Citadel (Insiders) Merges with Orion Acquisition

Orion Acquisition Corp. II today announced that it has signed a definitive agreement to merge with Citadel Media, the leading network operator of more than 100 professional and college sports publishers within The network produces more than 1,000 original stories per day and provides content to Yahoo Sports!, CBS Sportsline, (Sports Illustrated) and Fox Citadel also produces 34 team specific monthly magazines -- including <b>TOTAL BLUE SPORTS</b> magazine.

Further details of the proposed merger including conditions to closing are included in a Form 8-K filed with the Securities and Exchange Commission filed today., the largest independent website and monthly magazine entity covering BYU sports exclusively, joined network in June 2003.

"The fact that Citadel ( will likely expand its resources and services significantly through this merger can only be viewed by TBS' subscriber-base as a positive," the TBS partners noted today in response.

James C. Heckman, Jr., CEO of Citadel, commented on the merger by saying, "We are very enthusiastic to become a public company because our business model is all about creating opportunity for the entrepreneurs associated with our network.

"Our affiliate publishers and subscribers and other stakeholders that have been instrumental in the success of Citadel will now have the opportunity to further participate in the growth of Citadel through direct ownership. In addition, we believe the strength of our business model will afford us the opportunity to raise additional capital in the public markets to continue our significant growth strategy," Heckman said.

Christopher A. Marlett, Chairman and CEO of Orion Acquisition Corp. II, commented on the merger: "We believe Citadel has a unique model, which has been enabled by the Internet, to aggregate and publish niche publications.

"We believe this model will change the landscape for publishing as we now know it. The Citadel model is truly value-added to the subscribers, publishers, advertisers and the internet portals that rely upon high quality local content. Their approach enables scalable and rapid growth of revenues that has the possibility of creating a significant media company," Marlett said.

Currently, the Citadel's focus is sports and is marketed under the website, and the publishing brand of Citadel Publishing.

Citadel has over 115,000 paid subscriptions and its collective network of independent websites has approximately 1.77 million monthly unique users, reaching more than 20 million unique users annually.

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