SPENDA LIMITED — Earnings Release 2011

Aug 31, 2011

Head Office Level 5, 15 – 19 Claremont Street South Yarra Victoria 3141 Australia

31 August 2011

ASX ANNOUNCEMENT

Update on Motopia strategic review and financial result for FY2011

• Restructuring of operations
• Global launch of Lemon & Lime and mOne platforms by end of September 2011
• Motopia disposes of its interest in cBox
• Closure of UK, Gold Coast and Singapore offices
• 6 month CEO contract has finished
• Mathew Gerard resigns as executive director
• Peter O'Neill appointed as Group Chief Operating Officer and as Executive Director
• Warranty claims against mConnect vendors to be pursued

Global mobile marketing company Motopia Limited (ASX: MOT) provides the following update on its 'whole of business' strategic review and an update on the company's financial results for the 2011 financial year.

'Whole of business' strategic review

As announced on 19 August 2011 the Board was undertaking a strategic review of its operations in order to reduce unnecessary costs and return the group to a positive cash flow and EBIT position as quickly as possible.

As previously announced the Management team and Board was concerned about the level of negative cash flow the Group was incurring every month. It was also becoming apparent that a downturn in business confidence and local and world economic conditions meant that forecasted revenues from both new and current operating activities would not be realised within the timeframes necessary to stabilize the Company's cash flows.

This stark reality has resulted in the Management team and Board implementing a risk adverse strategy which will reduce any waste, and would include shutting down or selling non-core and non-profitable parts of the business as soon as possible so as to ensure Motopia's long-term success. The result is a radical overhaul of the company's operations in a strategic manner which is designed to return the group to a positive cash flow and EBIT position by the end of 2011/12 financial year.

As a result of the actions which have been taken by the Board, the following outcomes have been achieved:

• the appointment of Peter O'Neill as Group Chief Operating Officer and as Executive Director of the Company;
• the launch of AFL and Hall of Fame mobile applications in October 2011;
• 2moro Mobile application development business continues to grow and is producing cash flow positive results;
• An accelerated roll out of the exciting Lemon & Lime and mOne platforms globally by end of September 2011;
• the Chucky premium rate SMS question and answer service is now in full operation and trials with all US carriers now approved; and
• the sale of cBox (refer comments below).

Furthermore, the Board is confident that the following outcomes will be achieved over the 2011/12 financial year:

• financial performance from ongoing businesses will be cash flow and EBIT positive by end of the 2011/12 financial year;
• all existing revenue streams are now forecast to grow profitably over the next 12 months.

Financial results for 2011 financial year

Motopia and its subsidiaries recorded a loss of $16,571,035 for the financial year ended 30 June 2011 (2010: $1,086,904). Included in this result are impairment charges, amortisation and depreciation which totaled $13,073,885.

Therefore, Motopia and its subsidiaries operating loss was actually $3,626,150, with an operating cash loss recorded of $2,316,995 (refer to Consolidated Statement of Cashflows in the Company's Appendix 4E Statement).

1. mConnect Group

The mConnect Group result since its acquisition on the 9th December 2010, was a loss of $823,896.Upon acquisition of the mConnect group of companies the Board decided to impair the goodwill by $3 million due to the fair value of the shares issued on completion date.

The date used to establish the value of the shares issued in accordance with accounting standards being $0.08 cents rather than the $0.05 cents prices anticipated in the acquisition agreement. The Directors believed the $0.05 cents per share fully reflected the value of the mConnect group based on their assessment of the business at that time.

The financial performance of the mConnect business since acquisition has been consistently below forecasts. Based on current budgets prepared as part of the strategic review and the removal of non-core and non-profitable parts of the business, as announced on the 19th August 2011, the Directors consider that the fair values of the identifiable intangible assets acquired that have been recognised, fully reflect the value of the businesses acquired and accordingly have impaired the remaining goodwill of $7,516,669.

As a result and in addition to the above, the following decisions have been made and will take effect immediately:

• We have closed our Gold Coast office and we are currently transitioning all responsibilities to our Adelaide office;
• We have closed the UK office, as it was not generating forecast revenue and was not forecast to be profitable for two years. All UK project management will move to the Australian offices;
• We are in the process of closing the Singapore office and eliminate business complexity across the Group;
• We will review ongoing development of the giftwrappit platform to ensure we generate a satisfactory return on investment;

The Company has also incurred a significant amount of legacy costs associated with the mConnect acquisition. It would appear that these costs were not properly disclosed by the vendors as part of the sale process. Accordingly, the Company is currently obtaining independent legal advice in relation to these matters in order to pursue warranty claims against the vendors.

2. cBox

The cBox operating loss for the year ended 30 June 2011 was $153,245. The financial performance of cBox was unsatisfactory and placed pressure on operating cashflows. The business was operating in a volatile market making it difficult for management to achieve any real growth and profitability in this segment. Furthermore, the DNCR (Do Not Call Register) legislation severely impacted new revenue streams to the business.

The level of investment required to turn around the business would have diverted valuable resources from the Group's core activities and therefore the Board decided to dispose of this business and on the 7th August 2011 cBox was disposed of.

3. Other points of interest

During the six months ended 30 June 2011, Motopia Limited acquired the following businesses:

• 2moro Mobile Pty Ltd
• 2play Mobile Pty Ltd
• Pro Fantasy Sports Pty Ltd

Furthermore, Motopia Limited acquired all the business rights and interests in the gaming platform, Fatzoo.

Given the acquisitions above and current strategic review the Board believes the Group will improve revenues and return profits in the near future.

CEO update

The company advises that interim CEO Matthew Gerard will not seek an extension of his 6 month contract and has submitted his resignation, to take effect immediately. Mr Gerard has also resigned as a director of the board of the Company.

As noted earlier Mr Peter O'Neill, the CEO of 2moro Mobile, has been appointed as Group Chief Operating Officer and an executive director of the Company. Mr O'Neill brings with him 11 years of experience in the mobile space and will be great asset to the Board moving forward.

The Board will also continue to look for further independent directors with the necessary experience and skills in the mobile space to help drive this business forward.

The Board would like to formally thank Mr Gerard for his hard work and dedication during his 6 month contract. Mr Gerard has been a key party to the restructure and clean-up process and it could not have been achieved without his experience.

Head Office Level 5, 15 – 19 Claremont Street South Yarra Victoria 3141 Australia P: +61 3 9827 4917 F: + 61 3 9827 7288 ACN: 099 084 143

Appendix 4E

The Preliminary Final Report (Appendix 4E) has been released to market at about the same as this announcement. This report provides further details on the financial results of the Motopia Group for the financial year ended 30 June 2011.

For more information about Motopia, please contact:

Jitto Arrulampalam Chairman, Motopia Limited 0421 617 766

www.motopia.com

Motopia is a publicly listed global company that specialises in mobile and digital marketing, creating applications and content for use on mobile phones and other online devices. Motopia aims to become a world leader in mobile marketing, platform development and branded mobile content creation, licensing and distribution. Motopia has offices in Melbourne, Adelaide and Los Angeles.