Convertible Note Agreement

10 February 2015

PeerTV PLC

("PeerTV" or the "Company")

Convertible Note Agreement

PeerTV plc (AIM:PTV), a provider of technology solutions for the OTT (TV over the internet) market, and PCB (printed circuit board) production solutions announces that it has signed an agreement with YA Global Master SPV Limited ("YA") to provide a convertible loan facility of up to $2 million. ("the Facility").

The first two tranches of the facility totaling $295,000, the first $250,000 of which has been drawn down, is being utilized to purchase the new machinery announced on 3 February 2015 and to provide working capital.

The principle conditions of the facility include the following:

a) Interest at the rate of 12% per annum, payable through the issue of Ordinary Shares of PeerTV at a price of 90% of the lowest Volume weighted average price ("VWAP") for the 10 trading Days prior to the Interest Payment Date.

b) Repayment is due two years from the date of drawdown of each tranche.

c) PeerTV is entitled to repay a tranche in part or in whole, in cash plus a sum equal to 20% of the principal amount being repaid, plus accrued and unpaid interest on the principal amount being repaid.

d) YA has the option at any time to give notice to convert all or part of the outstanding tranches to Ordinary Shares of PeerTV at the lowest of:

i. 90% of the lowest VWAP during the 10 consecutive trading days immediately prior to the Conversion Date or

ii. (i) in relation to the Initial Tranche of $250,000 1.24 pence; or (ii) in relation to Subsequent Tranches, 120% of the Closing Price on the last Trading Day immediately prior to the date of the initial drawdown of such tranche.

iii. at any time during an Event of Default which has been continuing for at least 30 calendar days, 70% of the average VWAP during the five Trading Days immediately prior to the Conversion Date.

e) In respect of the Standby Equity Distribution Agreement with YA dated 28 July 2014 PeerTV has agreed that:

i. No request for advances will be made prior to close of business on 28 February 2015;

ii. for the three month period ending 31 May 2015, advances will be limited to no more than £50,000 per calendar month;

iii. thereafter, so long as any amount is outstanding under any Tranche, advances will be limited to no more than £100,000 per calendar month;

iv. the Company shall not request any Advances for each period beginning on the receipt of a notice to convert through to ten trading days following admission and delivery of the Ordinary Shares in respect of such Conversion.

PeerTV does not currently have plans of drawing down tranches of the Facility, other than those described above.

Further enquiries:

PeerTV Plc

Eitan Yanuv, Chairman

Tel: +972 974 07315

ZAI Corporate Finance Limited

Ray Zimmerman / Richard Morrison

Tel: +44 20 7060 2220

Daniel Stewart & Company plc

David Coffman

Tel: +44 207 7766550