Schedule 1 - Synchronica Plc

ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")

COMPANY NAME:

SYNCHRONICA PLC

COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :

COUNTRY OF INCORPORATION:

England

COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:

www.synchronica.com

COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:

Synchronica's core business is to deliver mobile email, instant messaging, social networking, and PIM synchronization for the mass market on the widest possible range of mobile devices

Since 2002, Synchronica has focused on providing mobile messaging solutions for mobile network operators and device manufacturers. With a particular focus on using open industry standards Synchronica has grown from a niche player with a limited market footprint, into a leader in next-generation mobile messaging solutions.

The Company's main Country of Operation is the UK.

Admission is being sought as a result of an acquisition, referred to below, which is a reverse take-over transaction under Rule 14 of the AIM Rules.

On 30 June 2011 the Company announced its intention to acquire Nokia Corporation's operator-branded messaging (OBM) business ("Nokia Assets"), being assets and contracts previously operated principally by a wholly owned Canadian subsidiary of Nokia. The total consideration for the acquisition is US$25 million (subject to adjustments) payable as to US$4 million in cash on completion of the acquisition and US$21 million on a deferred consideration basis, plus the issue of 18,333,333 warrants over ordinary shares in the Company.

The acquisition is subject to shareholders approval and a General Meeting of the Company will be held for this purpose on 28 July 2011.

DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares):

157,242,089 Ordinary Shares of 15 pence each.

29,300,000 of these Ordinary Shares, which will be issued pursuant to Subscription Receipts which have been placed with North American investors, will, in accordance with Canadian securities laws (in this case, specifically National Instrument 45-102), be restricted stock and trading will be restricted for four calendar months plus one day from the date of Admission.

CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:

£ 9.4 million to be raised. Anticipated market capitalisation, at the placing price of 16 pence per share, £25.2 million

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

c.19.5%

DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM COMPANY HAS APPLIED OR AGREED TO HAVE ANY OF ITS SECURITIES (INCLUDING ITS AIM SECURITIES) ADMITTED OR TRADED:

TSX-V

FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known or including any other name by which each is known):

David Andrew Mason (Non-executive Chairman)

Carsten Brinkschulte (Chief Executive Officer)

Angus Dent (Chief Financial Officer)

Michael Edward Wilson Jackson (Non-executive Director)

Anthony DeChristofaro (Non-executive Director)

FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known):

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:

n/a

(i) ANTICIPATED ACCOUNTING REFERENCE DATE

(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information)

(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:

(i) 31 December

(ii) 31 December 2010

(iii) 30 September 2011, 30 June 2012 and 30 September 2012

EXPECTED ADMISSION DATE:

29 July 2011

NAME AND ADDRESS OF NOMINATED ADVISER:

Northland Capital Partners Limited

60 Gresham Street

London EC2V 7BB

NAME AND ADDRESS OF BROKER:

Northland Capital Partners Limited

60 Gresham Street

London EC2V 7BB

OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:

www.synchronica.com

DATE OF NOTIFICATION:

14 July 2011

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