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D/H-

Not sure what you guys think of the below but assuming this is a project Neil can work on alone, I say that we have him take the majority of the fees on this with a small surcharge that we can use to cover any upfront expenses we are making on RSTP (office space, legal fees, etc.). I'd rather do it that way than have Neil oversell our collective services - if this could just fund RSTP expenses so no one is out of pocket that'd be awesome in my opinion.

What do you guys think?


Eric D. Schwerin
Rosemont Seneca Partners, LLC
1010 Wisconsin Ave., NW
Suite 705
Washington, DC 20007
(202) 333-1880
eschwerin@rosemontseneca.com
P Consider the environment before printing this email.

Begin forwarded message:

From: Neil Callahan <ncallahan@rosemontseneca.com>
Subject: Re: FW: Project BALBOA - Acquisition Opportunity
Date: September 22, 2011 2:39:51 AM EDT
To: John DeLoche <john@bluebird-capital.com>
Cc: Devon Archer <darcher@rosemontcapital.com>, Hunter Biden <hbiden@rosemontseneca.com>, Eric Schwerin <eschwerin@rosemontseneca.com>

Thanks John.

Yes, this is right up my alley and relevant to the adidas work I am doing.

It looks like they have a solid but small business. The key would be to understand their cap structure and intentions - whether or not they want to run it as a business or whether they want to sell the business. I would think our interest would be helping them make strategic progress towards maximizing the later (with capital, strategic advisory & business development support).

I will do a deeper look and have a read out on our Monday call.

Best,

Neil

On Wed, Sep 21, 2011 at 9:38 PM, John DeLoche <john@bluebird-capital.com> wrote:
Neil,

This deal looks right up your alley.

Let’s discuss.

Best,

John
------ Forwarded Message
From: "Byrnes, Lisa" <LByrnes@canaccordgenuity.com>
Date: Wed, 21 Sep 2011 14:09:18 -0400
To: John DeLoche <john@bluebird-capital.com>
Cc: "Byrnes, Lisa" <LByrnes@canaccordgenuity.com>
Subject: Project BALBOA - Acquisition Opportunity

John,

Canaccord Genuity has recently been appointed financial advisor to a leading provider automated local marketing solutions. The Company has been approached by a number of parties interested in pursuing either a strategic transaction or recapitalization. Our firm has been engaged to assist in the evaluation of these options as well as solicit interest from a select group of other parties who may be interested in a dialogue.

Our client’s solution provides local independent business units such as franchisees and dealers with the tools they need to customize and distribute content without sacrificing corporate identity. The Company’s easy to use software platforms provide an automated system for creating personalized marketing materials that can be delivered across a growing number of print and digital media channels, allowing local advertisers to easily create and distribute localized ads faster, and ultimately respond to local market conditions to drive more sales.

Company highlights include the following:

Large and Growing Local Advertising Market Opportunity
Local marketing is expected to grow from $129 billion in 2010 to $145 billion in 2014, translating into a significant opportunity for marketers, and for marketing service providers

Comprehensive Solution for Creating and Distributing Local Advertisements
SaaS based print and digital ad-builder platforms enable clients to locally customize, distribute and digitally repurpose multiple versions of content, collateral and advertising
Attractive Financial Profile with Significant Recurring Revenue
Consistent revenue growth, increasing EBITDA margins and strong cash flow in recent years.
The Company expects to grow revenue from $13.3M in 2010 to $25M in 2013, a CAGR of 23%.
High rate of recurring contracted revenue, estimated to be 94% in 2011, provides excellent visibility into future operating results

Blue Chip, Loyal Client Base
Includes world leading companies such as DIRECTV, Allstate, Ameriprise, BMW, Konica Minolta, Liberty Mutual, American Red Cross, Panera bread, US Cellular and T- Mobile.

I have attached an Executive Summary for your review. If you are interested in learning more, I would be pleased to send you the full Confidential Information Memorandum upon execution of a non-disclosure agreement. Please feel free to contact me with any questions that you may have. I will plan to follow-up with you in a week if I do not hear back from you sooner. Thank you for your consideration, and I look forward to hearing from you.

Best regards,
Lisa


Lisa McClure Byrnes
Principal, Technology Investment Banking

Canaccord Genuity
99 High Street, 12th Floor
Boston, MA 02110

Office: 617-371-3847
Mobile: 617-429-9905
lbyrnes@canaccordgenuity.com


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------ End of Forwarded Message


--
Neil Callahan
Rosemont Seneca Partners
917-945-9516