REG - Adv Medical Solutns. TA Associates (UK) - Statement re Possible Offer

Advanced Medical SolutionsAnnouncement

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RNS Number : 0158B  Advanced Medical Solutions Grp PLC  18 April 2026

FOR IMMEDIATE RELEASE

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR
FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE
RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION

 

THIS IS AN ANNOUNCEMENT FALLING UNDER RULE 2.4 OF THE CITY CODE ON TAKEOVERS
AND MERGERS (THE "CODE") AND DOES NOT CONSTITUTE AN ANNOUNCEMENT OF A FIRM
INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF THE CODE. THERE CAN BE NO
CERTAINTY THAT ANY OFFER WILL BE MADE, NOR AS TO THE TERMS ON WHICH ANY OFFER
MAY BE MADE

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

 

18 April 2026

Advanced Medical Solutions Group plc

("AMS" or the "Company")

Statement regarding possible offer

 

The Board of AMS notes the recent press speculation and confirms it is in
discussions with TA Associates (UK), LLP ("TA") regarding a possible offer for
the entire issued and to be issued share capital of AMS.

There can be no certainty that a firm offer will be made for AMS, nor as to
the terms on which a firm offer might be made. A further announcement will be
made as and when appropriate.

 

In accordance with Rule 2.6(a) of the Code, TA is required, by no later than
5.00 p.m. (London time) on 16 May 2026, being 28 days after today's date, to
either announce a firm intention to make an offer for AMS in accordance with
Rule 2.7 of the Code or announce that it does not intend to make an offer, in
which case the announcement will be treated as a statement to which Rule 2.8
of the Code applies. This deadline can be extended with the consent of the
Takeover Panel in accordance with Rule 2.6(c) of the Code.

 

As a consequence of this announcement, the Company is now in an "offer period"
as defined in the Code and the attention of the Company's shareholders is
drawn to the dealing disclosure requirements of Rule 8 of the Code, which are
summarised below.

 

 

Enquiries:

 Advanced Medical Solutions Group plc              +44 (0) 160 654 5508
 Chris Meredith, Chief Executive

 Eddie Johnson, Group Finance Director

 Michael King, Head of Investor Relations

 Evercore Partners International LLP               +44 (0) 207 653 6000

 (Financial Adviser)
 Simon Elliott

 Julian Oakley

 Israel Akinrinsola

 Harrison George

 Investec Bank plc                                 +44 (0) 207 597 5970

 (Financial Adviser, NOMAD and Corporate Broker)
 Gary Clarence

 David Anderson

 Harry Hargreaves

 Optimum Strategic Communications                  +44 (0) 204 566 8543

 (PR Adviser)
 Mary Clark

 Nick Bastin

 Isabelle Abdou

 

About Advanced Medical Solutions Group plc

AMS is a world-leading independent developer and manufacturer of innovative
tissue-healing technology, focused on quality outcomes for patients and value
for payers. AMS has a wide range of surgical products including tissue
adhesives, sutures, haemostats, internal fixation devices and internal
sealants, which it markets under its brands LiquiBand®, RESORBA®,
LiquiBandFix8®, LIQUIFIX™, Peters Surgical, Ifabond, Vitalitec and
Seal-G®. AMS also supplies wound care dressings such as silver alginates,
alginates and foams through its ActivHeal® brand as well as under white
label. Since 2019, the Group has made seven acquisitions: Sealantis, an
Israeli developer of innovative internal sealants, Biomatlante, a French
developer and manufacturer of surgical biomaterials, Raleigh, a leading UK
coater and converter of woundcare and bio-diagnostics materials, AFS Medical,
an Austrian specialist surgical business, Connexicon, an Irish tissue
adhesives specialist, Syntacoll, a German specialist in collagen-based
absorbable surgical implants and Peters Surgical, a global provider of
specialty surgical sutures, mechanical haemostasis and internal cyanoacrylate
devices.

AMS' products, manufactured in the UK, Germany, France, the Netherlands,
Thailand, India, the Czech Republic and Israel, are sold globally via a
network of multinational or regional partners and distributors, as well as via
AMS' own direct sales forces in the UK, Germany, Austria, France, Poland,
Benelux, India, the Czech Republic and Russia. The Group has R&D
innovation hubs in the UK, Ireland, Germany, France and Israel. Established in
1991, the Group has more than 1,600 employees. For more information, please
see www.admedsol.com (http://www.admedsol.com) .

Person responsible

The person responsible for arranging the release of this announcement on
behalf of AMS is Eddie Johnson, Chief Financial Officer.

Rule 2.9 disclosure

In accordance with Rule 2.9 of the Code, AMS confirms that as at the date of
this announcement, it has 219,701,787 ordinary shares of 5 pence each in issue
and admitted to trading on AIM of the London Stock Exchange. The total number
of voting rights in AMS is currently 219,701,787. The International Securities
Identification Number for AMS' ordinary shares is GB0004536594.

Rule 26.1

In accordance with Rule 26.1 of the Code, a copy of this announcement will be
available on the Company's website www.admedsol.com (http://www.admedsol.com)
. The content of the website referred to in this announcement is not
incorporated into and does not form part of this announcement.

Important Notice

Evercore Partners International LLP ("Evercore"), which is authorised and
regulated by the Financial

Conduct Authority ("FCA") in the United Kingdom, is acting exclusively as
financial adviser to AMS and no one else in connection with the matters
described in this announcement and will not be responsible to anyone other
than AMS for providing the protections afforded to clients of Evercore nor for
providing advice in connection with the matters referred to herein. Neither
Evercore nor any of its subsidiaries, branches or affiliates owes or accepts
any duty, liability or responsibility whatsoever (whether direct or indirect,
whether in contract, in tort, under statute or otherwise) to any person who is
not a client of Evercore in connection with this announcement, any statement
contained herein, any offer or otherwise. Apart from the responsibilities and
liabilities, if any, which may be imposed on Evercore by the Financial
Services and Markets Act 2000, or the regulatory regime established
thereunder, or under the regulatory regime of any jurisdiction where exclusion
of liability under the relevant regulatory regime would be illegal, void or
unenforceable, neither Evercore nor any of its affiliates accepts any
responsibility or liability whatsoever for the contents of this announcement,
and no representation, express or implied, is made by it, or purported to be
made on its behalf, in relation to the contents of this announcement,
including its accuracy, completeness or verification of any other statement
made or purported to be made by it, or on its behalf, in connection with AMS
or the matters described in this document. To the fullest extent permitted by
applicable law, Evercore and its affiliates accordingly disclaim all and any
responsibility or liability whether arising in tort, contract or otherwise
(save as referred to above) which they might otherwise have in respect of this
announcement, or any statement contained herein.

Investec Bank plc ("Investec") is authorised in the United Kingdom by the
Prudential Regulation Authority ("PRA") and regulated in the United Kingdom by
the FCA and the PRA. Investec is acting exclusively as financial adviser and
corporate broker to AMS and no one else in connection with the matters
described in this announcement and will not be responsible to anyone other
than AMS for providing the protections afforded to clients of Investec, nor
for providing advice in connection with the matters referred to herein.
Neither Investec nor any of its subsidiaries, branches or affiliates owes or
accepts any duty, liability or responsibility whatsoever (whether direct or
indirect, whether in contract, in tort, under statute or otherwise) to any
person who is not a client of Investec in connection with this announcement,
any statement contained herein, any offer or otherwise. Apart from the
responsibilities and liabilities, if any, which may be imposed on Investec by
the Financial Services and Markets Act 2000, or the regulatory regime
established thereunder, or under the regulatory regime of any jurisdiction
where exclusion of liability under the relevant regulatory regime would be
illegal, void or unenforceable, neither Investec nor any of its affiliates
accepts any responsibility or liability whatsoever for the contents of this
announcement, and no representation, express or implied, is made by it, or
purported to be made on its behalf, in relation to the contents of this
announcement, including its accuracy, completeness or verification of any
other statement made or purported to be made by it, or on its behalf, in
connection with AMS or the matters described in this announcement. To the
fullest extent permitted by applicable law, Investec and its affiliates
accordingly disclaim all and any responsibility or liability whether arising
in tort, contract or otherwise (save as referred to above in this paragraph)
which they might otherwise have in respect of this announcement, or any
statement contained herein.

The information in this announcement has not been audited or otherwise
independently verified and no representation or warranty, express or implied,
is made as to, and no reliance should be placed on, the fairness, accuracy,
completeness or correctness of the information or opinions contained herein.
None of the Company or any of its affiliates, advisors or representatives
shall have any liability whatsoever (in negligence or otherwise) for any loss
whatsoever arising from any use of this announcement, or its contents, or
otherwise arising in connection with this announcement.

This announcement does not constitute or form part of any offer or invitation
to sell, or any solicitation of any offer to purchase any shares in the
Company, nor shall it or any part of it or the fact of its distribution form
the basis of, or be relied on in connection with, any contract or commitment
or investment decisions relating thereto, nor does it constitute a
recommendation regarding the shares of the Company.

Certain statements, statistics and projections in this announcement are or may
be forward looking. By their nature, forward‑looking statements involve a
number of risks, uncertainties or assumptions that may or may not occur and
actual results or events may differ materially from those expressed or implied
by the forward-looking statements. Accordingly, no assurance can be given that
any particular expectation will be met and reliance should not be placed on
any forward-looking statement. Accordingly, forward-looking statements
contained in this announcement regarding past trends or activities should not
be taken as representation that such trends or activities will continue in the
future. You should not place undue reliance on forward-looking statements,
which are based on the knowledge and information available only at the date of
this announcement's preparation.

The Company does not undertake any obligation to update or keep current the
information contained in this announcement, including any forward‑looking
statements, or to correct any inaccuracies which may become apparent and any
opinions expressed in it are subject to change without notice.

References in this announcement to other reports or materials, such as a
website address, have been provided to direct the reader to other sources of
information on AMS which may be of interest. Neither the content of AMS'
website nor any website accessible by hyperlinks from AMS' website nor any
additional materials contained or accessible thereon, are incorporated in, or
form part of, this announcement.

Disclosure requirements of the Code

Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of
any class of relevant securities of an offeree company or of any securities
exchange offeror (being any offeror other than an offeror in respect of which
it has been announced that its offer is, or is likely to be, solely in cash)
must make an Opening Position Disclosure following the commencement of the
offer period and, if later, following the announcement in which any securities
exchange offeror is first identified. An Opening Position Disclosure must
contain details of the person's interests and short positions in, and rights
to subscribe for, any relevant securities of each of (i) the offeree company
and (ii) any securities exchange offeror(s). An Opening Position Disclosure by
a person to whom Rule 8.3(a) applies must be made by no later than 3.30 pm
(London time) on the 10th business day following the commencement of the offer
period and, if appropriate, by no later than 3.30 pm (London time) on the 10th
business day following the announcement in which any securities exchange
offeror is first identified. Relevant persons who deal in the relevant
securities of the offeree company or of a securities exchange offeror prior to
the deadline for making an Opening Position Disclosure must instead make a
Dealing Disclosure.

Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1%
or more of any class of relevant securities of the offeree company or of any
securities exchange offeror must make a Dealing Disclosure if the person deals
in any relevant securities of the offeree company or of any securities
exchange offeror. A Dealing Disclosure must contain details of the dealing
concerned and of the person's interests and short positions in, and rights to
subscribe for, any relevant securities of each of (i) the offeree company and
(ii) any securities exchange offeror(s), save to the extent that these details
have previously been disclosed under Rule 8. A Dealing Disclosure by a person
to whom Rule 8.3(b) applies must be made by no later than 3.30 pm (London
time) on the business day following the date of the relevant dealing.

If two or more persons act together pursuant to an agreement or understanding,
whether formal or informal, to acquire or control an interest in relevant
securities of an offeree company or a securities exchange offeror, they will
be deemed to be a single person for the purpose of Rule 8.3.

Opening Position Disclosures must also be made by the offeree company and by
any offeror and Dealing Disclosures must also be made by the offeree company,
by any offeror and by any persons acting in concert with any of them (see
Rules 8.1, 8.2 and 8.4).

Details of the offeree and offeror companies in respect of whose relevant
securities Opening Position Disclosures and Dealing Disclosures must be made
can be found in the Disclosure Table on the Takeover Panel's website at
www.thetakeoverpanel.org.uk, (http://www.thetakeoverpanel.org.uk/) including
details of the number of relevant securities in issue, when the offer period
commenced and when any offeror was first identified. You should contact the
Panel's Market Surveillance Unit on +44 (0)20 7638 0129 if you are in any
doubt as to whether you are required to make an Opening Position Disclosure or
a Dealing Disclosure.

 

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