ASHMED MEDIA PLC APPLICATION ANNOUNCEMENT The Directors of Ashmed Media Plc ("the Company") are pleased to announce that the Company has applied for an introduction to the ISDX Growth Market. The intended start of dealing date is 14 January 2013. The Company has applied to admit its entire issued share capital. The Company currently has in issue 56,000,000 Ordinary shares of GBP 0.001 each and intends to issue a further 450,000,000 Ordinary Shares pursuant to a placing to raise a total of GBP450,000 before expenses. Introduction Ashmed Media plc is a newly incorporated company established by the Directors as an ISDX Growth Market company. The Directors believe that there are a number of potentially attractive opportunities in the music and media sector and have therefore decided to seek admission to the ISDX Growth Market. The Company has not yet commenced trading but will commence trading on Admission. Strategy The Company will seek to invest in both new music talent and re-forming historic bands and artists within the international music and media industries. This investment and management may occur from discovery, through artist development, to album production and market release and developing the media and music revenue streams that derive from that talent. These revenues streams will occur as a result of acquiring or creating music libraries, 360 rights (which will include concert rights, merchandising rights and photography rights etc.), royalty streams and/or artist management contracts. The Directors believe they have strong corporate experience in the management and exploitation of music assets and intend to utilise their skills and experience in creating and evaluating such opportunities. They will use their experience to identify appropriate targets, undertake and commission due diligence (where appropriate by third party experts) and negotiate transactions. The Directors intend that the initial opportunities will be carefully selected taking account of available resources. It is intended that the Company will be actively involved in the day-to-day management of any assets or talent which are acquired, or invested in, by the Company. The Company will seek opportunities which would generally have some or all of the following characteristics, namely: * Strategic fit with the Company's target sector of music and media; * Growth potential; * Viable business plan; * Which have potential for significant asset or intellectual property value and could have opportunities for consolidation or further development; and * Where all or a part of the consideration could be satisfied by the issue of Ordinary Shares or other securities in the Company. On an exceptional basis the Directors will also consider loss-making assets where, in their opinion, there is a clear opportunity to develop a profitable business. Directors Simon Fawcett (aged 50) - Non-Executive Chairman Simon qualified as a Chartered Accountant with KPMG in 1987. Simon left KPMG to join City & Westminster Financial plc to work as a corporate financier and then joined Icon Music Group plc as Finance Director. Simon went on to join Landmark Communications Inc. as Finance Director of its UK and French Travel Channels in 1991, and was involved in the launch and expansion of these channels throughout Europe, Africa and the Middle East. In 1998 Simon moved to become Finance Director of Pathé Entertainment, and was actively involved in the growth of Pathé from a small independent UK distributor into an international production and distribution studio operation, with successes including "The Queen", "Mrs Henderson Presents", "Girl with a Pearl Earring", "Bride and Prejudice", and UK distribution of the Award winning films "Crash" and "House of Flying Daggers". After leaving Pathé in 2006 he became the Chief Investment Officer of Aramid Capital Partners, which managed a $250m Fund specialising in Entertainment Loan Finance, and funded 30+ films, including such films as "How to lose Friends and Alienate People", "Cheri", and "Bush", and has successfully funded the expansion of the leading East European Distributor, A Company, and the US stage theatre company, Broadway Across America. Simon is currently the CEO of Atlantic Screen Music Limited which he joined in 2010, a music publishing company that specialises in investing in the production of film score music generating income from both music publishing and soundtracks. Recent films have included "Dredd", "Great Expectations", and the forthcoming productions "Lone Survivor", "Broken City" and "Two Guns". Evelin Weber (aged 35) - Executive Director Evelin has worked in the financial services industry both in London and New York, initially with Wall street investment bank Salomon Smith Barney (now Morgan Stanley Smith Barney) who she joined in 2000. In 2004 she joined alternative investment management business The Man Group and then in 2006 joined BGC Partners, Inc, a global brokerage firm, as a Vice President of Sales. Evelin has a proven analytical background as well a strong marketing and management skills. She is highly experienced in developing financial models including projections, budgeting, cash flow forecasts and investments. Since leaving BCG Partners Evelin has been involved in organising significant conservation fundraising events including the Lawrence Anthony Earth Organisation. Advisor Anthony Mottram Tony Mottram has a high level experience gained over 25 years in the Music and Music Photography Industry. Tony worked directly with music management, recording artists and recording labels which include EMI, Arista and Warner Bros. Tony has also worked directly with marketing strategies for artists including Ozzy Osbourne, Iron Maiden, Bryan Adams and many other chart acts. Tony has successfully renegotiated several music management deals for established UK artists as well as recording contracts both for the UK and for the US. Tony is also a professional photographer who spent much of the last 30 years photographing many of the major rock bands. Corporate Governance and Internal Controls The Directors recognise the importance of sound corporate governance, whilst taking into account the size and nature of the Company. As the Company grows, the Directors intend that the Company should develop policies and procedures, which reflect the principles of good governance and Code of Best Practice, as published by the Committee on Good Governance (commonly known as the "Combined Code"), to the extent that they are appropriate to the size of the Company. The Directors including members of their family and connected persons will comply with Paragraph 46 and 72 and Appendix 3 of the ISDX Growth Market Rules relating to Directors' Dealings and will take all reasonable steps to ensure compliance by the Company's applicable employees as well. At present, due to the Company's size, the risk and audit management will be addressed by the Board. As the Company grows, the Board will consider establishing an audit and risk management committee. Admission to the ISDX Growth Market The share capital of the Company is not presently listed or dealt in on any stock exchange. An application will be made for the Company's issued Ordinary Shares to be quoted on the ISDX Growth Market. Dealings in the Ordinary Shares are expected to commence on or around 14 January 2013. It is emphasised that no application is being made for the admission of these securities to trading on AIM, or the Official List of the UK Listing Authority. The Company has entered into appropriate arrangements with one or more Primary Information Providers approved by the Financial Services Authority to disseminate regulatory information to the market. It is also available to private investors through the Internet at [ www.isdx.com ] and via other licensed Internet vendors. Any individual wishing to buy or sell ISDX Growth Market shares, must trade through a stockbroker regulated by the FSA, as the market cannot deal directly with the public. Details of the Placing The Company is proposing to issue 450,000,000 Placing Shares at 0.01p per Placing Share pursuant to the Placing to raise GBP450,000 before expenses. Applications have been received from Placees in respect of all the Placing Shares, together with the subscription monies. The Placing, which has not been underwritten or guaranteed, is conditional, inter alia, on Admission. The Placing Shares will rank, on issue, pari passu in all respects with the existing issued Ordinary Shares of the Company. Admission is expected to be effective and dealings in the Ordinary Shares (including the Placing Shares) on ISDX Growth Market are expected to commence on 14 January 2013. Reasons for the Placing and Admission The Placing will raise approximately GBP450,000 for the Company net of expenses. The proceeds of the Placing will be used by the Company to carry out its strategy. The Directors consider that the benefits of Admission include: * the ability to enter into transactions with companies or individuals, to whom the issue of publicly traded shares as consideration is potentially attractive; * the potential to raise further funds in the future, to raise additional working capital; * the potential to attract high quality directors and employees by offering share options at some time in the future. The Directors believe that the ability to grant options over ISDX Growth Market shares is more attractive to directors and employees than the grant of options over unquoted shares; and * the ability to heighten the Company's profile whilst also broadening the Company's investor base. The Directors are of the opinion that on Admission the Company has sufficient funds necessary for the Company to carry out its corporate strategy as set out in this Document. Lock-in Arrangements On Admission, the Directors will be interested in 4,000,000 Ordinary Shares representing approximately 0.8 per cent of the issued share capital of the Company. The Directors, have undertaken to the Company and to Alfred Henry that, in accordance with paragraph 4 of the ISDX Growth Market Rules, they and their family and connected persons will not during a period of twelve months from the date of the Admission, dispose of any interest in Ordinary Shares held by them. Share Dealing Code The Company has adopted, and will operate where applicable, a share dealing code for directors and senior executives under the same terms as the Model Code on directors dealings in securities, published from time to time by the UK Listing Authority. Dividend Policy The Company has not yet commenced trading and the Directors believe that it is inappropriate to give an indication of the likely time of payment or level of future dividends. CREST The Company's Articles permit the Company to issue shares in uncertificated form in accordance with the Uncertificated Securities Regulations 2001. Application has been made for the Ordinary Shares to be admitted to CREST upon start of trading on the ISDX Growth Market. Risk Factors The attention of potential investors is drawn to the fact that ownership of shares in the Company involves a variety of risks. Investors should be aware of the risks associated with an investment in a business in the early stages of development. All potential investors should carefully consider the entire contents of this Document including, but not limited to, the factors described below before deciding whether or not to invest in the Company. The information below does not purport to be an exhaustive list or summary of the risks affecting the Company and are not set out in any particular order of priority. There may be additional risks of which the Directors are not aware. Investors should carefully consider these risks before making a decision to invest in the Company. If any of the events described in the following risks actually occur, the Company's business, financial conditions, results or future operations could be adversely affected. In such a case, the price of the Company's Ordinary Shares could decline and investors may lose all or part of their investment. Additional risks and uncertainties not presently known to the Directors, or which the Directors currently deem immaterial, may also have an adverse effect upon the Company: (i) the success of the Company depends largely upon the expertise and relationships of the current Directors and their ability to identify suitable acquisition and/or investment opportunities in the music and media industry and implement the Company's strategy. The loss of either of these Directors could have a significant adverse effect on the Company; (ii) the Company's future success will also depend, inter alia, on its future Directors and management team. The recruitment of suitable skilled Directors and retention of their services or the services of any future management team cannot be guaranteed; (iii) the value of the Ordinary Shares will depend, to a significant degree, on the Company's ability to identify and enter into suitable opportunities in a reasonable timeframe and the success of those transactions. The Directors intend that appropriate due diligence be carried out by the Company on potential opportunities, but there is an inherent risk in acquiring assets or signing up talent, which could adversely affect the value of the Ordinary Shares; (iv) the Company is a newly formed company with no established trading record and does not presently carry on any trading activities. The value of an investment in the Company is dependent inter alia upon the Company acquiring assets or talent that meet the Company's corporate strategy. There can be no guarantee that the Company will acquire or invest in any assets or talent which meets the Company's criteria or that any such assets or talent acquired will be or achieve significant or sustainable value as a consequence of which resources might have been expended fruitlessly on investigative work and due diligence. (v) the music and media industry is a highly competitive market and many of the competitors will have greater financial and other resources than the Company and as a result may be in a better position to compete for opportunities. There can be no assurances that the Company can or will be able to compete effectively; (vi) the Ordinary Shares are not listed or traded on any stock exchange, Notwithstanding the fact that an application will be made for the Ordinary Share to be quoted through the ISDX Growth Market this should not be taken as implying that there will be a 'liquid' market in the Ordinary Shares. An investment in the Ordinary Shares may thus be difficult to realise. The value of the Ordinary Shares may go down as well as up. Investors may therefore realise less than their original investment or sustain a total loss of their investment; (vii) the Company has made an application for its Ordinary Shares to be quoted on the ISDX Growth Market. The ISDX Growth Market is a market designed for small and growing companies which carry a higher than normal financial risk and tend to experience lower levels of liquidity than larger companies. The ISDX Growth Market is not AIM or the Official List and consequently it may be more difficult for an investor to sell his or her Ordinary Shares and he or she may receive less than the amount paid. The market price of the Ordinary Shares may not reflect the underlying value of the Company's net assets or operations. The bid- offer spread of the Ordinary Shares can be significant; (viii) it may be difficult to trade in the Ordinary Shares, which are classed as "penny shares" under FSA rules. The price quoted on the ISDX Growth Market is the mid-market price. The share prices of public companies are often subject to significant fluctuations. In particular, the market for shares in smaller public companies is typically less liquid than for larger public companies. Consequently, the Company's share price may be subject to greater fluctuation and the Ordinary Shares may be difficult to sell; (ix) any changes to the market trading environment, in particular to the ISDX Growth Market Rules could,for example, affect the ability of the Company to maintain a trading facility on the ISDX Growth Market; (x) past performance is no indication of future performance. Prospective investors should be aware that the value of an investment in the Company may go down as well as up and that the market price of the Ordinary Shares may not reflect the underlying value of the Company. There can be no guarantee that the value of an investment in the Company will increase. Investors may therefore realise less than, or lose all of, their investment; (xi) the share price of quoted companies can be highly volatile and shareholdings illiquid. The price at which the Ordinary Shares are quoted and the price which investors may realise for their ordinary shares may be influenced by a large number of factors, some of which are specific to the Company and its operations and some of which may affect quoted companies generally. These factors include, without limitation, the performance of the Company, large purchases or sales of ordinary shares by other investors, legislative changes and general economic, political or regulatory conditions, and other factors which are outside of the control of the Company; (xii) stock market conditions, may affect the ultimate value of the Company's share price regardless of future operating performance; (xiii) continued membership of the ISDX Growth Market is entirely at the discretion of ICAP Securities & Derivatives Exchange Limited; (xiv) that whilst the Company has sufficient funds for working capital purposes, it is likely that the Company will need to raise further funds in the future, either to complete a proposed acquisition or to raise further working or development capital for such an acquisition. There is no guarantee that the then prevailing market conditions will allow for such a fundraising or that new investors will be prepared to subscribe for Ordinary Shares. Shareholders may be materially diluted by any further issue of Ordinary Shares by the Company; (xv) the Ordinary Shares are intended for capital growth and therefore may not be suitable as a short- term investment. Investors may therefore not realise their original investment at all, or within the timeframe they had originally anticipated. Investment in the Company's Ordinary Shares may not be suitable for all recipients of this Document. Investors are therefore strongly recommended to consult an adviser authorised under the FSMA who specialises in investments of this nature before making their decision to invest. SHAREHOLDERS WITH OVER 3% OF THE ISSUED SHARE CAPITAL ON ADMISSION SUBSEQUENT TO THE PLACING Name Number of % of Issued Issued Ordinary Ordinary Shares Shares David Batchelor 100,000,000 19.8% Joseph Taylor 77,000,000 15.2% Kevin Boyle 68,000,000 13.4% Kevin Nicholl 53,000,000 10.5% Steven Dyer 62,000,000 12.3% Philip Cook* 50,000,000 9.9% Victoria Redmond 60,000,000 11.9% Michelle Eaton 30,000,000 5.9% DIRECTOR INTERESTS SUBSEQUENT TO THE PLACING Name Number of % of Issued Issued Ordinary Ordinary Shares Shares On Admission Evelin Weber 2,000,000 0.4% Simon Fawcett 2,000,000 0.4% DIRECTORS' CURRENT AND PAST DIRECTORSHIPS Director Current Directorships/ Past Directorships/ Partnerships Partnerships Evelin Weber Luna BPM Limited None Simon Fawcett Swale Films LLP Aramid Capital Partners LLP Cherwell Films LLP Clyde Films LLP Osmosis Limited Atlantic Screen Composers Ltd Atlantic Screen International Ltd Atlantic Screen Songwriters Ltd Atlantic Screen Scores Ltd Metropolis Movie Music Ltd West Hill Park Limited The Quiet Ones Limited Atlantic Screen Music Ltd (Irish) In 1992 due to a downturn in business Exodus Sales and Distribution Limited was placed into receivership. The deficiency as regards creditors was estimated to be circa GBP500,000. Exodus Sales and Distribution Limited came out of receivership in June 1995 and was wound up and struck off shortly thereafter. CORPORATE ADVISER & CONTACT DETAILS Alfred Henry Corporate Finance Limited is acting as the Corporate Advisor for the Company, and can be contacted at: Finsgate 5-7 Cranwood Street London EC1V 9EE Email: [ sjs@alfredhenry.com ] Telephone: +44 (0)20 7251 3762 [ www.alfredhenry.com ] The Directors of the Company accept responsibility for this announcement. 17 December 2012 

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