On June 1, 2016, NeoMedia Technologies, Inc., a Delaware corporation (the “ Company ”), received a demand letter (the “ Demand ”) from YA Global Investments L.P. f/k/a Cornell Capital Partners LP, a Cayman Islands partnership (the “ Lender ”), regarding payment in connection with one or more purported events of default under the terms and conditions of certain financing documents entered into by and between the Lender and the Company (the “ Financing Documents ”). The Financing Documents are comprised of those certain amended, restated and consolidated secured convertible debentures filed as exhibits to the Company’s Quarterly Report on Form 10-Q on October 28, 2013, in addition to the transaction documents related to the issuance and collateralization of such securities. As a result of the stated events of default, the Lender is making demand upon the Company for payment in full of all amounts due under the Financing Documents, which is $43,501,613 (as of June 1, 2016) in principal and interest accrued as of the date of the Demand, and also seeks all interest, fees, costs, expenses and costs of collection (collectively, the “ Amounts Due ”). The majority of Company indebtedness was incurred in 2006.

The Demand states that if the Amounts Due are not immediately paid in full, the Lender may commence all appropriate action to collect the outstanding indebtedness without further notice, including without limitation, conducting a secured party sale under the Uniform Commercial Code of all collateral pledged by the Company pursuant to the Financing Documents, including the Company’s assets, as provided in the applicable security documents entered into by the parties.