination fee of $23 million if the deal is aborted, depending on the circumstances, Zoltek said in a U.S. regulatory filing today.

Quinpario has cut its stake to less than 5 percent of shares outstanding and terminated efforts to replace the board, the St. Louis-based private equity firm said in a U.S. filing today.

JPMorgan Chase & Co. advised Zoltek on the deal.

To contact the reporters on this story: Shigeru Sato in Tokyo at ssato10@bloomberg.net; Jack Kaskey in Houston at jkaskey@bloomberg.net

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Kee Koon Boon (“KB”) is the co-founder and director of HERO Investment Management which provides specialized fund management and investment advisory services to the ARCHEA Asia HERO Innovators Fund (www.heroinnovator.com), the only Asian SMID-cap tech-focused fund in the industry. KB is an internationally featured investor rooted in the principles of value investing for over a decade as a fund manager and analyst in the Asian capital markets who started his career at a boutique hedge fund in Singapore where he was with the firm since 2002 and was also part of the core investment committee in significantly outperforming the index in the 10-year-plus-old flagship Asian fund. He was also the portfolio manager for Asia-Pacific equities at Korea’s largest mutual fund company. Prior to setting up the H.E.R.O. Innovators Fund, KB was the Chief Investment Officer & CEO of a Singapore Registered Fund Management Company (RFMC) where he is responsible for listed Asian equity investments. KB had taught accounting at the Singapore Management University (SMU) as a faculty member and also pioneered the 15-week course on Accounting Fraud in Asia as an official module at SMU. KB remains grateful and honored to be invited by Singapore’s financial regulator Monetary Authority of Singapore (MAS) to present to their top management team about implementing a world’s first fact-based forward-looking fraud detection framework to bring about benefits for the capital markets in Singapore and for the public and investment community. KB also served the community in sharing his insights in writing articles about value investing and corporate governance in the media that include Business Times, Straits Times, Jakarta Post, Manual of Ideas, Investopedia, TedXWallStreet. He had also presented in top investment, banking and finance conferences in America, Italy, Sydney, Cape Town, HK, China. He has trained CEOs, entrepreneurs, CFOs, management executives in business strategy & business model innovation in Singapore, HK and China.

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