SEATTLE May 21, 2012 WHITE Jeffrey C. Ballowe Robert G. Brown Michael E.S. Frankel May 31, 2012 FOR WHITE WHITE
- "Shareholders should recognize that the company transformed itself from a sales lead generator, which is more of a commodity business offering, to a high value-added database provider. This transformation will take considerable time to show its results. After 18 months some progress has been made at the operational level – the annual contract value per client for new clients has almost doubled – but in order to see the full effect of the turnaround plan more time will be needed." May 18, 2012
- "Onvia’s board is not against selling the company; however the board does not believe the timing is yet appropriate. The board recognizes that a sale may be one of the alternatives to capture additional value after the turnaround plan has been executed. The STG offer, however, does not lend itself as a reasonable starting point to begin a negotiation process, because it does not account for the additional value being created as the strategic plan is implemented." May 18, 2012
- "The STG proposal is economically unappealing, based both on M&A metrics and the company’s recent progress on its strategic plan under its new CEO. Despite offering a premium to the undisturbed market price, STG’s offer compares poorly to precedent transactions in the sector on the key multiple of EV/EBITDA. Even if Onvia’s shareholders wanted to sell the company, without waiting for the strategic plan to deliver additional value, comparable M&A transactions suggest STG’s bid would be a poor starting point for negotiations. Therefore the board’s rejection of the STG proposal appears to have been prudent, and a vote FOR the management nominees is warranted." May 18, 2012
WHITE Hank Riner
In addition to the proxy solicitation firm of Georgeson Inc. which is serving as proxy solicitor, Onvia is being advised by the law firm of Alston + Bird LLP.
Additional Information And Where To Find It
$5.5 trillion www.onvia.com
December 31, 2011 March 31, 2012
SOURCE Onvia, Inc.