Bellingham-Based Grocery Company Remaining Independent
WEST PALM BEACH, FL – The Comvest Group, a private investment firm, is purchasing a majority ownership position in Haggen, Inc. from brothers Don and Rick Haggen and their families.

Don and Rick Haggen are the sons of Ben and Dorothy Haggen, who founded the Bellingham, Wash.-based grocery company in 1933. They most recently served as co-chairmen of the company’s board.

“The Comvest Group’s investment in Haggen will maximize our potential and allow us to strengthen our market share in the highly competitive grocery industry,” Don Haggen said. “We are looking forward to serving our customers and remaining closely connected to our community for another 78 years.”

The Haggen Family is retaining a significant minority ownership stake in the company and will continue to be involved in the company.

Comvest is a private investment firm focused on providing equity and debt capital to lower middle-market companies, including Allegiant Air. Since 1988, Comvest has invested more than $2 billion of capital in over 200 public and private companies worldwide.

“We have been very impressed with the exceptional quality and customer service we have found in the Haggen and TOP Foods stores,” said John Caple, a Managing Director of Comvest. “The company has a long history of innovation and community involvement; we look forward to continuing that legacy.”

The Haggen management team will remain in place with the exception of CEO and President Jim Donald, who is stepping down, but will continue to serve as an advisor to the company. Donald has led the company since October 2009.

“Jim Donald led this company during some of the most challenging economic times our industry has faced,” Rick Haggen said. “He made some tough decisions to make us leaner and better equipped to survive this recession. We are grateful for all of his many contributions.”

Clarence J. Gabriel has been named President and CEO of the company. Gabriel has over 25 years of senior leadership success in the consumer retail, supply chain management and manufacturing sectors. He has served in senior positions at several companies, including Albertsons and Pepsi-Cola North America.

“I am excited to be joining the company and moving to Bellingham,” Gabriel said. “The Haggen family, store managers and employees have built a wonderful legacy. We have good momentum that we intend to build on in the months to come.” Gabriel added that the company’s headquarters will remain in Bellingham.

Sagent Advisors Inc. acted as exclusive financial advisor and Perkins Coie acted as legal advisor to Haggen, Inc. on the transaction. Akerman Senterfitt LLP acted as legal advisor to Comvest.

About Haggen
Haggen, Inc. operates 30 supermarkets in Washington and Oregon under the Haggen Food & Pharmacy and TOP Food & Drug names. Headquartered in Bellingham, it is the largest independent grocer and sixth-largest private company based in the State of Washington. For more information, visit www.Haggen.com and www.Top-Foods.com.

About The Comvest Group
The Comvest Group is a private investment firm focused on providing equity and debt capital to lower middle-market companies. Our firm includes seasoned, senior level operating executives at all levels who partner with managers and owners of companies to grow businesses and create long-term value. Since 1988, Comvest has invested more than $2 billion of capital in over 200 public and private companies. For more information, please visit www.comvest.com.

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

WEST PALM BEACH, FL – The Comvest Group announced that effective today, Comvest Investment Partners III, L.P. (“Comvest III”) portfolio company Vesdia Corporation has merged with Cartera Commerce. Vesdia, in which Comvest III acquired a majority equity interest in December of 2009, is a pioneer in partnership marketing and the leading provider of in-store merchant-funded rewards. Cartera Commerce is the leading provider of multi-channel transaction marketing and merchant-funded rewards solutions. 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. Daniel Nenadovic, board member of Vesdia and Principal at the Comvest Group, will remain a board observer at Cartera.

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 Vesdia Corporation
Vesdia Corporation is the single largest provider of loyalty marketing and multi-channel merchant network services. Through its leading merchant-funded rewards programs and patent-protected technology, Vesdia offers a full array of loyalty solutions to financial institutions, affinity groups and merchants enabling customers to earn more meaningful rewards faster. For more information, visit www.vesdia.com.

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.

About Comvest Group
The Comvest Group is a leading private investment firm focused on providing debt and equity capital to lower middle-market companies. Our firm includes seasoned, senior level operating executives at all levels who partner with managers and owners of companies to grow businesses and create long-term value. Since 1988, Comvest has invested more than $2 billion of capital in over 200 public and private companies. For more information, please visit www.comvest.com

WEST PALM BEACH, FL– The Comvest Group announced today that Comvest Investment Partners IV has completed its acquisition of Urgent Cares of America, Inc and its affiliates (“UCA”). UCA is based in Raleigh, North Carolina and is a leading provider of urgent care services in the communities they serve through nine locations in North Carolina.

Comvest brings years of investing experience within healthcare and a hands-on operational management approach to UCA. Comvest operating partner, John Randazzo, former CEO of Healthcare Innovations and founder of Value Health, will join UCA as CEO. “The health care system needs patient centered solutions that provide convenience, high quality and cost efficient care. Urgent Cares of America and the team at Comvest are committed to further build a company based on these principles” said Randazzo. Additionally, Charles Saunders M.D., former Chief Medical Officer of Healtheon/WebMD, will join the UCA board as Chairman. These proven healthcare executives will serve to enhance the existing team and they will focus on building UCA into a market leader through both new locations and tuck-in acquisitions within North Carolina and surrounding states.

“Urgent care is one of the fastest growing segments within healthcare” said Roger Marrero, Managing Director at Comvest, “there will continue to be an increasing demand for affordable, non-emergency care driven by the aging population, a constrained primary care system and a larger insured population as a result of healthcare reform. Urgent care delivers high quality care at significantly lower cost and with walk-in convenience. UCA founders have created a unique platform that has self-financed through local relationships and internal cash flow. We believe that this existing fragmented structure can be significantly improved and expanded with the addition of experienced leadership, processes and systems, and technology.”

“The partnership with Comvest and John Randazzo provides us with an exceptional opportunity to team up with experienced healthcare investors and operators to take advantage of this unique time as urgent care centers help reshape the health care model in the United States” said Jason Williams, Founder of Urgent Cares of America who will remain with UCA.

About Urgent Cares of America
Urgent Cares of America is a North Carolina-based owner and operator of urgent care facilities focusing on the delivery of non-appointment based medicine to the non-emergency patient market. In partnership with physicians and other healthcare professionals, the Company is currently the owner of nine operating centers with a primary concentration in the Raleigh metropolitan area. The centers are open 358 days a year and are staffed with experienced and licensed Physicians, Physician Assistants and Nurse Practitioners. For more information, please visit www.rucn.info

About Comvest
The Comvest Group is a leading private investment firm focused on providing debt and equity capital to lower middle-market companies. Our firm includes seasoned, senior level operating executives at all levels who partner with managers and owners of companies to grow businesses and create long-term value. Since 1988, Comvest has invested more than $2 billion of capital in over 200 public and private companies. For more information, please visit www.comvest.com.

Allegiant Air, LLC, airline subsidiary of Allegiant Travel Company, announced it will begin flying to Hawaii this year, made possible by the purchase agreement for 6 Boeging 757-200 aircraft.

Allegiant plans to take delivery of these aircraft and place them in service with Allegiant Air on the following schedule:

– Two aircraft delivered within the next two months to be placed into service in the fourth quarter of 2010

– One aircraft delivered in November 2010 and another in January 2011 to be placed into service in the first half of 2011

– Two aircraft delivered in the fourth quarter of 2011 with planned in-service dates in the first half of 2012

The six 757 aircraft are sister-ships and have been in service with a single European operator since original delivery from Boeing. The aircraft come equipped for extended twin-engine operations (ETOPS), as required for long overwater flights.

Allegiant expects to spend between US$75 to US$90 million through 2012 acquiring and preparing this fleet for service. While Allegiant is able to acquire and prepare the aircraft for cash, it believes it will finance some portion of the purchase.

Allegiant is acquiring this fleet with the express purpose of serving Hawaii, a major leisure destination that it cannot serve with its existing MD-80 fleet. Allegiant Air expects to launch service to Hawaii once appropriate regulatory requirements have been met.

Allegiant CEO and chairman Maurice J. Gallagher, Jr. commented: “Hawaii is the most prominent US leisure destination currently un-served by Allegiant, and our small city customers have been requesting this service. We are very optimistic about our ability to exploit the large third-party ancillary revenue opportunity we believe exists in Hawaii. We expect the sale of hotels, rental cars, and many attraction and activities popular with Hawaii visitors will provide a very meaningful contribution to the success of the service.”

“The 757 is a new aircraft type for Allegiant, but we otherwise see this program as consistent with our existing business model,” Allegiant president and CFO, Andrew C. Levy, stated. “This transaction will enable Allegiant to extend to Hawaii its strategy of serving large leisure destinations from smaller cities with no existing nonstop service.”

Hawaii Tourism Authority Statement

David Uchiyama, vice president of brand management, for the Hawaii Tourism Authority (HTA) made the following statement:

Airlift continues to be one of the top priorities for HTA and Hawaii’s visitor industry. Allegiant Air’s announcement that they will begin services from secondary cities to Hawaii is exciting news for our state. These flights will allow for more convenient direct access to Hawai‘i from the western region of the United States. Currently Allegiant services Los Angeles, San Diego, Santa Maria, Fresno, Monterey, Oakland, and Stockton, California; Medford, Eugene, and Bend, Oregon; Bellingham and Pasco, Washington; Mesa, Arizona; and Las Vegas, Nevada.

Over the past two years, HTA has worked with Allegiant and attended their annual conference after they expressed interest in entering the Hawaii market. Christopher Stacey, director of consumer marketing for Allegiant Travel Company, will be presenting more information on Allegiant Air’s plans at HTA’s Spring Marketing Update on March 17, 2009 at the Hawaii Convention Center.

Allegiant’s plan to acquire six Boeing 757-200 for its new routes to Hawaii will be in addition to the 14 new air routes and three existing routes with increased service in 2010.

West Palm Beach, FL, February 2010–The Comvest Group (“Comvest”) announced that Roger Marrero has joined the Firm as a Managing Director. Mr. Marrero will be taking a lead role in sourcing, negotiating and executing portfolio company investments. He will also become a member of the Investment Committee.

Mr. Marrero brings 13 years of Private Equity experience to Comvest and is responsible for all key aspects of the investment process including sourcing, transaction structuring and negotiation, financing, and portfolio company oversight. Mr. Marrero is experienced in several industry sectors including business/information services, healthcare services, media, and education. He has led leveraged control buyouts, restructurings, and mezzanine investments. Prior to joining Comvest, he was a Principal with ABRY Partners, a leading Boston-based private equity firm focusing on buyouts, recapitalizations, and growth capital investments. Mr. Marrero has served on the board of directors of several ABRY companies. Prior to this, Mr. Marrero worked with Apax Partners, a global private equity fund focused on healthcare, media, IT, retail and financial services, and served as an Associate with Hicks, Muse, Tate & Furst focusing on late stage buyouts and recapitalizations. Earlier in his career, he worked at Goldman Sachs & Co. in the mergers & acquisitions department. Mr. Marrero received his M.B.A. from Harvard Business School and a Bachelor of Arts and Bachelor of Business Administration from the University of Texas at Austin.

Comvest Founding Partner Michael Falk said “Roger has a very strong and deep Private Equity background, particularly in certain sectors in which Comvest focuses – we are delighted to be able to add such a solid performer to the team”.

About Comvest
The Comvest Group is a leading private investment firm focused on providing debt and equity solutions to middle-market companies with enterprise values of less than $350 million. Since 1988, ComVest has invested more than $2 billion of capital in over 200 public and private companies worldwide. Through its extensive financial resources and broad network of industry experts, Comvest is able to offer its companies total financial sponsorship, critical strategic support and business development assistance.

DALLAS, Texas–February 9, 2010–Critical Information Network (CiNet), an emerging eLearning company serving customers across the public safety, healthcare and industrial operations sectors, today announced that three members of the company’s production team have won Aegis Video and Film Production Awards for outstanding programming in the Training/Education category. Jennifer Woosley received two awards for her outstanding work as producer on the PULSE “Active Shooter” and FETN “Hurricane Ike” eLearning programs, while Mike Pope won as producer for the LETN “Intelligence-Led Policing: Fusion Centers” program. Videographer Eric Smith also won for his work on “Active Shooter”.
“We are honored that our talented production team has been recognized by the prestigious Aegis Awards program,” said Laura McGough, Director of Production at CiNet. “Our mission is to deliver high-quality training content that helps our customers work safer and more effectively, and this recognition means a great deal because it comes from our peers in the industry.”
The Aegis Awards is one of the premier video production competitions in the United States, and the only competition that features true peer judging by fellow producers, directors, cameramen, and editors.
CiNet’s “Active Shooter” training program is designed to provide EMS professionals with best practices for triage and treatment of patients with war-like trauma in an active shooter incident. To get the content right, Woosley brought in members of the Carrollton Police and Fire Departments to help recreate the types of obstacles and challenges responders face, and incorporated aspects of recent incidents, including the shootings at Fort Hood and the U.S. Holocaust Memorial Museum. This timely information, combined with the visual style and feel that Eric Smith provided as videographer, made the program a major success with EMS responders.
For “Hurricane Ike,” Woosley traveled to Galveston, Texas to document lessons learned in the aftermath of the category 2 hurricane. The program is part of CiNet’s American Heat series and includes interviews with officials that responded to over 60 structure fires and performed over 200 water rescues after the storm.
Pope’s work on “Intelligence-Led Policing: Fusion Centers” included interviews with officials with the Dallas and El Paso police departments and focused on intelligence and information sharing in response to domestic crime and international terrorism. The program has been very well received by the law enforcement community that is responding to new challenges in a post-9/11 world.
About Cinet
CiNet provides performance-focused eLearning solutions that help to save lives, protect critical infrastructure and improve workplace efficiency. The corporate mission is to deliver the right information to customers at the right time, to optimize organizational and individual performance. With one of the world’s largest libraries of educational multimedia materials, and trusted industry brands that have served public safety, healthcare and industrial operations professionals for over 20 years, CiNet offers a single source for learning needs.

· Sale Officially Approved on November 3, 2009

· ComVest to Become New Majority Owner of Velocity Express

· Transaction Eliminates over $100 Million of Debt

· Velocity Believes it Will Have One of Industry’s Strongest Balance Sheets

WESTPORT, Conn – Velocity Express Corporation, the nation’s largest provider of time definite regional delivery solutions, announced that the sale of the Company’s operating assets (“Velocity” or the “Company”) to a subsidiary (“Comvest”) of Comvest Investment Partners III, L.P., a leading private investment firm with a proven track record in the transportation industry, has officially been approved by the United States Bankruptcy Court for the District of Delaware pursuant to Section 363 of the U.S. Bankruptcy Code. The sale order confirming the Court’s approval was entered on November 3, 2009.
The Court approved the sale following a post-petition auction process and a global settlement by Velocity with its unsecured creditors. Pursuant to the terms of the sale, ComVest will become the Company’s new majority owner and the Company’s balance sheet will be significantly deleveraged.

Vincent A. Wasik, Velocity’s Chairman and Chief Executive Officer, stated, “This is a momentous event in the history of our company. With Comvest as our new owner and partner, we believe we will now have the financial and operational support we need to grow our business aggressively and profitably. We are dedicated to continuing to provide excellent service to our customers as well as a dynamic and rewarding work environment for our employees and independent contractors.”

“This transaction will reduce the burden of our legacy liabilities by eliminating over $100 million of debt, creating a financially stronger, well capitalized company. With a better financial position, we will continue to be able to pursue large business development opportunities, and increase our investment in technology and services to benefit our valued Customers. Thanks to the continued support and hard-work of our more than 3,300 dedicated Employees and Independent Contractors, we expect this transition to be seamless to our Customers.”

Jose Gordo, a Partner at ComVest, said, “We are committed to making Velocity a dominant logistics services company. With our support, we believe that the Company will now have one of the strongest balance sheets in its industry, positioning it optimally to provide continuing top quality service to its solid existing customer base and to target new significant business development opportunities from large customers looking for customized, efficient logistics solutions. We are also optimistic that our extensive experience in the transportation and logistics industry and the operational contributions we intend to make will yield positive results for the Company, and its customers, employees and independent contractors.”

Additional information about the Velocity Express sale is available at the Company’s web site, www.velocityexpress.com under Company Info.

About The Comvest Group
The Comvest Group is a leading private investment firm focused on providing debt and equity solutions to lower middle-market companies with enterprise values of less than $350 million. Since 1988, The Comvest Group has invested more than $2 billion of capital in over 200 public and private companies worldwide. Through its extensive financial resources and broad network of industry experts, The Comvest Group is able to offer our companies total financial sponsorship, critical strategic support, and business development assistance.
About Velocity Express
Velocity Express has one of the largest nationwide networks of regional, time definite, ground delivery service areas, providing a national footprint for customers desiring same day service throughout the United States. The Company’s services are supported by a customer-focused technology infrastructure, providing customers with the reliability and information they need to manage their transportation and logistics systems, including a proprietary package tracking system that enables customers to view the status of any package via a flexible web

The Comvest Group Closes Less than Two Months After Chapter 11 Bankruptcy Filing.

LONG ISLAND CITY, NY, – Cynergy Data and The Comvest Group announced today that Cynergy Holdings, LLC, an investment vehicle that is managed by The Comvest Group, has completed the acquisition of substantially all of Cynergy Data’s assets for $81 million.

In conjunction with Cynergy Data’s September 1, 2009 bankruptcy filing, the company sought approval from the United States Bankruptcy Court for the District of Delaware of its transaction with The Comvest Group as “stalking horse bidder.” Following an extensive marketing and sale process, The Comvest Group emerged as the victorious bidder. The bankruptcy court then approved the sale on October 9, 2009, paving the way for the transaction to close. The closing culminates Cynergy Data’s expedited bankruptcy sale process, which was completed in less than two months.

The Comvest Group is a private investment firm focused on providing debt and equity solutions to middle market companies. It is a leading provider of capital to the financial technology markets and owns controlling interests in a number of companies in the electronic payment processing industry, including Pipeline Data, CardAccept, AirCharge, SecurePay and Northern Merchant Services.

The sale enables the core operations of Cynergy Data, a merchant credit card processing service provider, to emerge quickly from bankruptcy as a new company positioned for growth, with a well-capitalized partner, a substantially lower cost structure, and a much stronger balance sheet. The Comvest Group is investing $35 million into the business.

The Comvest Group has indicated its support for Cynergy Data’s management team, its employees and its business plan. “I am very excited about this business and its opportunities in the future. I look forward to working with Marcelo Paladini, whose leadership and vision have helped make Cynergy a leader in our industry, and the entire Cynergy team to build upon the company’s reputation for excellence. Just as Marcelo was the driving force behind creating a successful and dynamic business in the first place, going forward he will play an integral role in strengthening existing business relationships, continuing to build the Cynergy Data brand in the marketplace and shaping the strategic direction of the company. His leadership will remain a key component of our success and we will be working closely together,” said Randal McCoy, chief executive officer for the new company and operating partner with The Comvest Group.

According to Cynergy Data founder Marcelo Paladini, who has assumed the role of vice chairman and executive vice president of business development, “The approval by the bankruptcy court and subsequent closing of our sale to The Comvest Group are critical components of our restructuring strategy. The speed and skill with which this transaction was executed is a testament to the hard work and professionalism of our management, employees, attorneys, financial professionals, investment bankers and other advisers. The entire Cynergy Data team is now focused on continuing to provide world-class products and services to our merchants and ISO partners. I’m very excited about what the future holds for our organization.”

About Cynergy Data
Launched in 1995, Cynergy Data is a merchant credit card processing service provider that gives business owners excellent customer support and unparalleled merchant services. The company emphasizes honest, service-oriented business practices and customer-friendly products and services. During the past 14 years, Cynergy Data has rapidly expanded from a two-person operation to one that employs over 130 service-oriented team members. Headquartered in New York City, Cynergy Data manages a portfolio of nearly 80,000 merchants processing in excess of $10 billion annually.

About The Comvest Group
The Comvest Group is a leading private investment firm focused on providing debt and equity solutions to middle-market companies with enterprise values of less than $350 million. Since 1988 Comvest has invested more than $2 billion of capital in over 200 public and private companies worldwide. Through its extensive financial resources and broad network of industry experts, Comvest offers its portfolio companies total financial sponsorship, critical strategic support, and business development assistance. Comvest additionally owns controlling interest in Pipeline Data, CardAccept, AirCharge, SecurePay and Northern Merchant Services; all credit card merchant servicing organizations. For further information on Comvest, please contact Partner Daniel Nenadovic at 561.727.2070 or via e-mail at: danieln@comvest.com.

About the Restructuring
On September 1, 2009, Cynergy Data, its parent corporation and a wholly owned subsidiary filed voluntary petitions for business reorganization under Chapter 11 of the U.S. Bankruptcy Code. The Honorable Kevin Gross of the U.S. Bankruptcy Court for the District of Delaware is presiding over Cynergy Data’s chapter 11 proceedings. Copies of court documents are available at http://www.kccllc.net/cynergydata.

· Restructuring will Eliminate $100+ Million of Debt and Create a Financially Stronger Company
· Substantial Reduction in Leverage Will Help Poise Velocity for Substantial Future Growth
· Company Expects to Complete Restructuring in 30 to 45 Days
· Operations will Continue As Usual During Restructuring Period
· All Employee and Independent Contractor Payments Will Be Guaranteed to Ensure Seamless Transition

WESTPORT, Conn. September 24, 2009 — Velocity Express Corporation (OTC:VEXP.PK) (“Velocity” or “the Company”), the nation’s largest provider of time definite regional delivery solutions, announced that it has reached an agreement with a subsidiary (“ComVest”) of ComVest Investment Partners III, L.P., a leading private investment firm with a proven track record in the transportation industry. Under the agreement, ComVest will begin a process to become the Company’s new majority owner and significantly deleverage the Company through an exchange of debt for equity in Velocity.

Vincent A. Wasik, Velocity’s Chairman and Chief Executive Officer, stated, “We believe that this transaction is a major win for Velocity, our Customers, Independent Contractors and Employees. It will reduce the burden of our legacy liabilities by eliminating over $100 million of debt and create a financially stronger, well capitalized company. With a stronger financial position, we will continue to be able to pursue large business development opportunities, and increase our investment in technology and services to benefit our valued Customers. We will also have the backing and support of a new strong financial and operating partner in ComVest. Thanks to the continued support and hard-work of our more than 4,000 dedicated Employees and Independent Contractors, we expect this transition to be seamless to our Customers.”

Jose Gordo, a Partner at ComVest, said, “ComVest is truly excited about the future prospects of Velocity. We believe that this restructuring will eliminate the significant debt that has burdened the Company for the last few years and turn the Company’s balance sheet into a major strength. Velocity has a solid operational foundation with outstanding long-term Customers and a strong sales pipeline. Together, we look forward to continuing to provide Velocity’s Customers with the timely, high-quality service they have come to expect.”

Velocity’s restructuring will be accomplished through a pre-packaged Section 363 sale pursuant to Chapter 11 of the United States Bankruptcy Code. The change in ownership will be achieved through a restructuring of Velocity’s balance sheet in which ComVest will exchange its Velocity debt for a controlling equity ownership interest. Upon the completion of the transaction, ComVest will own the substantial majority of Velocity’s equity. The management team, which will remain in place, will own a minority stake in the restructured Company, as will former bondholders.

The company expects that this transition will be seamless for Customers, Independent Contractors, Employees and Vendors. All settlement payments for Independent Contractors as well as payroll and benefits for Velocity employees have been guaranteed by Velocity to ensure a smooth process, which should be completed in 30 to 45 days.

Additional information about the Velocity Express restructuring is available at the Company’s web site, www.velocityexpress.com under Company Info.

About ComVest
The ComVest Group is a leading private investment firm focused on providing debt and equity solutions to lower middle-market companies with enterprise values of less than $350 million. Since 1988 the ComVest Group has invested more than $2 billion of capital in over 200 public and private companies worldwide. Through our extensive financial resources and broad network of industry experts, we are able to offer our companies total financial sponsorship, critical strategic support, and business development assistance.

About Velocity Express
Velocity Express has one of the largest nationwide networks of regional, time definite, ground delivery service areas, providing a national footprint for customers desiring same day service throughout the United States. The Company’s services are supported by a customer-focused technology infrastructure, providing customers with the reliability and information they need to manage their transportation and logistics systems, including a proprietary package tracking system that enables customers to view the status of any package via a flexible web reporting system.

Forward Looking Statements

Certain statements in this press release, and other written or oral statements made by or on behalf of the Company, may constitute “forward-looking statements” within the meaning of the federal securities laws. Statements regarding future events and developments and the Company’s future performance that are not historical facts, as well as management’s expectations, beliefs, plans, objectives, assumptions and projections about future events or future performance, are forward looking statements within the meaning of these laws. Forward-looking statements include statements that are preceded by, followed by, or include words such as “believes,” “expects,” “anticipates,” “plans,” “estimates,” “intends,” or similar expressions. These statements are based on beliefs and assumptions of the Company’s management, which in turn are based on currently available information. These assumptions could prove inaccurate.

Forward-looking statements are also affected by known and unknown risks that may cause the actual results of the Company to differ materially from any future results expressed or implied by such forward-looking statements. Many of these risks are beyond the ability of the Company to control or predict as identified in the section entitled “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended June 28, 2008 as well as in the other documents that the Company files from time to time with the Securities and Exchange Commission. Management believes that the forward-looking statements contained in this release are reasonable; however, undue reliance should not be placed on any forward-looking statements contained herein, which are based on current expectations. Further, forward-looking statements speak only as of the date they are made, and management undertakes no obligation to publicly update any of them in light of new information or future events. Accordingly, no assurances can be given that the transactions described in this press release will be consummated or approved by the Bankruptcy Court or as to the timing of such events.

SOUTHBOROUGH, MA., September 4, 2009- Averion International Corporation (OTC BB: AVRO), today announced that it has filed an information statement with the Securities and Exchange Commission (SEC) regarding its plan to go private. A majority of the Company’s common shareholders have approved an amendment to the Company’s certificate of incorporation to affect a reverse stock split in a ratio of 20,500 for 1 (the “Reverse Split”). Shareholders owning fewer than 20,500 shares of common stock immediately prior to the effective date of the Reverse Split, whose shares of common stock would be converted into less than one share in the Reverse Split, will instead have the right to receive a cash payment of $.01 per share immediately prior to the effective date of the Reverse Split. This transaction will be followed immediately by a 1 for 20,500 forward split which will restore continuing stockholders to their original position prior to the Reverse Split.
All aspects of the transaction, including the price to be paid to the cash out shareholders were reviewed and approved by a Special Committee of the Board of Directors made up of independent directors who have no interest in the transaction. The Special Committee relied, in part, on a valuation report prepared by an independent consulting firm.
The purpose of the going private transaction is to reduce the costs and administrative burdens of operating a public company while at the same time allowing shareholders with small holdings in the Company to immediately realize the value of their investment through their receipt of per share consideration in the amount of $.01 per share. Following the transaction, the Company expects to have fewer than 300 shareholders of record as defined by SEC rules, which will enable the Company to cease registration of its common stock under the 1934 Securities Act. Effective on and following the termination of the registration of the Company’s common stock under the 1934 Act, the Company will no longer be required to file annual, quarterly and other reports with the SEC.
Commenting on this development, James McGuire, Chairman of the Board, stated, Averion is a successful provider of clinical research services in a very competitive business environment. The increasing cost and time associated with public company regulatory compliance required a significant amount of expense and management resources with no tangible benefit to our shareholders. Once the Company completes its remaining filing obligations with the SEC, Averion will be considered a private company”.

About Averion International Corp:
Averion International Corp. is a full-service international clinical research organization (CRO) with proven expertise in supporting global clinical trials for pharmaceutical, biotechnology and medical device companies. The Company has a therapeutic focus in oncology, cardiovascular diseases and medical devices. Averion’s core competencies are in FDA and product registration support, site selection, project management, medical and site monitoring, data management, biometrics, pharmacovigilance, medical writing, and full clinical trial management services throughout the clinical trials lifecycle. The Company has supported over 60 FDA approvals representing products and medical device filings including PMAs, BLAs, and NDAs.
Averion is headquartered in Southborough, Mass., with European operations based in Basel, Switzerland. Averion has additional U.S. offices in California, Maryland and New York; and additional offices outside the U.S. in France, the Netherlands, the United Kingdom, Poland, Czech Republic, Russia, Israel, Germany, Austria, and Ukraine. We have additional operation centers in Slovakia and Hungary, and research partnerships in India, Asia and South America.

Forward-Looking Statement
Statements contained in this press release that are not historical information are forward-looking statements as defined within the Private Securities Litigation Reform Act of 1995. Forwardlooking statements can be identified by the use of words such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate,” “project,” or words of similar meaning, or future or conditional verbs such as “will,” “would,” “should,” “could,” or “may.” Such forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected or implied. Those risks and uncertainties include, but are not limited to: our ability to attract, retain or integrate key personnel, including scientific and technical personnel; the termination, modification or delay of contracts which would, among other things, adversely impact our recognition of revenue included in backlog and our cash-on-hand; risks associated with our pursuit of strategic acquisitions or investment in new markets; our ability to acquire and integrate new businesses; our dependence on certain industries and clients; our ability to adequately protect sensitive patient information and confidential information of clients; our ability to keep pace with rapid technological changes; fluctuation in our operating results; our ability to service our outstanding debt and comply with requirements, including financial covenants, associated with that debt; our ability to recruit suitable volunteers for the clinical trials of our clients; our exposure to exchange rate fluctuations and international economic, political and other risks; our ability to develop and market new services in the U.S., Europe and internationally; the highly competitive nature of our market; our exposure to changes in outsourcing trends in the pharmaceutical and biotechnology industries; the impact of government regulation on our business; whether we can achieve and maintain effective internal controls; and
other risks. Certain of these risks and uncertainties, in addition to other risks, are more fully described in the Company’s annual report on Form 10-KSB for the period ending December 31, 2008 and in the Company’s other periodic reports filed with the Securities and Exchange Commission. These forward-looking statements are made only as of the date of this press release, and the Company assumes no obligation to update or revise the forward-looking statements, whether as a result of new information, future events, or otherwise.