Motive Television Plc Regulatory News (MTV)

19 June 2014

Motive Television PLC

("Motive", "the Company" or "the Group")

Final results for the year ended 31 December 2013

Motive Television PLC (AIM: MTV.LN), the digital television technology, software and solutions provider, announces its preliminary results for the 12 months ended 31 December 2013.

Financial highlights

· Group revenue increased by 7% to £1,170,942 from £1,090,617 in 2012.

· Group operating loss reduced by 14% to £(1,861,778) from £(2,171,913) in 2012.

· Digital business revenue increased by 44% to £804,826 from £560,186 in 2012.

· Digital business loss reduced 26% to £(912,449) from £(1,240,821) in 2012

· Group total borrowings reduced by 22% to £3,101,256 compared with £3,963,034 in 2012.

· Cash at bank and in hand at the end of 2013 was £250,404 compared to £148,554 in 2012

Operational highlights

· Mediaset Premium On Demand services continued to perform successfully with MTV support services.

· Completed installation and successful testing of Digiturk in preparation for launch and signed support and maintenance and licensing contracts directly with Digiturk.

· Completed the installation of the head-end solution for CME at Nova Television in Prague.

· Assisted Siyaya Free To Air TV (PTY) Ltd. of Johannesburg, South Africa in planning and defining services, technical plans, and licensing process and in December signed contract to provide installation, integration, and operation of the Content Express™ solution in support of the launch of Siyaya's services on the Freevision satellite platform in Autumn 2014 worth an estimated £2 million over the next five years.

· Motive successfully developed and demonstrated the full function Tablet TV technology prototype to Granite Broadcasting and major broadcasters including choosing and viewing live channels, recording for later viewing, and selecting and receiving video-on-demand content.

· Signed Memorandum of Understanding with iCube Corporation of Seoul, South Korea to work together to develop retail products that will enable Freeview broadcast TV to be received on mobile devices in the United Kingdom.

· Received a US patent for TV Anywhere, Spanish patent for Dynamic Advertising, and developed Tablet TV technology and filed for patents in the United States.

· Increased Digital revenues by 44 percent, cut overheads, and reduced losses by 26 percent vs. 2012.

Post-Period Highlights

· Received royalties from Sagemcom for approximately 115,000 set-top boxes deployed during 2013 by Digiturk and another 51,000 deployed in the first half of 2014.

· Digiturk project successfully launched using Motive technology in the first quarter of 2014

· Signed a Software Development Licence Agreement with Shenzhen Skyworth Digital Technology Co Ltd to integrate Content Express™ into set-top boxes initially for the Siyaya project.

· Joined the HbbTV Consortium with the objective of making its Content Express™ technology a component of the industry standard and to extend the efficient delivery of video-on-demand (VOD) content over the broadcast and broadband networks.

· Repackaged and launched Motive Technology into Content Express™ platform

· Exhibited Tablet TV at the NAB (National Association of Broadcasters) Show in Las Vegas to positive industry response

· Began discussions with major broadcasters and Hollywood studios regarding joining the Tablet TV project

· Developed Tablet TV Freeview and began process of final testing and certification in anticipation of launch in the United Kingdom

Commenting on the results, Michael Pilsworth, Executive Chairman, said:

"During the year under review Motive rapidly developed its digital business and expects to move from the development to the growth stage during 2014. This will occur as products and services the company has developed move into commercial use."

Enquiries:

Motive Television provides broadcasters and pay television operators with enabling technology that provides opportunities to deliver highly valued services to viewers that generate additional income and retain existing subscribers, comprising:

Content Express™

Today's television viewers are demanding the ability to watch whatever they want when they want it on any screen, and Motive's Content Express™ makes that possible without having to build new networks. Content Express™ software provides secure delivery and management of non-linear digital content across any type of broadcast network to any consumer-facing screen or device. Motive has deployed it in both single and hybrid distribution systems that combine broadband access with traditional distribution for an optimal solution.

Motive's Content Express™ solutions platform provides a one-stop shop for digital terrestrial broadcasters, satellite, DTT cable pay television platforms, and Internet OTT content providers to offer new services including: Video on Demand (VOD and SVOD), Catch-up television, Tablet Television, Targeted advertising for VOD, Mocast for 4G LTE, Virtual channels and Video2Go.

Tablet TV

With a proprietary app and T-Pod antenna-tuner, tablet owners around the globe can watch and record all the programming currently broadcast over digital terrestrial channels. Additionally, Tablet TV subscribers have the ability to download a selection of video-on-demand movies and programmes without the need for Internet access and, when they are connected, use integrated social networking and access anything available over the Internet.

Motive's content division is:

Motive Television Limited, a Dublin-based award-winning independent production company that produces factual programmes for Irish broadcasters. It specializes in live sports production and sports documentaries and also produces factual and entertainment series.

Motive Television was founded in London in 2005 and its shares are quoted on the London Stock Exchange (AIM).

http://www.motivetelevision.co.uk

CHAIRMAN'S STATEMENT

I am pleased to announce Motive's results for the year ended 31 December 2013.

During the year under review Motive rapidly developed its digital business and expects to move from the development to the growth stage during 2014. This will occur as products under development move into commercial use and Motive's Content Express™ platform is deployed at more broadcasters. The Company has deployed its technology with its first clients, Mediaset and Digiturk. Television services provided by Mediaset and Digiturk, based on Motive's Content Express™ platform, have been commercially successful since 2009 and 2013 respectively, cumulatively serving over 500,000 homes. Motive continues to provide support and maintenance for the Content Express™ platform as well as discussing further enhancements and extensions with these two broadcasters.

Tablet Television in the United States is currently being product and market tested, leading to consumer trials and an expected full-scale commercial launch in 2014. Until then, Tablet Television LLC, the Group's US venture owned jointly with Granite Broadcasting, will be completing its marketing, content, and consumer service planning and recruiting additional broadcasters to expand the distribution network from Granite's markets.

After the end of the financial year the Company entered into discussions with CCAN with the objective of resolving the ongoing dispute with them regarding the acquisition of the remaining 32.3% of Motive Television S L. The provision included in the accounts has been increased to €600,000 representing the Directors' best assessment of the amount that this dispute might be settled for. Should settlement be reached funding will be provided from the Convertible Security facility set out below.

On 13 May 2014 the Company announced that it had raised up to £2,980,000 in additional finance by way of a Convertible Security facility entered into with Bergen Global Opportunity Fund LP (the Investor). The terms of this facility are such that initial funding of £1,480,000 was made available on signing the agreement, the facility for further funding between £400,000 and £500,000 each being available 150, 240 and 330 days from that date. The funding is convertible into ordinary shares, the conversion price being the lower of a) 90% of the average of five daily volume-weighted average pricesof the shares during a specified period prior to the conversion or b) a 40% premium to the average of the share prices for the 20 trading days prior to the date of signing the agreement (the "Premium Price"). Conversion is subject to restrictions over timing. Once conversion has taken place there are further restrictions over when shares can be sold such that the interests of the Investor and that of other shareholders are aligned. Warrants over 2,500,000,000 shares were also issued to the Investor, again at the Premium Price. The facility bears no interest.

Financial analysis

· Group revenue increased by 7% to £1,170,942 from £1,090,617 in 2012.

· Group operating loss reduced by 14% to £(1,861,778) from £(2,171,913) in 2012.

· Digital business revenue increased by 44% to £804,826 from £560,186 in 2012.

· Digital business loss reduced 26% to £(912,449) from £(1,240,821) in 2012.

· Group total borrowings reduced by 22% to £3,101,256 compared with £3,963,034 in 2012.

· Cash at bank and in hand at the end of 2013 was £250,404 compared to £148,554 in 2012.

Today, the Group's main focus is its Digital Business that provides technology- based solutions to the Television sector. As such, the Group Strategic Report has focused on this segment of the Group's activity.

The Strategic Report discusses the environment in which the Digital Business operates, sets out in detail the substantial opportunities for the Digital Business and how the Group intends to take advantage of these opportunities. The significant progress made to date is discussed as well as where the Group envisages future development.

The Company still owns one remaining production business, Motive Television Limited (Dublin) ("MTL"). MTL is run by a small team who have worked extremely hard over the last 12 months to maintain the Company's position. Thanks to their efforts MTL started 2014 in a better position than 2013 having won two new production contracts in December 2013 and although the outlook for television production in Ireland remains very challenging the Company will continue to support this business and anticipate that it will continue to establish itself as a trusted supplier to Irish Broadcasters over the coming years.

I would like to thank our shareholders, employees, customers and partners for their continuing support. My particular thanks go, once again, to Leonard M. Fertig, your CEO, whose tenacity and commitment to the success of your company has been outstanding. Now that the Company is about to achieve its goals I feel that it is time that I step back from my executive responsibilities, and so at this year's AGM I propose to step down from the position of executive chairman, but will remain with the Group as non-executive chairman.

Michael Pilsworth

Executive Chairman

18 June 2014

STRATEGIC REPORT

Strategy

As noted in the Chairman's Statement, in 2009 the Company conducted a strategic analysis and concluded that the opportunities for continued growth in the independent television production sector were limited. At the same time the Board realised that the digital terrestrial broadcasting industry will be the fastest-growing segment in electronic media as analogue switch-off rolls out globally, and that by providing services to digital broadcasting through technology solutions, Motive would have an opportunity to participate in this rapid growth.

As a direct consequence of this strategy, the Company acted in 2009 and 2010 to bring in a new Management team and Board Directors, sell off its independent production assets, and acquire two digital TV technology businesses with patented solutions and expertise in technology development.

While implementing and servicing contracts obtained with the 2010 acquisitions, in 2011 and 2012 Motive worked hard to integrate the new technology and develop its strategy to take the new suite of solutions to the television industry. This required the development of additional software technology to extend the capabilities to new platforms and devices and resulted in Motive's Content Express™ product suite that was announced in January 2014.  Motive has become a leader in enabling the delivery of on-demand content over any type of distribution network, and that expertise and body of solutions represents the source of growth and future profits.

A major feature of Content Express™ is that it enables delivery of both linear (i.e. received as broadcast) and non-linear content without use of the internet being required.

The second major feature of the Company's strategy is its business model. Rather than sell one-off engineering and licences to broadcasters, the Company seeks to obtain up front payments for customisation and implementation of its solutions, plus continuing participation in the added revenues created for our customers by way of a royalty stream. Motive effectively partners with its customers in the development and implementation of new sources of revenue. This was first exemplified in the contract signed with CME in 2012 and continues today in the Siyaya contract in South Africa and Tablet Television business in the United States with Granite Broadcasting. The Company believes that partnering with our broadcast customers not only reduces competitive risk by staying close to customers, but leads to growing participatory revenue streams as these new forms of broadcasting extend to more subscribing homes.

The Opportunity

A primary driver that creates market opportunities for Motive is the digital revolution and how it affects the television industry. As markets switch from analogue to digital broadcasting and as new devices are rapidly adopted by consumers to use in viewing content there are many opportunities for the Company.

Consumers have consistently made it clear in survey after survey, and in the way they spend their money, that they want to have the freedom to watch what they want, when they want, where they want, and on the screen they want. The television industry is trying to address these clear demands and this represents a significant opportunity for Motive as it is exactly what the Company's solutions permit.

The Company has two product solutions from the common base technology of Content Express™:

1. Enabling broadcasters to provide a variety of non-linear viewing to users ranging from Video-on-Demand to virtual channels, plus-one channels, and catch-up over any network, and;

2. Enabling viewing, recording, and the provision of all the above features on tablets and other smart screens.

Combined, these solutions address the fastest growing trends and issues for the global television industry today.

Opportunity 1: On-demand (non-linear) viewing:

A growing change in how people watch television is the removal of the fixed schedule as a viewing requirement. While most research confirms that most people continue to enjoy curated content and linear channels, at the same time there is rapidly growing demand, particularly among younger viewers, for non-linear content available anytime.

· Motive is able to offer to broadcasters a low-cost solution that has been proven successful in large-scale implementation over both digital terrestrial and satellite networks. With our patented terrestrial Datacasting technology, the Company is a leader in "add on" video on-demand capabilities and the management of non-linear content delivery.

· The customers for Motive's on-demand or non-linear content solutions are broadcasters and satellite television platforms that want to enter or upgrade their pay television services. There are perhaps 5,800 channels, stations, and satellite broadcasters globally at this time that may be candidates for Motive's solutions.

· In emerging markets the Company may offer its solutions as part of a turn-key or managed service, while in the developed markets of Europe and North America, the operators often prefer to integrate Motive's solutions with internal and third party providers. The emerging markets of Africa, South America, Eastern Europe, and Asia represent particularly promising future opportunities for Motive.

· In most cases, development of a content delivery solution for a broadcaster or pay television operator is customized to reflect the desires, configuration, and choices of Motive's clients.

· There is a growing trend for Hybrid delivery systems to the home, combining the efficiencies of terrestrial one-to-many broadcasting with long tail and targeted capabilities of Internet-based content distribution. This is exemplified by the HbbTV standard in Europe, YouView in the UK, and various new and announced services in the United States. Motive's technology solutions for non-linear content distribution have been designed to work in hybrid environments and are network-type independent. Motive joined the HbbTV consortium in February 2014 and is working to incorporate its solutions into the industry standard.

Opportunity 2: Tablet television

The viewing of Television on tablets and smart phones is growing at an exponential pace. Whether for convenience, personal television, mobility, or other reasons, the trend toward watching television on hand-held screens is accelerating as the pace of penetration of Tablets exceeds all previous consumer electronics devices. Currently, there are more Tablets in use than there are American homes, over 20 million tablets in use in the UK, and an estimated 100 million in Europe. The pace of growth is increasing as competition among manufacturers generates more choices and lower entry prices.

In the emerging world Tablets are likely to follow the path of cellular phones and "leapfrog" fixed line television.

Industry research suggests that by the end of 2017 there will be more than 300 million tablets in use in the United States and nearly 1 billion worldwide.

There is substantial research available that finds that Tablet owners like to use them as personal television screens. So Tablet viewing of video content is a rapidly growing fact and a major change to the very nature of television.

Until recently, the response of the television industry has been to seek to deliver a limited "TV Everywhere" option to existing pay television subscribers-to contain this revolution within the closed garden of cable, satellite, and broadband packages. This delivered an unreliable and consumer unfriendly service of some content being available in later windows, not necessarily recordable, and limited by the quality and availability of Internet signals.

The industry issue for broadcasters is that it is difficult to monetise "TV Everywhere" services when their subscribers don't want to pay extra to watch the same programmes on another screen. This is compounded by the fact that many of the platforms don't have content rights to distribute all acquired content from 3rd parties over a new distribution system to tablets and mobile devices. In addition, there is the added cost of paying for Internet content distribution systems.

For the viewers who want to watch on Tablets, however, there is no Television Service or platform specifically designed to meet their needs-like cable television was for the home. They cannot easily watch the most popular content: live broadcast television. They can see some, but not all programmes; they need to find them on different websites; and they have to wait for buffering and slow loading of programmes an estimated 40 per cent of the time, especially in prime viewing time. And they cannot copy them to watch later on the tablet. Often Television Everywhere apps featured by pay TV companies work in the home only.

That represents the opportunity for Motive's Tablet TV-the first service for viewing on tablets that starts from the ground up. The ability to watch and record all the terrestrial television in your broadcast area (Freeview in the UK) is re-inventing television for the tablet. And being able to select, download and watch extra non-linear catch-up and video-on-demand content while also getting everything available on the Internet when connected completes the picture-a total Tablet viewing system.

The Company believes the market for Tablet TV may be everybody who watches TV. There are certainly different use cases and research will soon tell us whether the early adopters will be business people who want to record programmes to watch while commuting, sports fans who want to follow their teams while not at home, teens who want to watch TV while using social media, young parents who want the portability of their screen wherever they go. The Company will get more data on user profiles and level of interest when the research to be completed in the United States this summer.

In keeping with our corporate strategy, Motive partners with broadcasters in its business model for Tablet Television, either as a solution provider with a share of added revenues from advertising and video-on-demand, or as a co-owner of the consumer facing business.

A necessity in the growth of Tablet TV as a large-scale service is the ability of Tablets to receive over-the-air signals in addition to their WiFi and Internet reception. When tablets are manufactured with internal antenna-tuners Motive believes that Tablet TV as a category will accelerate. Initially Tablet TV will require an ancillary antenna-tuner device. When the antenna-tuners are incorporated in Tablets themselves, Motive will be in a position to license its patented and proprietary technology to the manufacturers. Early stage discussions are already starting in this regard.

The potential market for Motive's Tablet TV technology will be a share of the one billion tablet users in a few years. Presently, the Company is in the process of launching Tablet TV in the United States and in the UK during 2014 making these services available to approximately 160 million potential users.

The Company realises that with such huge potential, it will likely attract competitors and as a consequence uses a 5-10% share of the potential market in business planning. To mitigate the risk of competition, Motive is seeking partnerships with major broadcasters and content organisations in each market in which it rolls out Tablet TV.

Future development

The Company has established two main products in terms of the Content Express™ platform and Tablet Television as described above. During the remainder of 2014 the primary task will be to implement these two products in key markets, while at the same time responding to demand in new markets.

For Content Express™ the contracted opportunity for 2014 is in South Africa where Motive is in the process of installing and implementing the Company's video-on-demand platform for new entrant Siyaya on the Freevision satellite-delivered platform. This is an important opportunity for the Company as it represents a replicable model in the developing countries of Africa, South America, and Asia. Motive is in discussions with other potential customers in Africa, South America, and the Caribbean with regard to implementations of its Content Express™ product.

Content Express™ is also gaining interest in Europe where the Company is in discussions with numerous television broadcasters about implementing solutions based on its Mediaset and Digiturk experience in digital terrestrial and satellite broadcasting respectively.

The Company is hopeful that these discussions will bear fruit during the second half of 2014 and that the Company will gain momentum during 2015 as market recognition increases.

Regarding Tablet TV, the Company anticipates launching its first full scale service in the United States in 2014, starting with a beta test in San Francisco at the Granite Broadcasting television station KOFY during summer 2014. If that goes well, it is planned that Tablet TV will begin a roll out to the top markets in the United States later this year and continuing throughout 2015.

Critical elements to doing so include signing up affiliate television stations beyond the Granite-owned broadcast stations, and signing VOD content licences with content providers (studios). The Tablet TV JV, led by Motive, has begun the efforts on these requirements and hopes to achieve results in each of them in the near future.

In parallel to the sale and implementation of Content Express™ and Tablet TV as described, the Company must continue to provide support and service to its existing clients and at the same time develop new patented features and enhancements to its products. The constraint on completing the three tasks of implementation, support, and development are the engineering and product management resources available to Motive, which in turn is dependent upon cash resources. The recent financing will help this a great deal, as the Company must complete the development of its products before they can be sold.

A major strategic change accomplished in the past 18 months has been moving from an "engineering shop" approach where projects were bid based on engineering time charges to a product approach where contracts are based on market value. To the extent possible, Motive's technology is sold on a SDK, or software development kit basis. This permits a small team of developers, testers, and system integrators to work with client-based resources to implement the Company's solutions and effectively makes our technology more re-sellable. However, in most cases a considerable degree of customisation is the rule and it is this balance that is a challenge.

The Digital Business Environment

The video distribution industry as a whole is in a maelstrom of competition among traditional broadcasters who want to preserve their consumer franchises (eg. ITV), satellite and cable pay television platforms who want to grow (Sky and Virgin), telecoms who want to add TV platforms (BT), content producers and aggregators who want to disintermediate the middlemen (Hollywood studios), and Internet-based new players who want to sell content to consumers outside the traditional distribution system (eg. Netflix, Amazon, YouTube). These sectors and companies are unveiling new consumer offers, new joint combinations, and new technology almost daily.

Into this rapidly changing environment Motive brings its knowhow, patented technology, and a vision. Navigating the US television ecosystem and becoming recognised and accepted has been Tablet TV's challenge and the recent notoriety and growing acceptance of Motive and Tablet TV by the giants of the television and content industry suggests acceptance of our capabilities and recognition of the Motive technology value.

One opportunistic approach for Motive is identifying niche markets where the major players have not focused, and that has been a centrepiece of Motive's market strategy. The Company has marketed its services to the developing markets of Eastern Europe, Africa, South America etc. where the availability of the Internet has been limited and where average household income levels are often too low to support much of the high-end services and technology in which the big players are focused.

Secondly, the Company seized an opportunity to exploit the digital over-the-air signal and have developed patented solutions with a view to becoming the world leader in delivering non-linear content using the "out of style" existing networks along with the Internet in hybrid solutions. This strategy is paying off as the industry is rediscovering broadcast in combination with the Internet as in YouView and HbbTV, and the Company is positioned as an expert in content delivery in this hybrid environment.

And third, we have focused on the dramatic growth of Tablets as the "new TV's". This is an opportunity the Company believes has been missed by the major players. "TV Everywhere" solutions such as Sky Go, HBO Go, and cable versions by Comcast and others were developed as defensive products to avoid discontent among subscribers. Motive is developing Tablet Television from scratch and recognising that the new "second TV" in the home is a Tablet and Motive plans to have a significant market share globally.

Principal Risks and Uncertainties

With big opportunities as described above there are certainly risks:

1. Size: The Company is small compared to nearly all its competition and needs cooperation from technology, content, broadcasting, and other partners to implement its solutions to the consumer. Motive is a B2B company and our customers and partners are larger and have much bigger balance sheets. Consequently, Motive is at a disadvantage in its negotiations and contracts and there are risks of contracts not being paid, patent infringement, and other inappropriate behaviour by our partners and customers.

The Company tries to mitigate this risk by the use of the best legal advisors it can find, protecting its intellectual property, and when possible getting paid up front.

2. Undercapitalisation:  Most commonly, a company seeking to develop and market new solutions such as Motive is privately-held and initially capitalised with sufficient funding to carry out its development phase and exploit its solutions. Motive has not had this luxury and has had to "bootstrap" its software and product development and marketing through relatively small tranches of financing. Further, Motive has found itself competing with Silicon Valley and Asian financed organizations that are funded 5-10 times of what the Company has to deploy.

The Company has responded to this situation by raising funds as it can and by using speed and agility in the marketplace against better financed and better connected competition.

3. Personnel: The Company is dependent upon a relatively small staff that might be hard to replace. Talented developers and experts in television technology are greatly in demand in today's environment and Motive is not immune to the risk of having its best talent "poached". Further, the Company is not in a position to pay its team anything close to what they could earn in Silicon Valley, Silicon Alley, or even London.

Motive's response to this risk has been to gradually add to its technical staff and to keep its engineering centres in less competitive locations such as Barcelona and Casablanca where the Company represents a relatively more attractive opportunity.

4. Technology Risk: All technology-based companies face the risk of becoming "yesterday's news", particularly in this era of open-source solutions and low-cost Asian and third world technology expertise. The Company cannot be immune to this risk as it has troubled every technology based company to an increasing extent in the past decade.

The mitigation of this risk has been developed by the more successful companies in the technology industry in the form of developing services based on their proprietary technology that tie in clients and make it less likely that their solutions become commoditized.

Motive has taken this "software as a service" approach a further step by effectively investing its solutions with consumer facing clients in exchange for a piece of their consumer revenues. Because Motive's business/product strategy is to develop revenue-enhancing solutions for our customers, the Company has been able to negotiate "back-end deals" that give Motive continuing shares of subscriber revenues. This approach not only ties the Company to its clients in software as a service, but it creates a partnership as Motive brings new income to its customers and receives part.

5. Financial risk: The price of the Ordinary Shares may be volatile. The market price of the Ordinary Shares has been subject to significant fluctuations both upwards and downwards due to a change in investor sentiment regarding the Ordinary Shares or other securities related to the industry or in response to various facts and events. In addition, the market price of the Ordinary Shares may not reflect the underlying value of the Group. Other financial risks are covered in Note 3 of the financial statements.

Key Performance Indicators

At this stage in the Group's development the reporting of KPIs is broadly focused. In particular the Board monitors:

· Year on year sales growth in turnover of the digital business; in 2013 the digital business sales increased by 44%.

· Ensuring that there is a strong sales pipeline and that opportunities are vigorously pursued; the Group's sales pipeline has continued to grow throughout the year.

· That engineering projects are delivered on time; projects undertaken during the year were delivered on a timely basis.

Operations review

Motive Television's digital business develops and provides technology-based solutions that enable broadcasters to earn new revenues from on-demand television and distribution of television to tablets and other smart devices.

During 2013 the Company made substantial progress with both legacy clients such as Mediaset and Digiturk and with post-acquisition customers such as CME, Siyaya, and Granite Broadcasting. At the same time, the Company improved its capital structure and reduced risks by reducing debt and commenced negotiations to settle its legal disputes. As highlighted in the financial review, this was accomplished while increasing revenues by 44 percent and reducing losses by 26 percent vs. 2012

In 2013 the Digital business more than replaced the decline in the Content business in terms of consolidated revenues and improved consolidated operating results as compared with 2012.

Review by customer/project:

Mediaset: As the first client of Motive, Mediaset completed its fourth year of using Motive's video-on-demand solution, offering 40-50 movies in standard definition, high definition, and even 3D to over 400,000 subscribing households. The technology continued to work perfectly and the Company announced renewal of its support and maintenance contract with Mediaset in October 2013.

Digiturk: The initial contract within this project as subcontractor to Sagemcom, the French consumer electronics and set-top-box provider, was announced in October 2010. Development of the technology by Sagemcom took until the end of 2012 with the support of the Company; however, Digiturk was able to launch its new satellite platform featuring Motive's on-demand capabilities during the first quarter of 2013.

In November 2013 the Company announced the signing of licensing and support agreements directly with Digiturk. The new agreements are the first direct agreements between Motive and Digiturk and do not affect the five-year software licence agreement between Motive Services and Sagemcom Broadband SAS.

In January 2014, Digiturk informed the Company that during 2013 approximately 115,000 set-top boxes containing Motive's technology were provided to Digiturk. Motive was also advised that a similar figure is anticipated for the year 2014. The Company receives a one-time royalty fee for each subscribing home under the agreement with Sagemcom. Digiturk operates the largest satellite pay platform in Turkey with more than 2.5 million subscribers.

Central European Media Enterprises (CME): In July 2012 the Company announced a five-year contract with CME to develop, install, and system integrate its video-on-demand solution at CME's flagship television station in Prague. Work commenced in summer 2012 and continued through 2013 during which up front progress payments were made. In the 4th Quarter 2013 the Company completed the installation of the head-end solution at Nova Television in Prague and awaits resumption of work from CME as the project was paused following ownership change. The contract remains in force.

Siyaya: In February 2013 the Company signed a contract with Siyaya Free To Air TV (PTY) Ltd. of Johannesburg, South Africa to provide advisory services to Siyaya in conjunction with Siyaya's application to the Independent Communications Authority of South Africa (ICASA) for a broadcasting services licence. Based on the business, technical, and product planning provided to Siyaya, Motive attended the licensing hearing held in Johannesburg in July 2013 on behalf of the Siyaya application. In September 2013 Motive and Siyaya agreed on a binding Heads of Agreement that established Motive's right to be technology partner once Siyaya won its television licence worth an estimated £2 million over the next five years.

In December 2013, Motive announced the signing of a contract to provide installation, integration, and operation of the Content Express™ solution in support of the launch of Siyaya's services on the Freevision satellite platform in Autumn 2014, pending Siyaya receiving the television licence.

In April 2014 Motive announced that it had signed a Software Development Licence Agreement with Shenzhen Skyworth Digital Technology Co Ltd ("Skyworth"), a leading technology manufacturer that will be supplying set top boxes in support of the Siyaya DTH services. Skyworth Digital Technology is the largest manufacturer of set top boxes in China, with an annual sales volume over 10 million units and is ranked first in its domestic market in China and fifth in the global set-top box business.

In May 2014 the Company announced the provisional award of a pay television licence to Siyaya subject to meeting certain conditions. We are currently working at full speed to complete the development, installation, and systems integration of the planned service for Autumn 2014 launch.

The Siyaya five-year contract calls for up-front payments followed by operational payments based on a share of video-on-demand revenues in keeping with the business model and strategy of the Company.

Tablet TV: In May 2012 the Company announced the formation of a joint venture with Granite Broadcasting Corporation, a US licensed commercial terrestrial broadcaster, to develop and introduce Tablet TV in the United States. Later renamed Tablet Television LLC, the Company invested in further development of its existing technology while Granite invested cash in the joint venture. In November 2012, the Company announced the successful demonstration of the Tablet TV technology, followed by a further investment in the JV by Granite announced in December 2012.

During 2013, the Company worked to develop a working prototype to demonstrate reception of over-the-air broadcasts, ability to record programmes as a PVR, and the ability to receive video-on-demand content. In July 2013, Motive successfully completed a demonstration of full function Tablet TV technology to Granite Broadcasting ("Granite") in July 2013 at its headquarters in New York City including choosing and viewing live channels, recording for later viewing, and selecting and receiving video-on-demand content.

In January 2014, Motive announced signing a binding Memorandum of Understanding with Ecopro ICT Inc. (Ecopro ICT), of Seoul, Korea, a subsidiary of Ecopro, Inc. of Cheongwon-gun, Chungcheong-buk-do, Korea to develop and produce T-Pods to specifications developed by Motive for use in Tablet Television in the United States.

In April 2014, the Company and Granite exhibited Tablet TV using prototype T-Pods from Ecopro at the NAB (National Association of Broadcasters) Show in Las Vegas. Industry response was extremely positive and the Company has been in discussions with major broadcasters and Hollywood studios regarding its plans. Currently market research with industry expert Magid Research is underway and the T-Pods are undergoing testing and debugging in anticipation of a beta test in the San Francisco market with the Granite station KOFY beginning 3rd Quarter 2014 and a planned commercial launch and subsequent rollout nationally with Granite and other broadcasters.

Tablet TV UK: In May 2013, the Company announced its intention to introduce Tablet TV in the UK to make it possible to watch, record, and enjoy all Freeview functionality on tablets. In June 2013 Motive announced it was in discussions with Freeview regarding DTG testing and qualification for a Freeview licence for Tablet TV.

In December 2013, Motive announced it had signed a Memorandum of Understanding with iCube Corporation of Seoul, South Korea such that Motive and iCube would work together to develop retail products that will enable Freeview broadcast TV to be received on mobile devices in the United Kingdom. Tablet TV Freeview will be the first and only certified implementation of the full Freeview experience, including "red button" capability for Apple and Android tablets.

In April 2014, the Company announced that testing of its technology for Freeview Tablet TV by the Digital Technology Group would begin on 28 April. Successfully passing the testing is necessary for the product to be certified Freeview compliant. Motive is currently in the de-bugging and testing process prior to release of this product to the market.

New Business: The Company is in discussions with broadcasters and pay television operators in North and South America, Europe, and Africa regarding implementations of Content Express™ in general and Tablet TV in particular.

Leonard M Fertig

Chief Executive Officer

On behalf of the Board of Directors

18 June 2104

MOTIVE TELEVISION PLC

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the year ended 31 December 2013

All other comprehensive income shown above will be reclassified subsequently to profit and loss when specific conditions are met.

MOTIVE TELEVISION PLC

STATEMENT OF CHANGES IN EQUITY

For the year ended 31 December 2013

Group

1 GENERAL INFORMATION

Motive Television plc and its subsidiaries provide services to the television industry.

This preliminary announcement is authorised for issue by the Board on 19 June 2014. The financial information has been prepared in accordance with International Financial Reporting Standards adopted by the European Union and applying the same accounting policies and bases of calculation and estimation as applied in previous annual financial statements.

Going concern assumption

The financial statements have been prepared on the going concern basis which assumes that the Company will have sufficient funds available to enable it to continue to trade for the foreseeable future.

The directors acknowledge that the revenue forecast on which their assessment of going concern is made includes levels of turnover that have not historically been achieved. The assumptions and growth rate used in the Group forecasts is based on management's expectations of a new and developing market and assume no further funding will be required in the next 12 months.

In the event the forecast performance is not achieved the Group may require a further injection of funds within the next 12 months in order to provide ongoing working capital, and ensure sufficient funds are available for the Group to undertake the required level of development (including covering the increased level of overhead and expenditure that this would necessitate). If the Group is unable to secure additional funding, the Group may be unable to realise its assets and discharge its liabilities in the normal course of business.

These conditions indicate the existence of a material uncertainty which may cast significant doubt about the Group's ability to continue as a going concern. The financial statements do not include the adjustments that may be required if the Group was unable to continue as a going concern.

Since the end of the year the Group has secured £775,000 by way of equity placements and as set out in the Chairman's statement have also agreed a Convertible Loan facility of £2,980,000.

For these reasons the directors have prepared the financial statements on the going concern basis.

2 CASH GENERATED FROM OPERATIONS

3 LOSS PER SHARE

The loss per share is based on a loss for the year attributable to equity holders of the Parent Company of £3,007,720 (2012: £1,282,642) and the weighted average number of ordinary shares in issue for the year of 16,993,913,840 (2012: 3,783,727,173).

The exercise of the outstanding options and warrants would reduce the loss per share and hence have an anti-dilutive effect. Shares issued after the year end would also reduce the loss per share and hence have an anti-dilutive effect.

There are 2,586,149,571 (2012: 1,543,287,237) shares that could potentially be issued under the terms of options and warrants as described in notes 17 and 24 to the financial statements included in the report and accounts that will potentially reduce future earnings per share.

4 STATUS OF FINAL AUDITED RESULTS

The financial information presented in this announcement has been extracted from the Group's audited statutory accounts for the year ended 31 December 2013 which will be delivered to the Registrar of Companies. The auditor's report for 2013 was unqualified and did not contain statements under the Companies Act 2006, s498(2) or (3). However the audit report for the years ended 31 December 2012 and 2013 drew attention to an emphasis of matter due to the uncertainty over going concern, further details are included in Note 1 above. The statutory accounts for the year ended 31 December 2012 have been delivered to the Registrar of Companies.

The financial information presented in this announcement of final audited results does not constitute the Group's statutory accounts for the year ended 31 December 2012.

5 DIVIDEND

The Directors will not be recommending the payment of a dividend.

6 COPIES OF THE REPORT AND ACCOUNTS

Copies of the Annual Report and Accounts will be available from the Company's registered office, 18 Soho Square, London W1D 3QL and the Company's website http://www.motivetelevision.co.uk. Hard copies will be posted to shareholders within the next five days.