Issue #3 | Week of June 22-26, 2026

The Pulse

42 announced transactions this week, down slightly from last week's 44, with Services 20, Technology 22, and 3 platform deals. The week's deals by count are moderate, but by dollar volume this is the biggest week of 2026: two biopharma / life sciences transactions over $10 billion announced in the same five-day stretch.

🤝 Announced Deals

Deal value: $11.3 billion | EV / Revenue: 9.3x | EV / EBITDA: 26.2x

Merck KGaA announced an all-cash acquisition of Bio-Techne for $73 per share, a 36% premium to the one-month VWAP and an implied enterprise value of approximately $11.3 billion. Bio-Techne generated LTM revenue of $1.21 billion and adjusted EBITDA of $431.6 million, a 35.6% margin. The portfolio spans recombinant proteins, antibodies, immunoassays, spatial biology tools (mid-teens organic growth in Q3), and cell and gene therapy analytics across two segments: Protein Sciences and Diagnostics and Spatial Biology.

My take: The 26.2x multiple makes sense relative to the state of the life sciences tools market over the past two years. Bio-Techne's stock was trading around $54 before the announcement (well below its 2021 highs) because the company has been cycling through the same post-COVID downturn that hit Thermo Fisher, Danaher, and every other tools company as academic institutions destocked, emerging biotech funding dried up, and GMP manufacturing orders normalized. Q3 FY2026 revenue was down 2% organically and adjusted EBITDA of $116.7 million was below the prior year. The business is not broken, though, just cyclically depressed. Merck is paying 26x trough-ish EBITDA on a 35.6% margin business with mid-teens spatial biology growth and six consecutive quarters of double-digit large pharma revenue growth. If the life sciences tools market normalizes over the next two to three years as biotech funding converts to procurement and academic budgets stabilize, the multiple Merck is paying looks materially more reasonable on a forward basis than it does on trailing numbers. The €140 million cost synergy target is additive on top of that. The workflow stickiness argument is also pretty good (researchers validating protocols around specific Bio-Techne antibodies and proteins do not switch lightly) but it is the recovery thesis that most likely explains why Merck moved now rather than waiting.

AbbVie announced a definitive agreement to acquire Apogee Therapeutics for $135.11 per share in cash, a total equity value of approximately $10.9 billion. Apogee's lead asset is zumilokibart, a half-life extended subcutaneous IL-13 monoclonal antibody in late-stage development for moderate-to-severe atopic dermatitis, with Phase 3 initiation expected in the second half of 2026. The pipeline also includes APG273, a combination antibody targeting both IL-13 and TSLP for asthma, which showed single-dose suppression of inflammatory markers for up to six months in Phase 1.

My take: Apogee is a clinical-stage company with no revenue, so there is no revenue multiple to report. The $10.9 billion price is entirely a function of how AbbVie's modeling team values the peak sales potential of zumilokibart across atopic dermatitis, asthma, and potentially eosinophilic esophagitis, discounted back at their cost of capital. AbbVie generated $7.29 billion in immunology revenue in Q1 2026 alone, so they take this therapeutic area seriously and think there is plenty of room to justify a large pre-commercial acquisition. The dosing differentiation is the commercial thesis in miniature: Dupixent, the current market leader in moderate-to-severe AD, requires a subcutaneous injection every two weeks. Zumilokibart's Phase 2 data showed durable efficacy with dosing as infrequent as every three to six months. If Phase 3 confirms that profile, zumilokibart is a more patient-friendly product in a large and growing category, and AbbVie has both the commercial infrastructure and the payer relationships to launch it efficiently.

Deal value: $942 million (£715m including debt) | EV / Revenue: 3.1x | EV / EBITDA: 14.3x

H.B. Fuller, a Minnesota-based industrial adhesives manufacturer, announced an agreed cash acquisition of Advanced Medical Solutions Group at 285 pence per share, a 34.8% premium to the May 20 closing price. AMS generated FY2025 revenue of £228.9 million ($301.6 million), up 29% at constant currency following the Peters Surgical integration, and adjusted EBITDA of £49.8 million ($65.7 million), a 21.8% margin. The product portfolio includes tissue adhesives, silver-containing wound dressings, haemostats, sutures, and soft-silicone wound closures under brands including LiquiBand and Resorba.

My take: The M&A history on AMS is the most interesting part of this transaction and explains why H.B. Fuller succeeded where three PE firms did not. Inflexion circled the company in September 2024 without making a formal offer. Montagu followed in March 2025, again without bidding. TA Associates announced it was in discussions in April 2026, set a UK Takeover Panel deadline of May 16 to bid or walk, and walked — triggering a 19% single-day stock decline and a Panmure Liberum note describing AMS as "jilted again." Six weeks later, H.B. Fuller, which had made an unsolicited approach on April 30 while TA was still in the process, announced an agreed deal at 285p. PE buyers have to make deals work on an IRR basis, which typically means entry multiples in the 10x to 12x EBITDA range with a clear leverage and exit path, while AMS at 14.3x EBITDA was presumably above what three different PE firms could underwrite to a required return. A strategic buyer with adhesive chemistry infrastructure, a global commercial footprint across 77 plants, and a stated strategy of building medical as a core vertical could justify 14.3x because the synergy math is different: H.B. Fuller is not looking for an exit multiple, it is looking for a platform that accelerates revenue in a category it has been trying to enter. H.B. Fuller CEO Celeste Mastin described AMS as a "structurally scarce" asset, language that is accurate given how many times it had been approached without closing.

Incline Equity Partners announced a partnership with West Physics, an Atlanta-based provider of medical and health physics testing, consulting, and accreditation services. West Physics is a market leader in accreditation and testing services for medical imaging equipment including MRI, CT, and X-ray, with additional capabilities in radiation therapy physics and industrial radiation protection.

My take: Medical physics is a niche platform formation target, with several active consolidators (West, Apex, One Physics). Every radiation oncology facility needs a board-certified medical physicist (roughly 0.5 to 1 FTE) per linear accelerator depending on treatment complexity and case volume. The physicist is not a periodic visitor: they perform daily and monthly QA on the linear accelerator, verify patient-specific dosimetry before each treatment plan, commission new equipment, and serve as the clinical safety backstop for every dose delivered. The facility cannot operate without them. Many smaller programs and community cancer centers cannot recruit a full-time employed physicist, which creates a natural outsourcing market: contract the coverage rather than hire it. That is the business Incline is acquiring into. The revenue is recurring, the contracts are long-term, the switching cost is high, and the board-certified medical physicist shortage is structural (CAMPEP residency programs produce a limited number of graduates annually against a growing installed base of linear accelerators).

Boundless, a Columbus, Ohio-based nonprofit serving people with autism, developmental disabilities, and behavioral health needs, and Merakey USA, a Lafayette Hill, Pennsylvania-based nonprofit serving similar populations across a broader geographic footprint, announced a strategic affiliation creating a shared organization. Together the combined entity will serve thousands of individuals across multiple states.

My take: Nonprofit I/DD and behavioral health affiliations have been accelerating for the same reasons nonprofit hospital affiliations did a decade ago: scale matters for Medicaid managed care contracting, workforce recruitment, and compliance infrastructure, and the smallest independent operators are finding it harder to compete on any of those dimensions. Boundless and Merakey are both well-established organizations with decades of operating history, and this is a peer merger rather than a distressed combination. The strategic logic is the same as the Quorum conversion we covered in Issue #7 in reverse: where Quorum's conversion reflected an organization that had run out of options, Boundless and Merakey appear to be affiliating from a position of strength before the competitive and regulatory environment forces the issue. The combined organization's stated ambition of creating "a new national model for human services" is aspirational language, but there is a strong underlying trend: I/DD and behavioral health services delivered at regional scale under Medicaid managed care contracts are increasingly a game of size, data infrastructure, and payer leverage that favors larger organizations.

I tracked 37 additional transactions this week, including Therapy 2000 / Avesi Partners (Texas pediatric therapy platform with 10,000-plus patients and 1,000-plus employees, Ziegler-advised), UAMS taking operational control of Encore Medical Center (53-bed acute care hospital in Bryant, Arkansas, leased with the property acquired separately), and three aesthetics transactions including DermDox acquiring Modern Aesthetics Plastic Surgery and Aviva Aesthetics entering Texas through Bougie Aesthetics. The complete list is available to subscribers.

🏷️ Active Listings: Businesses You Can Actually Buy

Location: Dallas, TX | Asking Price: $125.0M | Revenue: $49.0M | EBITDA: $20.0M | EBITDA Margin: 40.8% | Price / Revenue: 2.55x | Price / EBITDA: 6.25x

Vertically integrated DME and pharmacy platform across multiple Southern states. 72% gross margin. Balanced mix of government and commercial payors. Recurring reimbursement-driven revenue.

My take: The 40.8% EBITDA margin on a DME and pharmacy business is the number that requires the most explanation. Standard DME businesses run at 15% to 25% EBITDA. Standard pharmacy businesses run at 5% to 15%. A blended 40.8% implies either a product mix concentrated in high-margin specialty DME categories (orthotics and prosthetics, complex rehab technology, or sleep therapy), a significant cash-pay or out-of-network component, or an operating cost structure that depends on owner involvement that will not survive a change of ownership. The 72% gross margin is equally unusual and points toward specialty product categories rather than commodity DME or retail pharmacy. At 6.25x EBITDA and $125 million asking price, this is an institutional-scale transaction requiring institutional-quality due diligence: a full quality of earnings, a payer mix audit against actual claim data, a review of the accreditation status and any open audits, and a map of the referral relationships that drive patient census. If the margin is structural and the payer relationships are durable, 6.25x is a reasonable ask for a multi-state DME/pharmacy platform. If the margin reflects product categories that are currently under CMS pricing pressure or relationships that are concentrated in one or two referral sources, the number looks different quickly.

Location: Southwest U.S. (undisclosed) | Asking Price: $21.0M | Revenue: $7.2M | EBITDA: $3.4M | EBITDA Margin: 47.2% | Price / Revenue: 2.92x | Price / EBITDA: 6.18x

Joint Commission-accredited residential drug and alcohol treatment center with detoxification, inpatient, outpatient, and sober living programs. Payer mix 90-95% commercial insurance, 5-10% private pay. One owner has fallen ill; the other remains healthy and is willing to stay.

My take: The 90-95% commercial payer mix is the genuine differentiator for a residential behavioral health center. Most addiction treatment facilities carry significant Medicaid or self-pay exposure that compresses margins and creates reimbursement instability. A predominantly commercial book at this scale means the center has established in-network contracts with major commercial insurers, which are difficult to obtain and valuable on a change of ownership. The 47.2% EBITDA margin is high for residential behavioral health but achievable with full census and commercial payer rates. The owner illness as the impetus for sale introduces timing and uncertainty that a buyer should account for: the transition plan and the key person risk around the departing owner need to be understood before closing. The 6.18x EBITDA ask is at the low end of where quality commercial-focused residential treatment centers have been trading in institutional processes, and the combination of Joint Commission accreditation, commercial payer mix, and a motivated seller creates a real opportunity for a behavioral health platform looking for a Southwest entry.

Location: New London, CT | Asking Price: $4.4M | Revenue: $6.7M | SDE: $3.4M | SDE Margin: 50.7% | Price / Revenue: 0.66x | Price / SDE: 1.29x**

20-year-old Mohs surgery and medical dermatology practice in coastal southeastern Connecticut. 1,000-1,200 Mohs cases annually. 16,820 patient encounters. 62% Medicare, 34% commercial payer mix. Three providers plus a fourth joining mid-2026. Explicitly marketed as a physician-to-physician transaction.

My take: The listing directly states it is not structured for PE, MSOs, or financial acquirers, which is worth taking at face value. The 0.66x revenue and 1.29x SDE ask is the most attractively priced business in this week's set and reflects the physician-only buyer universe. However, a practice with 1,000 to 1,200 Mohs cases per year is a high-volume surgical dermatology practice that generates consistent referral revenue because referring dermatologists and PCPs seek out high-volume Mohs surgeons for complex and cosmetically sensitive cases. The PA-C team generating 55-60% of net collections through medical dermatology and feeding Mohs referrals internally is a built-in referral engine that meaningfully reduces key-person risk at the Mohs surgeon level. The incoming physician steps into a complete clinical operation with an established case volume and a patient panel of 11,150 established patients. For a fellowship-trained Mohs surgeon who has considered practice ownership: at $4.4 million with conventional medical practice financing available at sub-6% rates, this compares very favorably to building from scratch in any coastal New England market.

Location: Queens, NY | Asking Price: $13.5M | Revenue: $6.0M | Cash Flow: $3.0M | CF Margin: 50.0% | Price / Revenue: 2.25x | Price / Cash Flow: 4.50x

Well-regarded interventional pain management practice in Queens with a consistent profit history. Management will stay post-acquisition.

My take: Interventional pain management in New York City carries specific regulatory context: the New York State Department of Health has periodically scrutinized high-volume pain management practices, and the New York CPOM framework requires physician ownership of the clinical entity. A 50% cash flow margin on a $6 million pain management practice is strong and suggests a favorable payer mix and significant ancillary revenue — likely drug testing, diagnostics, or procedure-based income that goes beyond office visit billing. The 4.50x cash flow ask is in the middle of the secondary market range for New York interventional pain practices. The "management will stay" disclosure is meaningful for any buyer who is not a pain physician: continuity of the clinical team is essential for retaining referral relationships in a New York City market where patients and referring providers have multiple alternatives. New York's CPOM rules mean that a non-physician buyer must structure through an MSO and physician services agreement, and the fair market value of the management fee is a compliance requirement, not a negotiable variable.

Location: Hillsborough County, FL | Asking Price: $4.5M | Revenue: $4.25M | Cash Flow: $1.8M | CF Margin: 42.3% | Price / Revenue: 1.06x | Price / Cash Flow: 2.50x

Four fully operational pain management clinics in high-demand areas of Central Florida, each supported by onsite physicians and established patient bases. Scalable systems and strong referral networks.

My take: The 2.50x cash flow ask on a four-location Florida pain management group is the cheapest pain management multiple in this week's set and is priced that way for a reason. Four locations at $1.8 million total cash flow means approximately $450,000 per location, which is a thin margin per site for a physician-staffed clinical model. The "onsite physicians" detail is the key variable: if those physicians are employed rather than owners, the physician expense is already embedded in the cash flow figure and the 42% margin is very nice. If the physicians are independent contractors or co-owners whose compensation has not been fully normalized, the $1.8 million is overstated. The 1.06x revenue ask suggests a business at the more accessible end of the market, appropriate for a physician buyer or a small regional group looking to acquire an existing referral base in Hillsborough County rather than building from scratch.

The difference between the New York and Florida implied valuations is likely some combination of the following:

1. New York vs. Florida payer mix dynamics work in opposite directions at these size levels. The Queens listing is described as interventional pain management, which in New York City typically means a mix of commercial insurance, workers' comp, and no-fault auto (PIP). New York no-fault PIP rates for pain management are among the highest in the country — New York state mandates $50,000 in PIP coverage minimum and the litigation environment around those claims means the rates are contested but often elevated. The Florida listing explicitly mentions "personal injury" and auto liability, but Florida's PIP reform in 2021 significantly cut reimbursement rates and restricted what PIP covers, which has compressed margins in Florida personal injury medicine practices over the last three years. A Florida PI practice in 2026 is a different financial proposition than a New York no-fault pain practice.

2. The New York listing appears to have higher-margin ancillary capture. The Queens listing has a 50% cash flow margin on $6 million in revenue, which strongly implies significant drug testing, in-house diagnostics, or procedure-based ancillary revenue that is not just office visit billing. The Florida listing has a 42.3% margin on $4.25 million but four locations versus one New York location (the per-location economics are much thinner in Florida, suggesting the ancillary capture is lower or the physician overhead is higher).

3. Competition environment. Queens is a dense market with limited practice formation, genuine barriers to entry, and established patient relationships that are sticky because patients and attorneys who know a practice stick with it. Central Florida is a more open and competitive market where new pain management clinics can and do enter regularly, which puts a ceiling on what any individual multi-location practice can command.

Sign-Off

That's it for Issue #12. Forward to one person, reply with feedback, and reach out directly if you are exploring a transaction, valuation, or FMV engagement.

Will Hamilton, CVA

The Weekly Checkup is published every Tuesday morning. Written for general informational purposes. Engagements through Scope Research or HealthFMV require a separate agreement.

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