MOD-PAC CORP

Stockholders Approve Transaction for MOD-PAC CORP. to Go Private

MOD-PAC CORP. announced that its shareholders approved, at a special shareholder meeting, the going-private merger agreement under which Kevin T. Keane and Daniel G. Keane and their associates and affiliates will acquire the approximately 81.3% of the Company's outstanding capital stock that they do not already own for $9.25 per share in cash.

The merger was approved by over 66 2/3% of the Company's shareholders voting as a single class and by a majority of the issued and outstanding shares of the Company's stock, when excluding the shares beneficially owned by Kevin T. Keane, Chairman, Daniel G. Keane, President and CEO, and any other related shares. The total transaction is valued at approximately $24.6 million.

Daniel G. Keane, President and CEO, commented, "The transition to a private company will be seamless for our customers and employees. We will continue to deliver high quality product on time, on demand." The Company's operations and headquarters will remain in Buffalo, New York.

The merger is expected to close on or about September 30, 2013, subject to the satisfaction of customary closing conditions. Letters of transmittal allowing Company shareholders of record to deliver their shares to the paying agent in exchange for payment of the merger consideration are expected to be distributed shortly after the closing.

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