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Fuller H B (FUL) Q2 FY26 earnings call: guidance and Q&A

Earnings call· May 2026 (Q2 FY26)· Materials· Jun 25, 2026

Source: earnings call transcript

Executive summary

H.B. Fuller Q2 FY26 — Pricing-led margin expansion and ~GBP715M AMS medical acquisition offer

A pricing-driven quarter: swift April increases and industry-leading sourcing turned petrochemical dislocation into share gains and margin expansion, even as volumes stayed soft and management guides cautiously for consumer-led H2 weakness. The defining move is the AMS offer — a portfolio up-tiering into higher-growth, higher-margin medical that lifts leverage near-term but is framed as a time-sensitive step toward the 20% margin goal.

Highlights

6
  • Revenue up 5.8% YoY; organic +2.6% (pricing +3%) with EBITDA of $181M up 9% YoY and margin +70bps to 19.1%; adjusted EPS $1.41 up 19% YoY

  • Adjusted gross margin 34.2%, up 200bps YoY on pricing execution and restructuring savings

  • Record second-quarter operating cash flow of $121M; net working capital down 260bps sequentially to 16.4% of annualized net revenue

  • Net debt/adjusted EBITDA improved to 3.1x from 3.4x a year ago

  • Raised FY26 midpoint guidance: adjusted EBITDA $650M-$675M and adjusted EPS $4.60-$4.90

  • Announced all-cash offer to acquire Advanced Medical Solutions (~GBP715M EV) to build a >$370M pro forma medical adhesives platform

Concerns

6
  • Volume slightly negative YoY, with H2 guided down mid-single-digit as consumer softness could hit HHC

  • Automotive down mid-single-digit across all three regions on high interest rates and affordability

  • Raw material inflation persistent — ~90% of categories higher than Q1 and 52 force majeures still in place; costs not expected to retrace to pre-disruption levels

  • Pro forma net leverage ~4x at AMS close, temporarily above the 2.5x-3x target range

  • Stock down ~8-12% on the deal amid public and private investor opposition

  • EA organic -1% including the exited lower-margin solar business (+5% excluding solar)

Guidance & targets

CategoryTargetConfidence
Full-year 2026 net revenue growth
Up mid-single digits (organic up low single digits)
high materiality
High
Full-year 2026 adjusted EBITDA
$650M-$675M
high materiality
High
Full-year 2026 adjusted EPS
$4.60-$4.90
high materiality
High
Full-year 2026 cash flow from operations
$300M-$325M
high materiality
High
FX translation impact on revenue
+1% to 2%
medium materiality
Medium
Third-quarter 2026 net revenue growth
Up mid-single digits
medium materiality
High
Third-quarter 2026 adjusted EBITDA
$180M-$190M
high materiality
High
Second-half pricing performance
High single digit, approaching double digit
high materiality
Medium
Second-half volume
Down mid-single digit (low to mid-single-digit in H2)
medium materiality
Medium
Medical segment EBITDA scale (near-term goal)
Greater than $100M EBITDA business
high materiality
Medium
Consolidated adjusted EBITDA margin target
Greater than 20%
high materiality
Medium
Constant-currency sales growth target
5%
medium materiality
Medium
AMS run-rate synergies
~$55M total (~$20M commercial, ~$35M cost)
high materiality
Medium
AMS accretion to consolidated EBITDA margin
~+100 basis points
high materiality
Medium
Combined Medical business EBITDA margin
Above 30% by 2030
high materiality
Medium
Year-end fiscal 2026 net leverage (pre-close)
~2.8x-2.9x
medium materiality
Medium
Pro forma net leverage at AMS close and deleveraging path
~4x at close, back to 2.5x-3x within 2 years of closing
high materiality
Medium
AMS transaction close timing
By end of calendar year 2026
high materiality
Medium

Segment performance

SegmentRevenueYoYQoQMargin
Hygiene, Health and Consumable Adhesives (HHC)
Strong pricing execution and some lower-cost inventory enhanced flow-through; improved volume vs Q1 as supply reliability in constrained regions won share. H2 could see mid-single-digit volume decline if consumers pare back on consumables.
End markets: medical, tape and label, end-of-line packaging strength; flexible packaging weaknessEurope organic growth: high single-digitAsia organic growth: double-digit
—+3% organic—EBITDA margin 17.9% (+230bps YoY)
Engineering Adhesives (EA)
Margin dipped slightly as favorable pricing and restructuring savings were offset by higher variable compensation on higher profit. Solar exit is the main drag; comps improve in Q3 when solar weakness is lapped.
Aerospace organic growth: >30%Electronics organic growth: double-digitGeneral industries organic growth: double-digitAutomotive: mid-single-digit decline in all 3 regions
—+5% organic ex-solar; -1% including solar—EBITDA margin 22.4% (down slightly YoY)
Building Adhesive Solutions (BAS)
Best organic growth in the portfolio, underscoring competitive position; management expects a strong H2 supported by construction season and innovation wins.
Both pricing and volume positiveStrength: glass, infrastructure and mechanicalGrowth applications: data centers; Foster's product for LNG expansion
—+6% organic—EBITDA +10% YoY
Americas (geography)
EA and BAS growth more than offset declines in HHC.
EA organic growth: +4%BAS organic growth: +4%Drivers: aerospace, general industries, infrastructure and mechanical
—+1% organic——
EIMEA (geography)
Strategic footprint and customer relationships drove broad-based growth amid significant regional supply dislocation.
Positive price AND volume growth in all 3 GBUs
—+8% organic——
Asia Pacific (geography)
Solar drag brings the total to flat; underlying momentum strong in HHC and EA.
Strength: HHC and EADriver: strong regional sourcing capabilities
—+10% organic ex-solar; flat including solar——

Product announcements

ProductTypeDetails
SecurePort IV catheter attachmentexpansion
FDA-approved hernia mesh attachment (AMS)expansion
Foster's product for LNG expansion (BAS)milestone

Deals & partnerships

Advanced Medical Solutions (AMS) acquisition GBP2.85 per share, all-cash; ~GBP715M enterprise value

Funded via ~$1B committed incremental debt financing; pro forma leverage ~4x at close. Unanimously approved by H.B. Fuller's board. Adds Medical as a fourth reporting segment (~10% of pro forma revenue). No breakup fee under UK Takeover Code. AMS: 1,800+ employees, 16 sites, 100+ countries, ~8% organic growth 2023-2025.

GEM and Medifil acquisition

Acquired in January 2025 as part of building the medical platform.

Flooring business (divested) divestiture

Divested in January 2025 because the space did not meet the company's capital allocation requirements and a better owner existed; cited as example of ongoing portfolio evaluation.

TA Associates competing bid (context, not an H.B. Fuller deal)

A leaked TA Associates offer for AMS on April 18 catalyzed H.B. Fuller to submit its LOI on April 30.

Capital programs

Project Quantum Leap restructuring initiative underway

Benefit:Footprint rationalization, restructuring cost savings, and cash-flow profile improvement

Delivering on restructuring savings targets; run as a fully independent workstream with dedicated teams separate from AMS integration; will further rationalize footprint and improve operating leverage. No dollar figures disclosed on this call.

AMS Peters Surgical plant consolidation underway
Spent to date: in-flight; ~$14M of synergies included in the $55M program

Benefit:Consolidating 5 suture plants to 1 and 2 collagen plants to 1; margin uplift for AMS

AMS's prior-acquisition integration already underway; synergies come sooner because in-flight and are embedded in the quoted $55M total run-rate synergies.

Risks & headwinds

Second-half volume decline / consumer softness H2 FY26

H2 volume guided down mid-single-digit (low-to-mid); volume slightly negative in Q2

Mitigation:Focus on supply reliability and pricing; closely monitoring consumer demand; BAS strength offsets

Automotive end-market weakness Ongoing

Mid-single-digit declines across all 3 regions

Mitigation:Share gains partially offset market decline; expected to remain challenged on high interest rates/affordability

Raw material inflation / petrochemical supply-chain disruption H2 FY26 and beyond

~90% of raw material categories higher than Q1; 52 force majeures in place

Mitigation:Swift pricing actions (high-single-digit), global sourcing capabilities; costs not expected to retrace to pre-disruption levels

Elevated pro forma leverage from AMS At close through ~2 years post-close

~4x net leverage at close vs 2.5x-3x target range

Mitigation:Deleveraging plan back to 2.5x-3x within 2 years, supported by combined cash flow and Quantum Leap cash-flow initiatives

Investor opposition / share price reaction to deal Near-term

Stock down ~8% absolute, ~10-12% relative on announcement day

Mitigation:Management able to communicate deal specifics now that UK Takeover Code constraints have eased; reiterates strategic fit

Integration execution risk (AMS alongside Quantum Leap) Through 2030 (full synergy capture)

Not quantified

Mitigation:Fully independent workstreams, dedicated teams, separate leadership, no operational overlap; track record across 11 acquisitions since 2023

Solar business exit drag Through Q3 FY26 (comps normalize when solar weakness lapped)

EA organic -1% including solar vs +5% excluding solar

Mitigation:Exited lower-margin solar; EA expected to return to mid-single-digit growth ex-solar

FX translation exposure FY26

Currency (with acquisitions) contributed +3.2% to Q2 revenue; FY26 FX assumed +1-2%

Mitigation:Guidance incorporates FX assumption

Q&A highlights

Cost synergies look high at 10%+ of acquired sales — how does that compare to prior deals and what's the pathway?

Higher than prior deals (Royal ~7-8% of revenue) at ~11-12%, driven by AMS public-company costs that didn't exist in other deals and inclusion of ~$14M of in-flight Peters Surgical synergies.

“if you looked at Royal, my recollection is that synergies were 7% to 8% of revenue. This is closer to 11% or 12%”

asked by Ghansham Panjabi · answered by John Corkrean

3 min read 6 chapters

Detailed narrative

Pricing-led quarter through petrochemical disruption

H.B. Fuller delivered organic revenue up 2.6% with pricing of 3% partly offset by slightly lower volume, and EBITDA above the midpoint of guidance. Swift April price increases (announced late March, effective early April) are ramping, run-rating ~6% in the quarter and ~6% in May.

Management credits industry-leading global sourcing for maintaining supply continuity while some competitors struggle with availability, echoing the differentiation seen in 2021-2022. They do not expect a rapid recovery of global supply chains or a full retrace of raw material costs even after the Middle East conflict resolves — the cost structure of the industry has reset.

AMS acquisition strategic rationale

The announced all-cash offer for Advanced Medical Solutions (GBP2.85/share, ~GBP715M EV) establishes a scaled global medical platform. AMS employs 1,800+ people across 16 sites, sells into 100+ countries, and generated FY25 revenue of ~$302M and adjusted EBITDA of ~$54M (after IFRS-to-GAAP adjustment).

Its portfolio spans surgical adhesives, tapes and dressings, mechanical closures and formulated biosurgicals. Combined with H.B. Fuller's cyanoacrylate medical platform, it expands medical adhesives revenue more than 4x from $68M to ~$370M pro forma and lifts the combined addressable market to $95 billion.

AMS grew organic revenue ~8% from 2023-2025.

Medical end-market attractiveness

Management frames medical as one of the most attractive spaces in the industry: durable structural tailwinds from an aging population, rising chronic conditions and a shift to minimally invasive techniques; demand largely nondiscretionary and uncorrelated with economic cycles. The market is fragmented and highly specialized with meaningful entry barriers — regulatory approvals, clinical validation and rigorous customer qualification.

H.B. Fuller currently serves a $6 billion addressable market growing ~8% per year across topical/internal adhesives, device assembly, medical tapes and wearables, and surgical drapes and gowns.

Synergies and integration

Identified run-rate synergies total ~$55M — ~$20M commercial and ~$35M cost — from back-office rationalization, vertical integration of adhesives, indirect sourcing leverage, public-company cost elimination and wage arbitrage. About $14M relates to the in-flight Peters Surgical integration (consolidating 5 suture plants to 1 and 2 collagen plants to 1).

Synergies at ~11-12% of acquired revenue exceed prior deals (Royal was ~7-8%). Management stresses AMS integration and Project Quantum Leap are fully independent workstreams with dedicated teams. Since 2023, across 11 acquisitions, acquired-business EBITDA has grown ~55% and margins expanded 1,000+ bps.

Segment and geographic performance

HHC organic +3% with EBITDA margin up 230bps to 17.9% on strong pricing execution and lower-cost inventory; strength in medical, tape/label and end-of-line packaging offset flexible-packaging weakness. EA organic +5% ex-solar (-1% including solar) with aerospace up >30%, electronics and general industries up double digits, but automotive down mid-single-digit across all three regions.

BAS organic +6% with EBITDA +10%, led by glass and infrastructure/mechanical, plus data centers and Foster's LNG product. Geographically, EIMEA +8% and Asia Pacific +10% (ex-solar) benefited from supply dislocation and sourcing strength; Americas +1%.

Deal genesis and process

H.B. Fuller identified AMS as a target as far back as 2023 and had no active plans given AMS's public-company status. A leaked TA Associates offer surfacing April 18 set H.B. Fuller in motion; it submitted an LOI April 30 (accepted weeks later) and kicked off diligence May 26, including a dozen expert sessions.

The company filed its Rule 2.7 binding offer the morning of the call. Under UK Takeover Code there is no breakup fee; remaining steps are AMS shareholder approval and regulatory clearance, driving an expected end-of-CY2026 close.

Summary of the company's earnings call; see how call summaries are prepared. Not investment advice.