[STATE OF DELAWARE CERTIFICATE OF DOMESTICATION FROM A NON-DELAWARE CORPORATION TO A DELAWARE CORPORATION DELAWARE GENERAL CORPORATION LAW 1) The date the Non-Delaware Corporation first formed is October 29, 2009. 2) The name under which the Non-Delaware Corporation first formed is ID Arizona Corp., and the jurisdiction where the Non-Delaware Corporation first formed is the Cayman Islands. On October 30,] [CERTIFICATE OF INCORPORATION OF TIGER MEDIA, INC. FIRST. SECOND. THIRD. FOURTH. Common Stock Preferred Stock Board of Directors provided however (C) Except as may otherwise be provided in this Certificate of Incorporation (including any certificate filed with the Secretary of State of the State of Delaware establishing the terms of a series of Preferred Stock in accordance with Section B] [BYLAWS TIGER MEDIA, INC. ARTICLE ONE OFFICES Registered Office 1.01. Other Offices 1.02. ARTICLE TWO MEETINGS OF STOCKHOLDERS Annual Meetings 2.01. Special Meetings 2.02. Notice of Meetings 2.03. List of Stockholders Entitled to Vote. 2.04. Fixing Date for Determination of Stockholders of Record 2.05. Organization; Chairman and Secretary 2.06. 2 Inspector of Election 2.07. Conduct of Meetings 2.08. Quorum 2.09.] [CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES A NON-VOTING CONVERTIBLE PREFERRED STOCK OF TIGER MEDIA, INC. WHEREAS Company WHEREAS, Certificate of Incorporation WHEREAS, RESOLVED, Section 1 Definitions Affiliate Alternate Consideration Business Day Common Stock Common Stock Equivalents Company Conversion Date Conversion Ratio Conversion Shares Fundamental Transaction Holder Liquidation Person Preferred Stock Qualified Sale Section 2 Designation and] [FORM OF LOCK-UP AGREEMENT Tiger Media, Inc. 4400 Biscayne Blvd. 15th Floor Miami, FL 33137 Ladies and Gentlemen: Merger Agreement Company TBO Acquisition, LLC TBO ” Reference is made to that certain Merger Agreement and Plan of Reorganization, dated as of [ ], 2015 (the “ Lock-Up Letter Agreement Lock-Up Period Common Stock Company Shares (2) enter into any swap] [EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made by and between The Best One, Inc. (the “Company”) and the individual identified on RECITALS WHEREAS, the Company invests in and acquires promising technology companies and assets; WHEREAS, the Company is entering into a Securities Purchase Agreement dated September , 2014 (“Securities Purchase Agreement”) by and among (i) John 0. Schaeffer;] [FORM OF RESTRICTED STOCK UNIT AGREEMENT This Restricted Stock Unit Agreement (this “Agreement”), entered into as of _________, 2015, sets forth the terms and conditions of an award (this “Award”) of restricted stock units (“Units”) granted by The Best One, Inc., a Florida corporation (the “Company”), to ____________ (the “Recipient”). WHEREAS, the Company granted the Recipient the Award of Units] [Consent of Independent Auditors We consent to the incorporation by reference in the registration statement on Form S-8 of Tiger Media, Inc., Registration No. 333-194952 of (1) our report dated January 9, 2015, relating to our audits of the financial statements of Interactive Data, LLC as of and for the years ended December 31, 2013 and 2012, (2) our report,] [TIGER MEDIA ANNOUNCES COMPLETION OF ONE-FOR-FIVE REVERSE STOCK SPLIT AND DOMESTICATION AS A DELAWARE CORPORATION SHANGHAI –March 20, 2015— Tiger Media, Inc. (“Tiger Media” or the “Company”) (NYSE MKT: IDI), a Shanghai-based multi-platform media company, announced today that the previously approved reverse stock split of the Company’s ordinary shares, par value $0.0001 per share, at a ratio of one-for-five (the] [Tiger Media Completes Acquisition of Interactive Data, LLC SHANGHAI & ATLANTA, March 23, 2015 (BUSINESS WIRE) — Tiger Media, Inc. (“Tiger Media” or the “Company”) (NYSE MKT: IDI), a Shanghai-based multi-platform media company, is pleased to announce that it has completed the acquisition of The Best One, Inc. (“TBO”), parent company of U.S.-based data solutions provider Interactive Data, LLC (“Interactive] [THE BEST ONE, INC. Independent Accountant’s Review Report F-2 Balance Sheet as of September 30, 2014 F-3 Statements of Operations for the period September 22 through September 30, 2014 F-4 Statements of Cash Flows for the period September 22 through September 30, 2014 F-5 Notes to Financial Statements F-6 INTERACTIVE DATA, LLC Independent Accountant’s Report F-14 Balance Sheets as of] [The following Unaudited Pro Forma Condensed Consolidated Financial Statements are based on the historical financial statements of Tiger Media and TBO after giving effect to the proposed Merger of the companies, and the assumptions, reclassifications and adjustments described in the accompanying notes to the Unaudited Pro Forma Condensed Consolidated Financial Statements. The unaudited Pro Forma Condensed Consolidated Balance Sheet as] [Item 2.01 Completion of Acquisition or Disposition of Assets Reverse Stock Split and Domestication Before the Domestication and the Merger on March 19, 2015, Tiger Media effected a one-for-five reverse stock split (the “Reverse Split”). The principal effect of the Reverse Split was to decrease the number of outstanding shares of each of Tiger Media’s ordinary shares. Except for de]