Bluefly, Inc.

Bluefly, Inc. is an off-price Internet retailer of fashion merchandise and accessories that provides its customers with access to in-season products. It launched the bluefly.com Website in September 1998. During 2011, it expanded its website portfolio by launching the belleandclive.com website, a members-only shopping site that presents curated selections of important brands via limited-time flash sale events. The Company's marketing efforts are focused both on acquiring new customers and retaining existing customers. The Company purchases merchandise directly from various suppliers and have devoted substantial resources over the years in establishing its reputation and brand awareness of selling authentic, high-end fashion merchandise at competitive discounted prices in a high-end retail environment. E-commerce generally, and, in particular, the online retail apparel and fashion accessories market, is a relatively dynamic, high-growth market. The Company's competition for online customers come from a variety of sources, including existing traditional retailers that are using the Internet to expand their channels of distribution, established and less established Internet companies, traditional direct marketers, designer brands that may attempt to sell their products directly to consumers through the Internet and other traditional off-price retail stores. The Company relies on various intellectual property laws and contractual restrictions to protect its proprietary rights in services and technology, including confidentiality, invention assignment and nondisclosure agreements with employees and contractors. The Company is not currently subject to direct regulation by any domestic or foreign governmental agency, other than regulations applicable to businesses generally, and laws or regulations directly applicable to online commerce.