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Cenveo Withdraws Proposal to Acquire Banta

Wednesday, November 01, 2006

Press release from the issuing company

STAMFORD, Conn., Oct. 31-- Cenveo, Inc.today announced that it sent the following letter to Banta Corporation: October 31, 2006 Ms. Stephanie A. Streeter Chairman, President and CEO Banta Corporation 225 Main Street Menasha, WI 54952-2003 Dear Ms. Streeter: I am disappointed (but not surprised) that Banta has not accepted or even entered into discussions with us regarding our proposal to acquire Banta for $50 per share (or $34 per share if the acquisition is completed after the record date for your "special" dividend). Since you have had plenty of time to review our proposal and have not responded at all, Cenveo has no other choice but to withdraw its current and all prior proposals to acquire Banta. As I have stated before, the $50.00 per share offer was a fair and full offer for Banta and represented a significant premium to Banta's share price. It is apparent to me that you continue to hide behind Banta's poison pill and a purported review of strategic alternatives to avoid our proposal and the value it creates for your shareholders. Your entrenchment and lack of responsiveness to our proposal is clearly, in my opinion, not in the best interests of the Banta. I believe that you and your board have not fulfilled your fiduciary responsibility to Banta's shareholders. You must now consider the ramifications of your actions to ignore us. Your current and future business plan is flawed and your $35 million cost savings plan is a joke. I believe that you will need to eliminate at least $75 million in costs for Banta to be competitive during the next few years. After you pay a dividend that no one wants and your stock price drops down to the twenties, you will understand what I have been trying to tell you all along -- Banta's senior leadership is not experienced and does not fully understand what is happening in the printing industry today. Your people just don't get it. Our management team's skill set of reducing expenses and delivering results over many years is the perfect solution for Banta's future success and your obligations to Banta's shareholders. Under its current leadership Banta is a ship floating on borrowed time that is about to sink. Robert G. Burton, Sr. Chairman and CEO cc: Jameson Adkins Baxter John F. Bergstrom Henry T. DeNero David T. Gibbons Janel S. Haugarth Pamela J. Moret Paul C. Reyelts Ray C. Richelsen Michael J. Winkler

 

 

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