ONAR Announces Signing of Letter of Intent for Strategic Acquisition

Rhea-AI Summary

Onar Holding (OTCQB:ONAR) has signed a Letter of Intent (LOI) to acquire a 100% stake in an unnamed marketing technology company, which will be merged with its subsidiary, Storia. The strategic acquisition, expected to close in Q1 2025, is projected to double Storia's revenue and significantly improve EBITDA through accretive growth and operational efficiencies.

The merger aims to generate new solutions using disruptive marketing and technology while creating growth opportunities in the marketing industry. The completion is subject to due diligence, regulatory approvals, and a definitive agreement. CEO Claude Zdanow emphasized that the target company's expertise, technology stack, and intellectual property align with ONAR's vision for its performance marketing vertical.

Positive

• Projected to double Storia's subsidiary revenue
• Expected to significantly improve EBITDA through accretive growth
• Operational efficiencies to be achieved through merger

Negative

• Transaction subject to multiple closing conditions and approvals
• Only LOI signed, definitive agreement still pending
• Financial terms not disclosed

LOS ANGELES, Feb. 19, 2025 /PRNewswire/ -- Onar Holding Corporation (OTCQB:ONAR), a leading marketing technology company and network of marketing agencies, today announced that it has executed a Letter of Intent (LOI) to acquire a 100% stake in a marketing technology company that will be merged with its subsidiary, Storia. This strategic acquisition will double Storia's revenue and aligns with ONAR's mission to expand its network by operating best-in-class, tech-enabled businesses that service middle-market companies.

Acquisition Overview

• ONAR has signed a Letter of Intent (LOI) to acquire 100% of another marketing technology company, merging it with its subsidiary, Storia.
• The acquisition is projected to double Storia's revenue and significantly improve EBITDA through accretive growth and operational efficiencies.
• The transaction is expected to close in Q1 2025, subject to due diligence, regulatory approvals, and a definitive agreement.

Transaction Details and Vision

The LOI outlines the preliminary terms of the acquisition and reflects the mutual interest of both parties to finalize the transaction in the coming months. ONAR and the acquiree will continue their ongoing due diligence to assess the deal's operational, financial, and strategic aspects before executing a definitive agreement.

"The signing of this LOI marks an important milestone in our growth strategy," said Claude Zdanow, CEO of ONAR. "This company's proven expertise, technology stack, and intellectual property complement our vision for the future of our performance marketing vertical. We look forward to advancing this partnership and realizing the potential it holds for our combined organizations."

Financial Impact and Closing Conditions

By joining forces with Storia, the two companies aim to generate new solutions using disruptive marketing and technology while creating more opportunities for growth in the increasingly competitive marketing industry. This acquisition is projected to not only double revenue, but also significantly enhance earnings before interest, taxes, depreciation and amortization through accretive growth and operational efficiencies.

Completion of the acquisition is subject to customary closing conditions, including regulatory approvals and satisfactory completion of due diligence. The companies expect to finalize the transaction in Q1 of 2025. ONAR remains committed to keeping stakeholders informed throughout this process and will provide updates as material developments occur.

About ONAR

ONAR (OTCQB: ONAR) a leading marketing technology company and marketing agency network, now publicly traded as Onar Holding Corporation. ONAR's mission is to provide unparalleled service through an integrated, AI-driven approach, leveraging its diverse brand family's strengths. Committed to honor, candor, and best-in-class results, ONAR aims to lead the industry by example, ensuring every client relationship is deeply rooted in trust and excellence.

ONAR has nearly 50 employees across five continents, and it is aggressively expanding its team to support the company's growth and acquisition pipeline. Its agencies service over 45 clients across various industries:

• Performance Marketing & SEO: Our high-touch performance marketing agency, Storia, specializes in brand growth, data-driven excellence, and paid advertising.
• Full-Service Healthcare Marketing: Partnering with healthcare professionals, Of Kos provides the best possible patient experience and strives to revolutionize the standard of care.
• Experiential Marketing & Events: CHALK is an experiential marketing powerhouse of event architects who turn bold ideas into unforgettable reality, designing events that dare to defy the ordinary.
• Pioneering Technology Incubator: ONAR Labs is a team of data scientists, engineers, and industry experts who are identifying, developing, and commercializing innovative marketing technology solutions born from servicing our agency clients, battle-tested by our network to ensure real-world applicability and impact.

ONAR's network of agencies focuses on servicing companies ranging from $50M to $1B+ in revenue, and ONAR is actively searching for agencies to acquire and become part of the network.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on ONAR's current expectations and projections about future events and financial trends that it believes may affect its financial condition, results of operations, business strategy, and financial needs. These statements are not historical facts and are inherently uncertain and outside of ONAR's control. Forward-looking statements include, among other things, statements regarding ONAR's expectations regarding its ability to achieve its financial and strategic goals, including surpassing $100 million in revenue and securing a NASDAQ listing; its ability to expand its client base and market share; and its ability to develop and launch new products and services. Actual results may differ materially from ONAR's expectations and projections due to various risks and uncertainties, including market conditions, competition, the ability to protect intellectual property, the ability to manage growth, changes in laws and regulations, and other factors described in ONAR's filings with the Securities and Exchange Commission. These forward-looking statements are made as of the date of this press release, and ONAR undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

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SOURCE ONAR

FAQ

What is the expected impact of ONAR's 2025 marketing technology acquisition on Storia's revenue?

The acquisition is projected to double Storia's revenue and significantly improve EBITDA through accretive growth and operational efficiencies.

When is ONAR's marketing technology acquisition expected to close?

The acquisition is expected to close in Q1 2025, subject to due diligence, regulatory approvals, and a definitive agreement.

What are the key conditions for completing ONAR's Storia merger?

The completion is subject to customary closing conditions, including regulatory approvals and satisfactory completion of due diligence.

What is the strategic rationale behind ONAR's marketing technology acquisition?

The acquisition aligns with ONAR's mission to expand its network by operating best-in-class, tech-enabled businesses that service middle-market companies.

What percentage stake is ONAR acquiring in the marketing technology company?

ONAR is acquiring a 100% stake in the marketing technology company, which will be merged with its Storia subsidiary.