ArchiMed SAS agreed to acquire Instem plc (AIM : INS) from group of sellers for approximately £190 million on August 30, 2023. Under the terms, will pay £8.33 per share in cash. Group of sellers include, Phil Reason, David Gare, Norma Gare, Nigel Goldsmith, Deborah Walker, Michael Garefor and others. Instem Directors intend to recommend unanimously that the Instem Shareholders vote in favour and is subject to approval of court and NSIA Condition. The cash consideration payable to the Instem Shareholders under the terms of the Acquisition is intended to be financed by indirect capital contributions to Bidco to be invested by (i) MED Platform II S.L.P. and (ii) MED Platform II B FPCI The Acquisition is currently expected to complete during the fourth quarter of 2023. As of October 5, 2023, Instem plc Board's unanimously recommends that Shareholders vote in favour of the Scheme at the Court Meeting and the Resolution to be proposed at the General Meeting on October 19, 2023. As on November 2, 2023, the majority of Instem Shareholders has approved the transaction. As of November 7, 2023, The boards of directors of Bidco and Instem are subsequently pleased to confirm that the NSIA Condition in the Scheme Document has been satisfied. As of November 16, 2023, The scheme was approved by Scheme Shareholders at the Court Meeting and that Instem Shareholders approved the Special Resolution relating to the implementation of the Scheme at the General Meeting. The Scheme remains conditional on the delivery to the Registrar of Companies of the Court Order made at the Sanction Hearing to sanction the Scheme. The Scheme is expected to become effective on November 20, 2023.

Alistair Allen, Julian Hudson and Tom Palmer of N.M. Rothschild & Sons Limited and Peter Steel, Alex Bond and Oliver Platts of Singer Capital Markets Advisory LLP acted as financial advisor. Moelis & Company UK LLP acted as financial advisor to ArchiMed. Latham & Watkins (London) LLP are retained as legal adviser to ARCHIMED and Bidco. Squire Patton Boggs (UK) LLP are retained as legal adviser to Instem. James Fletcher of Ashurst LLP acted as legal advisor to Moelis & Company UK LLP.

ArchiMed SAS agreed completed the acquisition of Instem plc (AIM : INS) from group of sellers on November 20, 2023. David Gare, Mike McGoun, Riaz Bandali and Mary Dolson have resigned as Non-Executive Directors of Instem as a result of scheme becoming effective.