SPACETALK LTD — Director's Dealing 2015

Sep 22, 2015

ASX Market Announcements ASX Limited 20 Bridge Street Sydney NSW 2000

ASX Release MGM Wireless Ltd

==> picture [133 x 135] intentionally omitted <==

23 September 2015

MGM Wireless advises that Chairman and CEO, Mr Mark Fortunatow, has sold 32,915 shares held in an indirect interest. The attached Appendix 3Y reflects this sale of shares.

The Appendix 3Y discloses the sale of 5,923 shares on 8 September 2015. MGM Wireless acknowledges that the notification to ASX of the on-market trade which occurred on 8 September 2015 is not in accordance with the requirements prescribed by ASX Listing Rule 3.19A.2, which stipulates that notice must be given to ASX no more than 5 business days after the change occurs. ASX was notified (on 8 September) of on-market trades which occurred on 2 and 7 September, 2015, however the 8 September on-market trade was overlooked in that notification due to an administrative oversight.

MGM Wireless would like to confirm that it has appropriate procedures and processes in place in respect of its disclosure obligations under ASX Listing Rule 3.19A. In accordance with the Company’s Share Trading Policy, a director that deals in MWR shares is required to confirm the dealing and the relevant details of the dealing in writing to the relevant officer within 2 business days after the dealing.

About MGM Wireless Ltd and Messageyou, LLC

MGM Wireless is recognised in Australia and internationally as a pioneer of socially responsible technology-enabled school communications with a proven track record in designing, developing and successfully commercialising innovative world class technology products.

The company’s patented SMS school communication solutions empower schools to effectively communicate to parents and caregivers using SMS text messaging to improve student attendance, welfare, safety and parent engagement. Measurable benefits for schools include reduced operating costs, increased productivity and improved parent and community engagement, which ultimately improve student learning and social outcomes.

Schools in Australia and New Zealand use Messageyou software in their day to day operations.

Appendix 3Y Change of Director’s Interest Notice

For further information contact: MGM Wireless Ltd. - (ASX:MWR) Mark Fortunatow, CEO Mobile: 0421 328 984 Phone: 08 8104 9508 Email: mfortunatow@mgmwireless.com Web: www.mgmwireless.com

• See chapter 19 for defined terms.

Appendix 3Y Page 2 946005

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/09/01 Amended 01/01/11

Name of entity: MGM Wireless Limited

ABN: 93 091 351 530

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

We (the entity) give ASX the following the director for the purposes of section	information under listing rule 3.19A.2 and as agent for 205G of the Corporations Act.
Name of Director	Mark Fortunatow
Date of last notice	8 September 2015

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Direct or indirect interest	Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	(a) Mark Fortunatow ATF The AM & JM Trust – trustee and beneficiary (b) Paula Fortunatow ATF Fortunatow Family Trust – beneficiary (c) Mark Fortunatow & Paula Fortunatow ATF Fortunatow Family Superannuation Account – trustee and beneficiary (d) Paula Fortunatow ATF Fortunatow Family Trust – beneficiary (e) Paula Fortunatow ATF Fortunatow Family Trust – beneficiary (f) Mark Fortunatow ATF The AM & JM Trust – trustee and beneficiary
Date of change	(i) 8 September 2015 (ii) 16 September 2015 (iii) 17 September 2015 (iv) 18 September 2015

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3 946005

Appendix 3Y Change of Director’s Interest Notice

No. of securities held prior to change	(a) 1,214,004 (b) 83,334 (c) 178,660 (d) 30,000 (e) 200,000 (f) 170,000
Class	(a) – (c) Ordinary shares (d) Options exercisable at 70 cents, expiring 30 April 2016 (e) Options exercisable at $1.60, expiring 30 April 2017 (f) Options exercisable at $1.25, expiring 30 April 2018
Number acquired	Nil
Number disposed	(a) (i) 5,923 (ii) 11,400 (iii) 3,500 (iv) 12,092
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	(i) $1.280000 per share (ii) $1.270000 per share (iii) $1.285000 per share (iv) $1.289924 per share
No. of securities held after change	(a) 1,181,089 (b) 83,334 (c) 178,660 (d) 30,000 (e) 200,000 (f) 170,000
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	On-market trade

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

Detail of contract	N/A
Nature of interest
Name of registered holder (if issued securities)
Date of change

• See chapter 19 for defined terms.

Appendix 3Y Page 4 946005

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed Interest acquired Interest disposed Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation Interest after change

Part 3 –[+] Closed period

Part 3 –+Closed period
Were the interests in the securities or contracts detailed above traded during a+closed period where prior written clearance was required?	No
If so, was prior written clearance provided to allow the trade to proceed during this period?	N/A
If prior written clearance was provided, on what date was this provided?	N/A

23 September 2015

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 5

946005