Material Sciences Corporation (MSC) has entered into a definitive merger agreement with Zink Acquisition Holdings Inc. (“Parent”) and Zink Acquisition Merger Sub Inc. (“Merger Sub”), which are affiliates of New Star Metals Inc. and Insight Equity Holdings LLC, a private equity firm headquartered in Southlake, Texas. Pursuant to the merger agreement, Parent will acquire all of the outstanding shares of common stock of MSC for $12.75 per share in cash, representing a fully diluted equity value of approximately $139 million. The $12.75 per share price represents a premium of approximately 13.6% over the closing price of $11.22 on January 8, 2014 and 27.6% over the volume-weighted average share price during the 90-day period prior January 8, 2014.

Parent has secured committed financing consisting of a combination of equity and debt. The equity financing will be provided by New Star Metals Inc. and the debt financing will be arranged by PNC Bank, National Association and GSO Capital Partners LP., Robert W. Baird & Co. is acting as financial advisor to MSC and Katten Muchin Rosenman LLP is acting as legal advisor to MSC. Moelis & Company is acting as financial advisor to Parent and New Star Metals and Hunton & Williams LLP is acting as legal advisor to Parent and New Star Metals.

Material Sciences Corporation is a leading provider of material-based solutions for acoustical and coated applications. The company uses its expertise in materials, which it leverages through relationships and a network of partners, to solve customer-specific problems.

New Star Metals provides steel processing, building products and supply chain management across a diverse array of end markets. Based in the Chicago area, New Star Metals operates through its four divisions: Electric Coating Technologies, Premier Resource Group, World Class Corrugating and Canfield Coating.