Rocket Fuel’s Board Rejects Unsolicited Conditional Proposal

Rocket Fuel (NASDAQ:FUEL), a leading programmatic marketing platform provider that uses artificial intelligence (AI) at Big Data scale to optimize marketing ROI for global agencies and enterprise marketers, issued a press release on May 8, 2015 stating that it had received an unsolicited, conditional proposal from Gravity4 to acquire Rocket Fuel.

Consistent with its fiduciary duties, the Rocket Fuel Board of Directors, in consultation with its independent advisors, has evaluated the proposal and concluded that the proposal, which is highly conditional and inconsistent with customary public company transactions, is not credible. Rocket Fuel sent the following response letter to Gravity4 today.

Dear Mr. Chahal,

We are in receipt of your letter dated May 7, 2015 regarding your proposal to acquire Rocket Fuel. Our board of directors has evaluated your proposal in consultation with its independent advisors and concluded that the highly conditional and non-customary nature of your proposal does not constitute a credible offer.

Sincerely,

Monte Zweben

Interim Chief Executive Officer

About Rocket Fuel

Rocket Fuel combines the science of Artificial Intelligence with the scale of Big Data to improve the effectiveness of programmatic marketing. Customers trust Rocket Fuel's Marketing That Learns® to achieve brand and direct-response objectives in diverse industries across North America, Latin America, Europe, and APAC. With the acquisition of marketing technology firm [x+1] in September of 2014, Rocket Fuel now offers a complete programmatic marketing platform for the world's most innovative, always-on marketers. The platform includes data management, programmatic media-buying, site optimization, and predictive analytics capabilities that extend across a marketer's paid and owned channels, and personalize every customer interaction. Rocket Fuel operates in more than 20 offices worldwide and trades on the NASDAQ Global Select Market under the ticker symbol "FUEL." For more information, please visit http://www.rocketfuel.com or call 1-888-717-8873. Rocket Fuel, the Rocket Fuel logo, Advertising That Learns and Marketing That Learns are trademarks or registered trademarks of Rocket Fuel Inc. in the United States and other countries.

Investor Relations Contact:The Blueshirt GroupWhitney Kukulka, [e-mail] Contact:Rocket FuelKenya Hayes, [e-mail]