On May 21, Reuters reported that H.B. Fuller submitted an unsolicited all-cash proposal to acquire Advanced Medical Solutions Group plc (AMS), a U.K.-based medical supplier focused on wound-care technologies. Under U.K. takeover rules, H.B. Fuller has until June 18, 2026, to either make a firm offer or walk away.

On May 23, Ancora Holdings, an activist investor owning more than 2% of H.B. Fuller stock, publicly opposed the potential acquisition. Ancora argued that the deal conflicts with H.B. Fuller’s recent commitment to “pause on closing deals in the near term” while reducing leverage to between 2.5x and 3.0x net debt-to-EBITDA. Ancora also stated that “Acquiring AMS or any material acquisition appears like a de facto ‘poison pill’” and claimed H.B. Fuller may already have attracted interest from “credible buyers.” The investor further described the proposed AMS acquisition as “an extremely risky, quasi-transformational international acquisition that is completely out of management’s depth,” while warning the deal could increase leverage above 4.0x net debt-to-adjusted EBITDA.

H.B. Fuller responded on May 26 by defending its acquisition strategy. The company stated, “H.B. Fuller has a demonstrated track record of thoughtful and disciplined M&A,” adding that acquisitions help “enhance our scale” and support higher-growth markets. The company also noted that it has completed 13 acquisitions since 2023 and reduced net debt-to-adjusted EBITDA to 3.1x from 3.5x a year earlier. Regarding AMS, H.B. Fuller stated, “We are engaged in discussions with AMS but there can be no certainty that a binding offer will be made.”

This article was originally published by Adhesives and Sealants magazine here.