Myers Industries Shareholders Approve Acquisition

Myers Industries, Inc. (Akron, Ohio), manufacturer of Buckhorn pallets and containers, announced that its shareholders voted at a special meeting to approve the previously announced Agreement and Plan of Merger pursuant to which Myers Industries would be acquired by Myers Holdings Corporation, an entity controlled by GS Capital Partners (GSCP), a private equity fund affiliated with Goldman, Sachs & Co. The acquisition is for cash consideration of $22.50 per share, or total consideration, including the assumption of debt, of approximately $1.1 billion.

Myers Industries reported that approximately 68.8 percent of its outstanding shares, representing approximately 24.2 million shares, were cast in favor of the merger.

Myers Industries announced on April 24 that the company had reached a definitive agreement to be acquired by GSCP. The independent members of the board of directors of Myers Industries, on the unanimous recommendation of a special committee, unanimously approved the transaction and recommended that Myers' shareholders approve the sale.

The shareholder vote satisfies a condition for the completion of the transaction. The companies presently expect the transaction to close in the third quarter of 2007, pending satisfaction of the other conditions to closing set forth in the Agreement and Plan of Merger.

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