SECTION 1 -

Note 2. Significant Events and Changes in Scope of Combination
A. Organic growth and acquisitions
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New Services: Pro forma Financial Statements and Notes
December, 31, 2009
Since 2007, New Services has expanded its business base through the following acquisitions and strategic partnerships:
A.1. 2007 ACQUISITIONS
In January 2007, New Services acquired Autocupon, Mexico's second largest petrol cards seller from the Pegaso group. The
acquisition cost included €7 million in cash and an estimated €1 million earn‐out payment.
In January 2007, New Services acquired Tintelingen B.V., a B2B issuer of Christmas gift cards in the Netherlands offering a wide
range of products and services. The acquisition cost included €3 million in cash and an €1 million earn‐out payment paid in 2009.
In March 2007, New Services acquired Kadéos, the PPR group's gift card and voucher business. This acquisition positions New
Services as the leader of the gift card and voucher market in France. These products for businesses and consumers are sold in
more than 82 chains and can be used in nearly 1,000 stores in France, as well as on e‐commerce sites. Kadéos was acquired for
€211 million, paid in cash. The difference between the cost of the business combination and the net assets acquired amounted to
€218 million before deferred taxes. Of this, €19 million was recognized under "contractual customer relationships", €19 million
under "brands", €18 million under "exclusive distribution rights" and €181 million under "goodwill".
Kadéos reported €29 million in revenue in 2007.
In June 2007, New Services acquired Surfgold, Asia's leading provider of marketing services, for €10 million paid in cash. By
providing access to Surfgold's portfolio of leading Asian companies and to its incentive and loyalty program management
platform, the acquisition enables New Services to professionalize and broaden the scope of its rewards and loyalty programs. The
difference between the cost of the business combination and the net assets acquired amounted to €9 million before deferred
taxes. Of this, €5 million was recognized under "contractual customer relationships" and €4 million under "goodwill". A €5 million
earn‐out payment was made in first‐half 2009. This amount was added to the initially‐recognized goodwill.
In September 2007, New Services acquired PrePay Technologies Ltd, the UK's leading issuer of prepaid card solutions, for €57
million paid in cash plus an €3 million earn‐out payment paid in the second half of 2009. This acquisition strengthened New
Services’ leadership position and diversified its portfolio of products and services in the UK. The difference between the cost of
the business combination and the net assets acquired amounted to €53 million before deferred taxes. Of this, €14 million was
recognized under "IT platform", €3 million under "contractual customer relationships", €2 million under "brands" and €1 million
under "e‐money user license".
In December 2007, New Services acquired the 64% interest previously held by venture capital firm GeoCapital Partners in
Motivano UK, a leading online employee benefits solution provider. Motivano UK's management team retained a 36% interest in
the company. The acquisition further strengthened New Services' position as a leading provider of solutions in the area of
employee benefits and incentives. The cost of the acquisition was €6 million, paid in cash. The difference between the cost of the
business combination and the net assets acquired amounted to €10 million before deferred taxes. Of this, €2 million was
recognized under "contractual customer relationships", €1 million under "IT platform" and €1 million under "brands". Motivano
UK reported €3 million in revenue in 2008.
A.2. 2008 ACQUISITIONS
In January 2008, New Services acquired 80% of Quasar, a German reward and loyalty program operator, for €10 million in cash.
The difference between the cost of the business combination and the net assets acquired amounted to €9 million before
deferred taxes. Of this, €2 million was recognized under "contractual customer relationships" and €1 million under "brands".
Quasar reported €11 million in revenue in 2008.
A.3. 2009 ACQUISITIONS AND STRATEGIC PARTNERSHIPS
On February 9, 2009, New Services and MasterCard announced a strategic alliance resulting in the creation of a new company,
PrePay Solutions. New Services is the majority shareholder with 67%, while MasterCard Europe holds a 33% stake in the joint
venture. The creation of PrePay Solutions is underpinned by PrePay Technologies, a UK market leader in prepaid cards that was
acquired by New Services in 2007.