Brand Architekts Group plc (AIM:BAR) agreed to acquire InnovaDerma PLC (LSE:IDP) for £13 million on March 31, 2022. Under the terms, InnovaDerma Shareholders will be entitled to receive for each InnovaDerma Share held for £7 pence in cash and 0.3818 New Brand Architekts Shares. Following Completion, InnovaDerma Shareholders will own approximately 38.7% and Brand Architekts Shareholders will own approximately 61.3% stake in of the enlarged issued ordinary share capital of Brand Architekts. Upon the Merger becoming Effective, the Combined Group will continue to be called "Brand Architekts". The Boards of Brand Architekts and InnovaDerma have agreed a unified management team to lead the Combined Group. It is anticipated that Quentin Higham will lead the Combined Group as Group Chief Executive Officer with Tom Carter as Chief Financial Officer. Roger McDowell will be non-executive Chair of the Combined Group, Non-executive Directors of the Combined Group will be Chris How, Edward Beale, Amy Nelson-Bennett and Simon Pyper, all of the executive directors of InnovaDerma will step down from their roles upon the Merger becoming Effective and Ross Andrews and Mark Ward, currently Non-Executive Chairman and Non-Executive Director of InnovaDerma respectively, will resign upon the Merger becoming effective. Cash Consideration payable in consideration for the Merger, being in the aggregate amount of approximately £1.99 million, will be financed from the on-balance sheet existing cash resources of Brand Architekts. Transaction is subject to, approval of InnovaDerma Shareholders, Scheme at the Court Meeting, nnovaDerma Resolution at the InnovaDerma General Meeting, the sanction of the Scheme by the Court, an ordinary resolution granting the Brand Architekts Directors' authority to issue the new Brand Architekts shares to be issued in connection with the Merger being proposed. Expected closing date of transaction will be in May / early June 2022. As of May 19, 2022, InnovaDerma PLC shareholders have approved the transaction. InnovaDerma announced that the High Court of Justice in England and Wales had sanctioned the scheme at the Court Hearing held on March 27, 2022. As of April 25, 2022, the Scheme is expected to be effective in late May 2022. As of May 5, 2022 the deal is expected to clsoe on July 4, 2022. As of May 27, 2022, the scheme will become effective on May 31, 2022.

Jen Boorer, Shaun Dobson and Dan Dearden-Williams of Singer Capital Markets Advisory LLP acted as financial advisor to Brand Architekts Group. Josh Royston and Sam Modlin of Alma PR Limited acted as Financial PR Adviser to Brand Architekts Group. Geoff Nash, Henrik Persson and Kate Bannatyne of finnCap Ltd acted as financial advisor to InnovaDerma. Shan Willenbrock and Olivia Rosser of Townsend Cardew Limited acted as Financial PR Adviser to InnovaDerma. Addleshaw Goddard LLP and Ashfords LLP acted as legal advisor to Brand Architekts. Fieldfisher LLP acted as legal advisor to InnovaDerma.

Brand Architekts Group plc (AIM:BAR) completed the acquisition of InnovaDerma PLC on May 31, 2022.