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Combination Creates Market Leader in Multi-Channel Merchant Networks     and Performance Advertising Solutions

LEXINGTON, Mass. & ATLANTA—Cartera     Commerce, the leading provider of multi-channel     shopping solutions and merchant-funded     rewards, and Vesdia,      a pioneer in partnership marketing and the leading provider of in-store     merchant-funded rewards, today announced that the two companies have     signed a definitive merger agreement. The terms of the transaction were     not disclosed.

The combined company is now the industry’s top provider of multi-channel     merchant networks and performance advertising solutions, with an     advertising reach of more than 150 million consumers and a blue-chip     client roster, including 4 of the top 5 U.S. card issuers and 3 of the 4     largest U.S. airlines. The combined company will retain the Cartera     Commerce brand and will be headquartered in Lexington, MA with     significant operations in Atlanta, GA.

“There is unprecedented market demand for multi-channel merchant     networks, performance advertising and transaction marketing solutions,      especially given the impact of the Durbin     Amendment on debit card interchange fees,” said Tom Beecher,      president and CEO of Cartera Commerce. “With more comprehensive     solutions, a larger merchant network and greater overall scale, the     merger of Cartera and Vesdia allows us to fully capitalize on this     compelling market opportunity, driving incremental revenue for     merchants, banks and loyalty programs.”

Tom Beecher, president and chief executive officer of Cartera Commerce,      will continue in this role, leading an integrated management team for     the combined company. Jim Douglass, president and chief executive     officer of Vesdia, is now the executive vice president of retail     advertising and partnerships and a board member of Cartera Commerce.      Pete Kight, chairman of the board for Vesdia, co-chairman of the Comvest     Group and previously the founder, Chairman and CEO of CheckFree     Corporation, has also joined Cartera’s board of directors.

Cartera and Vesdia bring together synergistic and complementary     capabilities, merchant networks and client bases. Vesdia’s     industry-leading “brick-and-mortar” merchant network features     “always-on” offers from more than 1,000 national, regional and local     in-store retailers, delivering value and differentiation to some of the     world’s largest travel, hospitality and loyalty programs. Cartera’s     award-winning multi-channel shopping and transaction marketing platform     has powered the company’s tremendous revenue growth, partnerships with     “everyday spend” merchants, and adoption by leading financial services     firms.

The merger will create significant benefits for clients and partners of     both companies, including:

  • Largest Merchant Network and Offer Inventory: More than 3,000       national, regional, local and online merchant partners, including the       industry’s best inventory of “always-on” brick-and-mortar rebate       offers, and access to over 75,000 local coupons.
  • Product Leadership and Innovation: A best-in-class multi-channel       shopping and transaction marketing platform featuring a compelling,      personalized user experience and targeted offer delivery across       multiple digital marketing channels including mobile, web, online       banking statements, email, social media and browser apps.
  • Scale, Investment and Growth: The consumer reach, network scale and       combined resources needed to optimally develop and service client and       merchant partnerships, while accelerating innovation and expansion.

About Cartera Commerce

Cartera Commerce is the leading provider of multi-channel merchant     networks and performance advertising solutions that increase revenue and     drive incremental sales for retailers, banks, card issuers and loyalty     programs. With a robust transaction marketing platform and a world-class     network of national, regional, local and online merchant partners,      Cartera Commerce powers personalized online and in-store shopping     programs across multiple digital marketing channels including web,      mobile, online banking statements, email, social media and browser apps.      Cartera’s performance advertising network now integrates more than 3,000     merchant partners and reaches more than 150 million consumers. Industry     leaders including American Airlines, Wells Fargo, Delta Airlines,      SunTrust, USAA, Citizens Bank, Upromise and United Airlines rely on     Cartera to build loyal, profitable customer relationships. Cartera was     rebranded from Mall Networks in August 2010 and merged with Vesdia in     January 2011. The company is headquartered in Lexington, Mass. For more     information, visit www.cartera.com.

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