Capital Southwest Venture Corporation, a wholly-owned subsidiary of Capital Southwest Corporation ("CSVC"), has entered into a voting agreement (the "Voting Agreement") in connection with that certain Asset Purchase Agreement, dated as of October 22, 2012, by and among Heelys, Inc. ("Heelys") and certain of its subsidiaries (collectively, the "Seller Parties") and The Evergreen Group Ventures, LLC and TEG Bronco Acquisition Company, LLC, pursuant to which the Seller Parties have agreed to sell certain specified assets and liabilities to the Buyer Parties (as defined in the Asset Purchase Agreement). Pursuant to the terms of the Voting Agreement, CSVC has agreed to vote its shares of Heelys in favor of, among other things, the adoption of the Asset Purchase Agreement and against any other transaction other than a Superior Proposal (as defined in the Asset Purchase Agreement). The terms of the Voting Agreement prohibit CSVC from, among other things, transferring its shares of Heelys stock during the term of the Voting Agreement. CSVC owns approximately 33% of the voting shares outstanding of Heelys common stock. A copy of the Voting Agreement is attached as Exhibit 99.1 to this Form 8-K.

Exhibit
Number  Description
99.1    Voting Agreement dated October 22, 2012.