United Online Inc (UNTD): Cannell Capital Votes Against Merger with B. Riley Financial

*  Based on information set forth on the Form 10-Q of United Online, Inc.,
(the “Company”) as filed with the Securities and Exchange Commission on
May 10, 2016, there were 14,983,755 shares of Common Stock with par value $0.0001
per share (the “Shares”), of the Company issued and outstanding as of
May 6,2016.

   As of June 16, 2016 (the “Reporting Date”), the Cuttyhunk Master Portfolio
(“Cuttyhunk”), Tristan Partners, L.P. (“Tristan”),
the Tristan Offshore Fund Ltd. (“Tristan Offshore”),
Tonga Partners, L.P. (“Tonga”), and sundry separately managed accounts, over
which J. Carlo Cannell has investment discretion (the “Cannell SMAs” and collectively
with Cuttyhunk, Tonga, Tristan and Tristan Offshore, the “Investment Vehicles”),
held in the aggregate 684,210 Shares.