Mr. Edward Ryan reports

DESCARTES ACQUIRES SELLERCLOUD

The Descartes Systems Group Inc. has acquired Sellercloud, a leading provider of omnichannel e-commerce solutions.

Based in the United States, Sellercloud supports small and mid-market retailers, distributors, wholesalers, and manufacturers with multichannel e-commerce operations. Sellercloud's inventory management solutions and order management solutions help customers synchronize, plan and manage inventory levels across multiple sales channels. In addition, Sellercloud helps product sellers orchestrate the fulfilment process from routing orders to the right warehouse to enabling warehouse staff to better manage order picking, packing, shipping and returns.

"Our integrated e-commerce solutions are designed to help product sellers through all phases of their growth, from a single product start-up to a global multichannel enterprise," said Mikel Richardson, general manager of e-commerce at Descartes. "Sellercloud expands our product suite with advanced inventory and order management capabilities that our customers have been asking for. When combined with Descartes's existing e-commerce shipping, fulfilment and warehouse management solutions, we believe the result is a truly differentiated offering to manage the full life cycle of domestic and cross-border e-commerce shipments."

"We continue to listen to our customers for key areas of investment in our global logistics network," said Edward J. Ryan, Descartes's chief executive officer. "Sellercloud directly complements our e-commerce investments in XPS, ShipRush, pixi and Peoplevox, and we're excited to welcome the Sellercloud employees, customers and partners into the Descartes family."

Sellercloud is headquartered in New Jersey. Descartes acquired Sellercloud for upfront consideration of approximately $110-million (U.S.) satisfied from cash on hand, plus additional potential performance-based consideration. The maximum amount payable under the all-cash performance-based earnout is $20-million (U.S.), based on the combined business achieving revenue-based targets in each of the first two years postacquisition. Any earnout is expected to be paid in fiscal 2026 and fiscal 2027.

About The Descartes Systems Group Inc.

Descartes is the global leader in providing on-demand, software-as-a-service solutions focused on improving the productivity, security and sustainability of logistics-intensive businesses. Customers use its modular, software-as-a-service solutions to route, track and help improve the safety, performance and compliance of delivery resources; plan, allocate and execute shipments; rate, audit and pay transportation invoices; obtain global trade data; file customs and security documents for imports and exports; and complete numerous other logistics processes by participating in the world's largest, collaborative multimodal logistics community. Its headquarters is in Waterloo, Ont., Canada, and it has offices and partners around the world.

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