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Ceridian and Comdata Announce Results to Date of Tender Offers for Ceridian's 11 1/4% Senior Notes due 2015 and 12 1/4/13% Senior Toggle Notes due 2015 & Consent Solicitation

MINNEAPOLIS, MINNESOTA and BRENTWOOD, TENNESSEE -- (Marketwired) -- 06/05/14 -- Ceridian LLC (the "Company") and Comdata Inc. ("Comdata"), today announced that, pursuant to the terms of the previously announced tender offers pursuant to which Comdata is offering to purchase any and all of the Company's outstanding 11 1/4% Senior Notes due 2015 (the "11 1/4% Notes") and 12 1/4%/13% Senior Toggle Notes due 2015 (the "Toggle Notes" and, together with the 11 1/4% Notes, the "Notes") and consent solicitation for consents to certain proposed amendments to the indenture governing the Notes (the "Indenture"), holders of $394.7 million aggregate principal amount of the outstanding 11 1/4% Notes and holders of $59.1 million aggregate principal amount of the outstanding Toggle Notes (in the aggregate, approximately 53.0% of the Notes) have validly tendered their Notes and have validly delivered the requisite consents for the proposed amendments prior to the expiration of the early tender time of 5:00 p.m., New York City time, on June 4, 2014. The consents received exceed the number needed to approve the proposed amendments to the Indenture. The terms of the tender offers and consent solicitation are detailed in the Company's offer to purchase and consent solicitation statement and a related letter of transmittal, each dated as of May 21, 2014.

Holders of these Notes that are accepted for purchase will receive the total consideration of $1,007.00 per $1,000 principal amount of Notes, which includes the early tender payment of $20.00 per $1,000 principal amount of Notes, plus any accrued and unpaid interest up to, but not including, the settlement date. As of the early tender time, the right of holders of Notes to receive the total consideration of $1,007.00 per $1,000 principal amount of Notes for validly tendered Notes and validly delivered consents and the right to withdraw any previously tendered Notes terminated.

Holders of notes that are validly tendered after the foregoing early tender time but on or prior to the expiration of the tender offers and consent solicitation and accepted will receive the tender offer consideration of $987.00 per $1,000 principal amount of Notes, plus any accrued and unpaid interest up to, but not including, the settlement date. The tender offers and consent solicitation will expire at 12:00 midnight, New York City time, on June 18, 2014, unless extended, and, subject to the satisfaction of the conditions set forth in the offer to purchase and consent solicitation.

Based on the consents received, the Company and the trustee under the Indenture are expected to enter into a supplemental indenture that will, once operative, eliminate substantially all of the restrictive covenants contained in the Indenture and the Notes (but not the covenant to pay the principal of, and interest on, the Notes when due). The supplemental indenture will not become operative unless and until the Notes are accepted for purchase.

This news release is neither an offer to purchase nor a solicitation of an offer to sell any Notes. The tender offers and consent solicitation are being made pursuant to the terms and conditions contained in the offer to purchase and consent solicitation statement and related letter of transmittal, copies of which are available to all holders of the Company's Notes. Comdata may amend, extend or terminate the tender offers or the consent solicitation in its sole discretion. Persons with questions regarding the tender offers or the consent solicitation should contact the following dealer manager and solicitation agent: Deutsche Bank Securities Inc. at (855) 287-1922 (U.S. toll free) or (212) 250-7527 (call collect).

The tender agent for the tender offers and consent solicitation is D.F. King & Co., Inc., who may be contacted by telephone at (212) 493-6940 or by fax (for eligible institutions only) at (212) 709-3328. The information agent for the tender offers and consent solicitation is D.F. King & Co., Inc., who may be contacted at (212) 269-5550 (collect calling for banks and brokers) or (800) 967-5079 (U.S. toll free), or by e-mail at [email protected].

About Comdata and the Company:

Comdata is a leading business-to-business provider of innovative electronic payment solutions. As an issuer and a processor, Comdata provides fleet, corporate payment, healthcare, virtual card, and prepaid solutions to over 20,000 customers. Comdata's SVS division is a global gift card and loyalty innovator that manages over 600 million cards and processes over 1 billion transactions from over 45 countries and in 26 currencies worldwide every year. Founded in 1969 and headquartered in Brentwood, Tennessee with more than 1,200 employees globally, Comdata enables over $54 billion in payment volume annually. Comdata is a wholly-owned subsidiary of Ceridian LLC. For more information about Comdata solutions, call 1-800-266-3282.

This document contains forward-looking statements that involve risks and uncertainties. Factors that could cause actual results to differ materially from those expressed or implied by the forward-looking statements include: adverse conditions in the capital markets and the failure of holders to participate in the tender offers and consent solicitation; changes in federal or state securities laws; and changes in our business and financial condition. Neither the Company nor Comdata assumes any obligation to update forward-looking information contained in this press release.

Contacts:
Comdata
Tracey Power - Executive Vice President of Human Resources
& Support Services
615-370-7219
[email protected]

Ceridian
Donna Teggart
905-947-7251
(c) 647-388-2464
[email protected]

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