Final Results

MoneySwap Plc

("MoneySwap" or the "Group")

27 September 2013

Audited Results for year ended 31 March 2013

MoneySwap Plc (AIM: SWAP), the merchant acquirer and payment solutions provider licenced by China UnionPay ("CUP" also known as "UnionPay") for the UK, is pleased to announce the Company's audited results for the 12 months ended 31 March 2013.

Highlights from Period

· MoneySwap approved by CUP as a payment provider for all three of UnionPay's services - online, point of sale and money transfer:

o agreements signed during the year to act as an UK merchant acquirer for Point of Sale and Online to enable purchase of goods and services to be settled using UnionPay cards

o granted licence for UnionPay's MoneyExpress services enabling funds to be sent from outside China directly to UnionPay debit and credit cardholders within China

· Successfully raised total of US$3.55m (£2.5m) to fund the Company's realignment into full service payment processing provider:

o US$1.5 million (£1 million) via the issue of convertible loan notes in two tranches in December 2012 and January 2013

o US$2.1 million (£1.4 million) raised via loans the terms of which were later amended to enable them to be convertible into shares of the Company

· Full year revenues totalled US$129,000 (£82,000) (2012: US$1.78 million) reflecting transitional year as Company positions itself for roll-out of new offering in the year ahead

· Loss for period of US$6.15 million (2012: US$4.92 million)

Post-period highlights

· Appointment of UK sales team to roll-out payment processing services for UnionPay - China's largest bank card - with a future focus on providing full service payment processing solutions to the UK market - enabling UK merchants to accept payments from UnionPay, China's largest bank card payment processor with over 800 million cardholders

· UnionPay Point of Sale and Online solutions and MoneyExpress service launched

A copy of the annual report and accounts will shortly be posted to shareholders and made available on the Company's website, www.moneyswapholdings.com, in accordance with AIM Rule 20.

Richard Proksa, Chief Executive Officer of MoneySwap, said:

"The year under review not only saw us reposition MoneySwap as a full service payments processing provider, but has also laid the foundations for the roll-out of our offering to the UK market in the year ahead. Our fully developed suite of UnionPay enabled payment solutions, along with the recent appointment of our UK sales team, places MoneySwap in a strong position to sign-up UK merchants to UnionPay functionality, and in the process, allow them to participate in the rapid growth in demand for goods and services from the Chinese consumer. I look forward to providing updates on our progress in the year ahead."

For further information, please contact:

About MoneySwap (www.moneyswap.com)

MoneySwap is a merchant acquirer for UnionPay providing payment gateways for both online and point of sale merchants for the United Kingdom. In addition, China UnionPay has licensed MoneySwap for its MoneyExpress service which enables people abroad to send funds directly to UnionPay cardholders in China. The Group also offers prepaid card services working with partners such as Corner Bank, Switzerland and Visa.

CHIEF EXECUTIVE OFFICER'S STATEMENT

Dear Shareholders,

The year under review has been marked by the advancement and refinement of our key service offerings, as we focus on building card payment gateways that enable consumers to access more international markets. We remain primarily centered on the Chinese market, where we see huge growth in both domestic consumption and international travel markets. With this in mind, I am pleased to report that, thanks to the milestones met during the 12 months to March 2013, we are on course to achieve our objective in the year ahead: to offer comprehensive, innovative and convenient payment solutions that reflect and support the evolution of spending habits in China.

Over the period, we put in place much of the infrastructure required for the launch of our full service payment processing offering to the UK market, specifically enabling UK merchants to accept payments from China UnionPay ("CUP" also known as "UnionPay") cardholders. We anticipate that this launch will take place over the next few months. MoneySwap is licensed by CUP, China's largest bankcard payment processor, to act as a full service payment provider covering both online and point of sale terminals for merchants in the United Kingdom. We are also licensed by CUP to offer remittance services through the MoneyExpress gateway. As a result, we have developed a suite of payment gateways which interlink with CUP and for every transaction processed using these, MoneySwap receives a fee. These include UnionPay Online Payments, UnionPay Point of Sale Payments and UnionPay MoneyExpress. Combined with the breadth of the market opportunity before us, there are over 800 million UnionPay cardholders, and the post-period end appointment of an experienced UK sales team, we are confident that MoneySwap is well placed to monetise its payments solutions in the UK and establish market share.

Business review

(i) Products

During the period under review, we worked on our integration with MoneyExpress. This is a UnionPay service licensed to MoneySwap which enables funds to be remitted from abroad directly to UnionPay cardholders in China. The Directors believe MoneyExpress is more convenient and quicker than traditional methods of international transfer to China.

MoneySwap also worked with its partners during the period to develop the payment gateways for all three applications (Point of Sales ("POS"), UnionPay Online Payment ("UPOP") and MoneyExpress). MoneySwap has also been developing the processes and procedures for the supporting infrastructure which involved merchant settlements, anti-money laundering compliance and money transfers through SWIFT. Implementation of a customer relationship management system was also initiated and our team streamlined workflows and were cross trained to address peaks in workloads.

(ii) Management team and operational excellence

The Company has attracted a number of seasoned sector professionals from within Asia to strengthen its management team. Peter Casale joined as Head of Product Management. He has previously worked for a number of tier one banks in the UK and Hong Kong in senior project and product management roles. Calvin Yan, who previously was China CFO for The Nielsen Company, joined in February as our new CFO.

Importantly, we have transferred our applications to cloud computing with major global hosting service providers in order to seek to ensure that our services are as cost effective as possible whilst maintaining high levels of security, availability and reliability. We continue to be organised by product lines to ensure that the entire product cycle from initial concept to operations is managed with the relevant domain knowledge and execution expertise.

Financial Review 

The financial year ended 31 March 2013 was highlighted by fund raising, fully providing against revenue of US$1.75 million (£1.10 million) generated in 2012 and further product realignment in order to position the Company for growth. During the fiscal year, the Group raised US$1.45 million (£1 million) via the issue of convertible loan notes. This was done in two tranches one dated December 2012 and another dated January 2013. The Company also raised US$2.1 million (£1.4 million) in loans that were later amended so as to enable them to be convertible into shares of the Company. Revenue decreased to US$129,000 (£82,000) (2012: US$1.78 million) although the majority of this can be attributed to the US$1.75m receivable generated in the previous financial year which was later fully provided against.

Emphasis of Matter - Going Concern

The audit opinion for the Group's results for the year ended 31 March 2013 contains an emphasis of matter in relation to the Group's ability to continue as a going concern. After careful review of the Group's budget, its medium-term plans, liquid resources and all relevant matters, we are confident that the Company and the Group have adequate financial resources for its current and immediate projected requirements.

Post period outlook

We believe being able to move and adapt to shifts in consumer spending habits and protocols is key to our prospects for success. With this in mind, following the World Trade Organisation ruling for China to further open its market to foreign credit and debit cardsi, which brought in a number of new potential competitors for our pre-paid cards, the Board decided to redirect our focus and develop POS and UPOP solutions as licensed to us by China UnionPay for the UK market.

Both of these solutions provide scope for MoneySwap to generate revenues moving forward. Post-period end, we have begun to offer our POS solution into the UK, focusing primarily on Chinese tourists, students and business travelers. With increasing Chinese visitors to the UK, and a current under-penetration of UnionPay enabled businesses, we believe our POS growth strategy has the ability to gain traction quickly.

Our e-commerce UPOP solution targets the explosive growth of online payments in China. China has one of the highest number of internet users in the world who spent US$210 billionii online mostly in the domestic market. The trend to purchase luxury goods from foreign websites is growing as demand for authentic products is rising. Well-known local and luxury brands are favored from the UK. Merchants are able to quickly integrate our e-commerce solution on their websites with our reliable, secure and cost-effective UPOP gateway.

We are excited about the MoneyExpress opportunity which we launched post-period end. The Directors anticipate that through our MoneyExpress integration we will be able to tap into the estimated US$57 billioniii market of inward remittances to China in 2011. Of this, £463 millioniv was from the UK. Using our MoneyExpress gateway, UnionPay cardholders in China will be able to receive almost instantaneous remittances from abroad directly to their UnionPay card and receive a text message on their mobile phone from their relevant Chinese bank. The cardholder can then use their card at an ATM to withdraw cash or make purchases wherever UnionPay cards are accepted. This is a relatively new service provided by UnionPay and one which we believe will generate promising revenues as more banks in China integrate their systems with MoneyExpress.

Following the end of the period under review, we were pleased to appoint a dedicated UK sales team, made up of seasoned professionals with solid track records and existing networks. We are particular pleased that Hasu Jani joined as the Head of Sales, Business Development and Operations for the UK and Europe. Prior to MoneySwap, Mr. Jani worked mostly in payment solutions providers, running merchant acquiring/card programs, sales and business development teams. To accelerate the acquisition of merchants, we are targeting major non-UnionPay merchant acquiring and payment providers. They have large communities of existing merchants which we can serve. For those UK merchants who need both a POS and UPOP solution, we are a one shop provider. With a clear strategy in place and a highly motivated sales team assembled to leverage our relationship with UnionPay, we believe we are well positioned for growth.

The size of the opportunity is clear to see. During 2012, 179,000 Chinese touristsv spent £340 million in the UK. This is expected to increase as the UK government is considering ways to simplify visa applicationsvi for Chinese tourists. Tourism and retail bosses estimate that the UK misses out on £1.2 billionvii from Chinese visitors a year as a result of its visa system. In addition 78,000 Chinese students enrolled in universities throughout the UK and spent an estimated £2 billionviii on tuition fees and other expenses. With over 3.2 billionix UnionPay cards in circulation virtually all of these Chinese visitors and students are also UnionPay cardholders. UK merchants can therefore gain a competitive advantage by accepting payments via UnionPay cards. MoneySwap offers these merchants a total POS and UPOP solution which includes innovative technology, implementation, training, support and merchant settlements. In addition we are considering ways to assist the merchant to market their brand in China.

With the people, products and processes in place we are determined to deliver revenue growth. We believe that each one of our UnionPay payment solutions represents significant revenue growth as it is intricately linked to the purchasing power of Chinese consumers for goods and services they buy in the UK.

Finally, I would like to thank our team at MoneySwap and our partners for their dedication and commitment to delight our customers. I also thank our board of directors and you our shareholders for another year of support.

Richard V. Proksa

Chief Executive Officer

Date: 26 September 2013

i World Trade Organization, WT/DS413/R, 16 July 2012

ii China Real Time Report, March 21, 2013

iii The World Bank, Press Release No:2012/175/DEC

iv The World Bank, Migration & Remittance Data, Bilateral Remittance Matrix 2011

v The Telegraph, Britain losing business 'every minute' due to Chinese visa rules, Jun 11, 2013

vi China Daily, 2012-10-19 10:40, by Zhang Chunyan and Cecily Liu

vii The Financial Times Limited 2013, July 14, 2013

viii WEI-UK Consulting, 14 June 2013, 18:53

ix ATMIA News , August 21 2013

The notes form part of these financial statements.

The notes form part of these financial statements.

COMPANY STATEMENT OF FINANCIAL POSITION

AS AT 31 MARCH 2013

The notes form part of these financial statements.

The notes form part of these financial statements.

The notes form part of these financial statements.

The notes form part of these financial statements.

The notes form part of these financial statements.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AND COMPANY STATEMENT OF FINANCIAL POSITION FOR THE YEAR ENDED 31 MARCH 2013

1 General

MoneySwap Plc (the "Company") and its subsidiaries (together the "Group") are principally engaged in providing prepaid card services and merchant acquisition services to China UnionPay ("CUP"), and operating an online peer to peer foreign exchange and payment platform.

The Company is a public limited company incorporated and domiciled in Gibraltar. The Company's shares were listed on the Alternative Investment Market ("AIM") of the London Stock Exchange on 31 August 2011.

2 Significant accounting policies

The consolidated financial statements of the Group have been prepared in accordance with International Financial Report Standards ("IFRSs") as adopted by the European Union ("EU"). IFRSs are subject to amendment and interpretation by the International Accounting Standards Board ("IASB") and the IFRSs Interpretations Committee and there is an ongoing process and review and amendment by the European Commission.

These accounting policies comply with each IFRSs that were mandatory for accounting for the year ended 31 March 2013.

The consolidated financial statements also comply with Gibraltar Companies (Accounts) Act 1999, the Gibraltar Companies (Consolidated Accounts) Act 1999 and the Gibraltar Companies Act 1930 (as amended). Under Section 10(2) of the Gibraltar (Consolidated Accounts) Act 1999, the Company is exempt from the requirement to present its own income statement.

The parent company made a loss after tax of US$1,271,206 (2012: US$1,403,244).

The principal accounting policies adopted by the Group in the preparation of its financial statements for the year ended 31 March 2013 with comparatives for the year ended 31 March 2012, are set out below. The accounting policies have been consistently applied to all periods provided.

Going concern

The Group has prepared a budget covering 12 months from the date of this report. The critical assumption made in this budget is the Group's success in acting as payment provider for all three of China UnionPay's card payment services - online, point of sale and MoneyExpress, and the receipt of US$1 million from shares issuance to potential shareholders.

After careful review of the Group's budget, its medium-term plans, liquid resources and all relevant matters, the directors are confident that the Company and the Group have adequate financial resources to continue in operational existence for 12 months from the date of approval of this report. They have therefore continued to adopt the going concern basis in preparing the financial statements.

Basis of consolidation

The consolidated financial statements incorporate the results of the Company and entities controlled by the Company (its subsidiaries).

These financial statements consolidate the results and statement of financial position of the Company and those entities treated as subsidiaries using the acquisition method of accounting.

Subsidiaries are entities where the Group has power to govern the financial and operating policies, generally accompanied by a share of more than 50 per cent. of the voting rights. All inter-company balances have been eliminated in the consolidated financial statements.

Non-controlling interests

Non-controlling interests represent the equity in a subsidiary not attributable directly or indirectly to the Company. They are presented in the consolidated statement of financial position within equity based on the share of net assets, separately from equity attributable to the equity holders of the Company. Non-controlling interests in the results of the Group are presented on the face of the consolidated statement of comprehensive income.

Changes in the Group's interests in a subsidiary that do not result in a loss of control are accounted for as equity transactions, whereby adjustments are made to the amounts of controlling and non-controlling interests within consolidated equity to reflect the change in relative interests, but no adjustments are made to goodwill and no gain or loss is recognised as an allocation of the total profit or loss and total comprehensive income for the year between non-controlling interests and the equity holders of the Company.

Goodwill

Goodwill is the difference between the cost of an acquired entity and the aggregate of the fair value of that entity's identifiable assets and liabilities. Positive goodwill is capitalised on the consolidated statement of financial position.

At each balance sheet date goodwill is reviewed for impairment. If any indications of impairment exist then an impairment loss is recognised if the carrying amount of the goodwill exceeds its estimated recoverable amounts.

Investment in associate

An associate is an entity over which the Group has significant influence and that is neither a subsidiary nor an interest in a joint venture. Significant influence is the power to participate in the financial and operating policy decisions of the investee but is not control or joint control over those policies.

The results and assets and liabilities of associates are incorporated in the financial statements using the equity method of accounting. Under the equity method, investments in associates are carried in the consolidated statement of financial position at cost as adjusted for post-acquisition changes in the Group's share of the net assets of the associate, less any impairment in the value of individual investments.

Losses of an associate in excess of the Group's interest in that associate (which includes any long-term interests that, in substance, form part of the Group's net investment in the associate) are recognised only to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate.

Where a group entity transacts with an associate of the Group, profits and losses are eliminated to the extent of the Group's interest in the relevant associate.

Property, plant and equipment

Property, plant and equipment are stated at historical cost less depreciation less any recognised impairment losses. Subsequent costs are included in the asset's carrying amount only when it is probable that future economic benefits associated with the item will flow to the Group and the costs can be measured reliably. All other costs, including repairs and maintenance costs, are charged to the income statement in the period in which they are incurred.

Depreciation is provided on all property, plant and equipment other than freehold land and is calculated on a straight-line basis as follows:

Office and computer equipment - 20%

Leasehold improvements - 20%

Depreciation is provided on cost less residual value. The residual value, depreciation methods and useful lives are annually reassessed.

The carrying values of property, plant and equipment are reviewed for impairment annually and when events or changes in circumstances indicate that the carrying value may be impaired. Any impairment is taken direct to the income statement.

Intangible assets

Intangible assets consist of development expenditure incurred in respect of software for the Group's electronic exchange platform and payment gateway systems and is recognised as an intangible asset in accordance with the provision of IAS 38 "Intangible Assets". Capitalised development expenditure is stated at cost less accumulated amortisation and impairment losses, if any. Amortisation of these assets is charged to administrative and operating expenses the income statement on a straight-line basis over the expected useful economic life of the asset.

Amortisation is charged against assets from the date at which the asset becomes available for use and is calculated on straight line basis as follows:

Electronic exchange platform - 20%

Payment gateway systems - 20%