What HB Fuller is buying, and why

Advanced Medical Solutions (AIM: AMS) is a Winsford-based medtech company specialising in surgical adhesives, sutures and wound-care products. In its last calendar year the firm reported revenue of £229m, a 29 per cent rise from £177.5m in 2024, according to its most recent results. That jump was driven largely by its acquisition of Peters Surgical, a French medical devices distributor and manufacturer.

The company also raised its final dividend by 10 per cent to 2.86p per share, signalling confidence in its earnings trajectory.

HB Fuller, which specialises in industrial adhesives and chemical products, said the acquisition would expand its total addressable market by $15bn to $95bn, as reported by City AM. The deal gives the US group a dedicated platform in the higher-margin medical adhesives segment, a market where AMS has built a credible position over two decades of product development and bolt-on acquisitions.

For HB Fuller, the logic is straightforward: buy a profitable, growing medtech business at a price that London's market was not prepared to pay.

The deal arithmetic: premium, debt and new business unit

HB Fuller is offering 285p per share in cash, a 35 per cent premium to AMS's closing price of 212p on 20 May, the last business day before the offer period began, according to the company's announcement. The AMS board has unanimously recommended the deal to shareholders, which will result in the company delisting from AIM.

The total equity value of the transaction is £659m. HB Fuller is financing it through a bridge debt facility until permanent financing is secured. Once completed, the combined entity is expected to carry total debt at four times annual earnings, a ratio that sits at the upper end of what credit markets typically consider comfortable for an industrial acquirer.

HB Fuller plans to create a standalone Medical Adhesive Technologies business unit on the back of the deal. That division would account for roughly 10 per cent of the combined group's revenue and earnings, giving the medical segment its own management structure and, presumably, its own growth targets.

The premium itself tells a story. A 35 per cent uplift is meaningful but not extravagant by the standards of recent UK take-private transactions. It suggests AMS's board concluded that the public market was unlikely to close the valuation gap on its own terms, at least not within a timeframe that would satisfy shareholders.

AIM's accelerating exodus problem

The AMS deal does not exist in isolation. It lands amid a sustained run of foreign acquisitions that has prompted alarm among City figures and policymakers alike.

Earlier this week, FTSE 100 real estate investment trust Segro (LSE: SGRO) rejected a £12.6bn bid from US logistics giant Prologis, which took its offer public in an attempt to rally shareholder support, as first reported by City AM. Ingredion completed its £2.7bn acquisition of Tate & Lyle (LSE: TYLE). Blue-chip insurer Beazley and wealth manager Schroders were also acquired by overseas buyers.

Collectively, the combined value of firms set to leave or already departed from London's public markets has now surpassed £43bn, according to City AM reporting.

AIM has been hit particularly hard. The junior market was designed as a lighter-touch listing venue for growing companies, offering access to public capital without the full regulatory burden of the Main Market. But a persistent discount in valuations, thinning liquidity and a shrinking pool of institutional investors have left many AIM-listed firms trading well below what trade buyers are willing to pay.

The result is a market that increasingly functions as a shop window for foreign acquirers rather than a long-term home for ambitious British businesses.

The valuation gap in practice

AMS is a case study in the dynamic. The company grew revenue by nearly a third in its most recent year, raised its dividend and had a clear acquisition-led growth strategy. Yet its shares traded at a level that allowed HB Fuller to offer a 35 per cent premium and still, by the acquirer's own arithmetic, expand its addressable market at what it clearly considers a reasonable price.

That gap between operating performance and market pricing is not unique to AMS. Across AIM, companies with strong revenue growth, defensible IP and international customer bases have found themselves valued at discounts to comparable businesses listed in the US or on continental European exchanges. For overseas buyers with access to cheaper capital and higher trading multiples, those discounts represent opportunity.

What UK scale-ups should take from this

For founders, finance directors and boards at UK scale-ups weighing their own listing or exit options, the AMS deal carries several practical implications.

First, the junior market's ability to serve as a credible long-term growth platform is under serious question. AIM was once a reasonable answer for mid-sized companies that wanted public market discipline and capital access without the costs of a premium listing. The steady drip of delistings, whether through foreign takeover, take-private deals or voluntary departures, has eroded that proposition. Fewer listed peers means less analyst coverage, less index inclusion and less liquidity, which in turn depresses valuations further. The cycle is self-reinforcing.

Second, the pattern of foreign acquisitions suggests that overseas buyers see persistent undervaluation in British-listed businesses and are prepared to act on it. Companies with strong revenue trajectories, defensible market positions and international operations are precisely the sort of targets that attract attention. Boards should expect approaches and should have a clear framework for evaluating them before they arrive.

Third, the financing structures involved matter. HB Fuller's willingness to take on debt at four times earnings to fund this deal reflects confidence in the target's cash generation, but it also reflects a credit environment in which US acquirers can still access bridge facilities on terms that make cross-border deals viable. That dynamic may not persist indefinitely, but for now it tilts the playing field.

Finally, the question of where to list, or whether to list at all, has become more pointed. Private capital markets have deepened considerably in recent years. For a company like AMS, with strong revenue growth and a clear strategic narrative, the alternative to a public listing was not necessarily another exchange; it was remaining private for longer and pursuing a trade sale on its own terms. The fact that the exit came via a recommended offer rather than a hostile bid suggests the board saw limited upside in continued public market life.

None of this means AIM is finished. The market still hosts hundreds of companies, and for some, particularly those at an earlier stage or in sectors where public market visibility matters, it remains a viable option. But the evidence is accumulating that for established, profitable businesses with international appeal, London's junior market is no longer offering a compelling reason to stay.