Yelp To Acquire SeatMe

                            Yelp To Acquire SeatMe

Addition of SeatMe Adds Reservations Capability to Underserved Market

PR Newswire

SAN FRANCISCO, July 18, 2013

SAN FRANCISCO, July 18, 2013 /PRNewswire/ --Yelp Inc. (NYSE: YELP), the
company that connects consumers with great local businesses, today announced
it has agreed to acquire SeatMe, Inc,a web and iPad-app based reservation
solution for the restaurant and nightlife categories. With SeatMe's solution,
more local restaurants and bars can provide an easy way for customers to book
online reservations, enhancing the consumer experience for those who discover
a great local business on Yelp.

(Logo: http://photos.prnewswire.com/prnh/20050511/SFW134LOGO)

Based in San Francisco, SeatMe was founded in 2011 to provide a technology
solution that makes managing reservations easy and affordable to a broad array
of restaurants and nightlife establishments. The SeatMe solution was developed
with a consumer-centric approach, including features like texting guests that
their table is ready and providing accurate wait times.

"I am excited to welcome SeatMe's employees and customers to Yelp," said
Jeremy Stoppelman, Yelp co-founder and chief executive officer. "SeatMe has
developed a truly compelling product for restaurants and bars of any size.
With approximately one million U.S. businesses listed on Yelp in the
restaurant and nightlife categories, we believe SeatMe will add online
reservation capabilities to a broader market while complementing our existing
partnerships. Additionally, SeatMe provides us with yet another way to close
the loop between local businesses and consumers."

"We're excited to join the Yelp team and help connect consumers with great
local businesses," said Alexander Kvamme, SeatMe's co-founder and chief
executive officer. "We are committed to providing an innovative, easy-to-use
and affordable restaurant management system that can be accessed anytime,
anywhere. We target a large, underserved market of restaurant and nightlife
establishments, and we're excited about the opportunity to significantly
extend our market reach."

Acquisition Details

Under the terms of the acquisition agreement, Yelp will acquire SeatMe for
approximately $2.2 millionin cash andup to approximately 263,000shares of
its Class A common stock, for a total purchase price of approximately $12.7
million(subject to customary working capital adjustments). The transaction,
which has been approved by the boards of directors of both companies, is
subject to approval by the SeatMe stockholders and the satisfaction of
customary closing conditions. The transaction is expected to close on or
about July 24, 2013 and the purchase price recorded in Yelp's third quarter
2013 financial statements.

Yelp expects to record an increase in amortization of intangibles and an
increase in stock based compensation with the additional equity granted to the
employees of SeatMe. The SeatMe team consists of approximately 15 employees
who are expected to join Yelp at its new headquarters in the fourth quarter of
2013. We will update our third quarter and full year 2013 financial outlook
when we report our second quarter 2013 financial results on Wednesday, July
31^st. 

About Yelp

Yelp Inc. (NYSE: YELP) (http://www.yelp.com) connects people with great local
businesses. Yelp was founded in San Francisco in July 2004. Since then, Yelp
communities have taken root in major metros across the US, Canada, UK,
Ireland, France, Germany, Austria, The Netherlands, Spain, Italy, Switzerland,
Belgium, Australia, Sweden, Denmark, Norway, Finland, Singapore, Poland,
Turkey, New Zealand and the Czech Republic. Yelp had a monthly average of 102
million unique visitors in Q1 2013*. By the end of the same quarter, Yelpers
had written approximately 39 million rich, local reviews, making Yelp the
leading local guide for real word-of-mouth on everything from boutiques and
mechanics to restaurants and dentists. Yelp's mobile applications were used on
approximately 10 million unique mobile devices on a monthly average basis
during Q1 2013.
* Source: Google Analytics

Forward-Looking Statements

This press release contains forward-looking statements relating to, among
other things, the anticipated consummation of Yelp's acquisition of SeatMe and
the timing and benefits thereof, the timing and impact of the acquisition of
SeatMe on Yelp's financial statements, Yelp's strategy, plans, objectives,
expectations (financial or otherwise) and intentions with respect to SeatMe,
including with respect to the hiring and integration of employees of SeatMe,
the future performance of Yelp and its consolidated subsidiaries, the timing
of Yelp's announcement of financial results and outlook and other statements
that are not historical facts. These forward-looking statements are based on
Yelp's current expectations, forecasts and assumptions, and inherently involve
significant risks and uncertainties. Actual results and timing of events could
differ materially from those predicted or implied in such forward-looking
statements as a result of these risks and uncertainties, which include,
without limitation, risks related to Yelp's ability to complete the
transaction on the proposed terms and schedule; other risks associated with
the acquisitions, such as the risk that the businesses will not be integrated
successfully or that such integration may be more difficult, time-consuming or
costly than expected; risks related to future opportunities and plans for the
combined company, including the risk that the terms of Yelp's agreement with
OpenTable, Inc. could restrict its ability to fully integrate SeatMe in the
manner or in the timeframe Yelp's management might otherwise believe to be in
Yelp's best interests or that SeatMe's customers will continue to use the
service following the acquisition or that Yelp will be able to leverage its
large distribution network to increase the customers using the service; risks
related to the potential disruption of both businesses in connection with the
transaction; and the competitive and regulatory environment while Yelp
continues to expand geographically and introduce new products and as new laws
and regulations related to Internet companies come into effect. The
forward-looking statements in this release do not include the potential impact
of any acquisitions or divestitures that may be announced and/or completed
after the date hereof.

More information about factors that could affect Yelp's operating results is
included under the captions "Risk Factors" and "Management's Discussion and
Analysis of Financial Condition and Results of Operations" in Yelp's most
recent Quarterly Report on Form 10-Q at http://www.yelp-ir.com or the SEC's
website at www.sec.gov. Undue reliance should not be placed on the
forward-looking statements in this release, which are based on information
available to Yelp on the date hereof. Yelp assumes no obligation to update
such statements.

Media Contact Information
Yelp Press Office
Vince Sollitto
(415) 230-6506
press@yelp.com 

Investor Relations Contact Information
The Blueshirt Group
Stacie Bosinoff, Nicole Gunderson
(415) 217-7722
yelp@blueshirtgroup.com

SOURCE Yelp Inc.

Website: http://www.yelp.com
 
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