EVRH.L Regulatory News (EVRH)

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:

Armstrong Ventures PLC (to be renamed EVR Holdings plc on Admission)

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

Registered Address : 18 Buckingham Gate, London SW1E 6LB

Trading Address: 37/39 Tileyard Studios, Tileyard Road, London, N7 9AH. Tileyard Road

COUNTRY OF INCORPORATION:

United Kingdom

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

At present : www.armstrongventures.com (to change to www.EVRHoldings.com post Admission)

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:

The Company will be the holding company for MelodyVR Limited, a company which is active in the development and creation of immersive virtual reality ("VR") music experiences. MelodyVR creates and makes VR experiences of music events for download through an app that it has developed.

The main country of operation is the U.K.

Admission is being sought as a result of a reverse takeover under AIM Rule 14.

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):

Ordinary Shares of £0.01 each (Following a share consolidation of existing shares of 100:1); Nil shares to be held as treasury shares

Up to 718,362,177 ordinary shares of £0.01 to be admitted (of which 23,175,034,357 existing shares of £0.0001p are currently admitted to trading (this will consolidate into 231,750,344 shares of £0.01); 465,702,743 new ordinary shares of £0.01 are to be issued as consideration for the Acquisition; and 20,909,091 new ordinary shares are to be issued in relation to settlement of fees to advisers.

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

Amount of new monies to be raised on Admission : nil

Market Capitalisation on Admission of c£7.9 million (based on the closing share price of £0.00011 per ordinary share on 25 April 2016 and adjusted for the share consolidation).

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

c55.6%

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:

N/A

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):

Existing Board

Sean Torquil Nicolson (Non-executive Chairman)

Peter Read (Non-executive Director)

Proposed Board

Sean Torquil Nicolson (Non-executive Chairman)

Peter Read (Non-executive Director)

Steven Robert Hancock (Operations Director)

Anthony Roland Matchett (Chief Executive)

Simon Andrew Cole (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):

Pre-Admission shows existing ordinary shares of £0.0001; and Post Admission shows new ordinary shares of £0.01 (following a share consolidation of 100:1)

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 2015 - audited financial information Melody;

31 December 2015 - audited financial information (Armstrong Ventures)

iii. 30 September 2016, 30 June 2017; 30 September 2017

EXPECTED ADMISSION DATE:

16 May 2016

NAME AND ADDRESS OF NOMINATED ADVISER:

SPARK Advisory Partners Limited

5 St John's Lane

London

EC1M 4BH

NAME AND ADDRESS OF BROKERS:

Peterhouse Corporate Finance Limited

3 New Liverpool House

New Eldon Street

London

EC2M 7LD

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:

SPARK Advisory Partners Limited

5 St John's Lane

London

EC1M 4BH

The admission document will contain full details about the applicant and the admission of its securities

DATE OF NOTIFICATION:

27 April 2016

NEW/ UPDATE:

NEW