H.B. Fuller, a century-old American maker of industrial glues and sealants, is reaching into the operating room. The company has announced a recommended all-cash offer of 285 pence a share — valuing UK-listed Advanced Medical Solutions Group at roughly £715 million — in a bid to move decisively into higher-margin medical adhesives, Investing.com reported.

The offer

The bid is structured as a recommended cash offer — meaning AMS's board backs it and is recommending shareholders accept — at a premium of roughly 30% over the share price before takeover interest surfaced in late May, Bloomberg reported. H.B. Fuller says the deal is fully financed and that it expects to bring its borrowing back within its target range within two years of closing, which it anticipates by the end of 2026, subject to AMS shareholder and regulatory approval.

What the two companies do

H.B. Fuller (NYSE: FUL), based in Minnesota, sells adhesives and sealants into industries from packaging and construction to electronics, with a smaller existing medical-adhesives arm. Advanced Medical Solutions (London: AMS) makes tissue-healing products for surgery and wound care — its brands include LiquiBand tissue adhesives used to close wounds, RESORBA sutures and haemostats, and ActivHeal dressings, expanded by its 2024 acquisition of France's Peters Surgical. AMS employs more than 1,800 people across sites in Europe and Asia.

The rationale

For H.B. Fuller, the logic is margins and durability of demand: medical adhesives typically command higher prices and steadier orders than industrial glues. The company says the deal would widen its addressable market by about $15 billion, to roughly $95 billion, add around $300 million in annual revenue, and bring AMS's regulatory know-how and research team to speed its entry into the U.S. medical market. It projects about $55 million in combined cost and revenue synergies by 2031.

A shareholder revolt

Not everyone on H.B. Fuller's side is convinced. Ancora Holdings, which owns more than 2% of the company, published a letter calling the deal "an extremely risky, quasi-transformational international acquisition" and warning it would push H.B. Fuller's leverage above 4 times earnings — beyond management's own stated comfort zone — while contradicting a recent pledge to pause big deals and cut debt.

H.B. Fuller has defended its record, noting it has completed more than a dozen acquisitions in recent years and casting the AMS purchase as consistent with a strategy of shifting toward higher-growth, higher-margin markets. Under UK takeover rules, the company had faced a "put up or shut up" deadline — repeatedly extended — to either make a firm offer or walk away; it chose to bid.

What it means

For AMS shareholders, the cash offer locks in a clear premium after a year in which the stock had lagged while the company digested the Peters Surgical deal, and the board's recommendation signals it views the price as fair. For H.B. Fuller's investors, the question is the one Ancora is pressing: whether a debt-funded leap into medical devices strengthens the company or stretches it. The deal still needs AMS shareholders' approval — and H.B. Fuller's management still has to win over its own.