Summary of DIGITAL RIVER INC /DE

Item 2.01 Completion of Acquisition or Disposition of Assets.

Consummation of Plan of Arrangement

On January 10, 2013 (the "Closing Date"), Digital River, Inc. ("Digital River") completed its acquisition of LML Payment Systems Inc., a corporation existing under the laws of British Columbia, Canada ("LML"). As previously announced, on September 21, 2012, Digital River entered into an Arrangement Agreement (the "Arrangement Agreement"), by and among Digital River, LML Acquisition Corp., a wholly-owned indirect subsidiary of Digital River ("Acquisition Sub") and LML, pursuant to which Digital River, through Acquisition Sub, agreed to acquire all of the issued and outstanding equity of LML (the "Arrangement"). On the Closing Date, the Arrangement was consummated by way of a statutory plan of arrangement under British Columbia law (the "Plan of Arrangement"), and LML became a wholly-owned indirect subsidiary of Digital River.

Pursuant to the Arrangement Agreement and the Plan of Arrangement, on the Closing Date, (i) each share of LML common stock issued and outstanding immediately prior to the closing was acquired for US$3.45 in cash (the "Per-Share Consideration") and (ii) all outstanding options and warrants to acquire shares of LML common stock were acquired for a cash amount equal to the amount, if any, by which the number of common shares underlying such option or warrant, multiplied by the Per-Share Consideration, exceeded the aggregate exercise price payable under the option or warrant to acquire the common shares underlying the option or warrant.

A copy of the Arrangement Agreement (including the Plan of Arrangement) was filed as Exhibit 2.1 to Digital River's Current Report on Form 8-K filed with the United States Securities and Exchange Commission on September 24, 2012, and is incorporated herein by reference. The foregoing description of the Arrangement Agreement and Plan of Arrangement is qualified in its entirety by reference to such exhibit.