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3M and Bain Capital’s $1.95bn Acquisition of Madison Fire & Rescue

  • Jun 15
  • 6 min read

By Kush Mahawar, Xiao Xiao, Joe Colton, and Sean Yeow (University of Oxford); Arthus Marande, Namien Kone, and Christopher Putnis (ESCP)


Photo: Dominik Sostmann (Unsplash)


Overview of the deal


Acquirer: 3M (NYSE: MMM) – 50.1% / Bain Capital – 49.9% (Joint Venture)

Target: Madison Fire & Rescue (subsidiary of Madison Industries)

Implied Equity Value: N/A

Total Transaction Size: $1.95bn

Closed Date: Pending; expected H2 2026

Target Advisor: Lincoln International (Financial); Paul Hastings (Legal)

Acquirer Advisor: Kirkland & Ellis (Legal, Bain Capital); King & Spalding (Legal, 3M)


On March 19, 2026, 3M and Bain Capital signed a definitive agreement to acquire Madison Fire & Rescue from Madison Industries for $1.95bn. The transaction is structured as a joint venture rather than a straight buyout: 3M contributes its Scott Safety division, a leading provider of Self-Contained Breathing Apparatus (SCBA) for first responders, into the new entity, receives $700m in cash at closing, and retains a controlling 50.1% stake, with Bain Capital holding the remaining 49.9%. The strategic rationale combines scale with product complementarity. Madison Fire & Rescue operates a portfolio of established rescue and fire-suppression brands such as Holmatro, Amkus, Task Force Tips, Fire Fighting Systems, and Waterax, while Scott Safety brings premium SCBA solutions; together they form a vertically broader safety platform serving firefighters, first responders, and industrial workers globally.


The asset is structurally attractive: 75% recurring revenue, customer retention above 98%, long-tenured dealer relationships, and installed-base-driven replacement cycles. Closing is expected in H2 2026, subject to customary regulatory approvals.


The transaction reflects a clear pattern of corporate carve-outs into PE-backed joint ventures, where strategic sellers monetise non-core assets while retaining strategic exposure through a controlling stake. For Bain Capital, this is a classic buy-and-build platform play in a fragmented, mission-critical safety vertical, where first responder equipment is regulated, replacement-driven, and largely non-discretionary. For 3M, the JV accelerates scale in one of its priority verticals while crystallizing part of the value of Scott Safety. The structure also enables Bain Capital to invest in a high-quality safety platform alongside an experienced strategic partner, reducing operational risk relative to a standalone buyout.


Company Details (Acquirer - 3M)


3M is a global diversified technology company that manufactures and markets tens of thousands of products across safety, industrial, and consumer end markets. The company operates through three segments: Safety and Industrial, Transportation and Electronics, and Consumer, with well-known brands including Scotch Tape, Post-it, Scotchgard, and Scott Safety.


Founded: 1902

Headquartered: Saint Paul (Maplewood), Minnesota, USA

CEO: William M. Brown

Number of employees: 60,000

Market Cap: $75.7bn (as of 14/05/2026)

EV: $83.1bn (as of 08/05/2026)

LTM Revenue: $25.02bn (12 months ended March 31, 2026)

LTM EBITDA: $5.95bn

LTM EV/Revenue: 3.32x

LTM EV/EBITDA: 13.96x


Recent Transactions: Completed spin-off of Healthcare business as Solventum (April 2024); Settled PFAS public water systems litigation for up to $10.3bn and the Combat Arms earplug litigation for ~$6.0bn (2023); Divested Food Safety business to Neogen via Reverse Morris Trust for a ~$5.3bn combined value (September 2022)


Company Details (Acquirer - Bain Capital)


Bain Capital is one of the world's leading multi-asset alternative investment firms, with a global platform investing across Private Equity, Growth & Venture, Capital Solutions, Credit & Capital Markets, and Real Assets. Founded in 1984, the firm operates as a private partnership and was originally spun out of consulting firm Bain & Company, pioneering a consulting-driven approach to private investing.


Founded: 1984

Headquartered: Boston, Massachusetts (USA)

Leadership: Co-Managing Partners John Connaughton and Jonathan Lavine

Number of employees: +1,750 employees

AUM: ~$185bn (per Bain Capital, as of Dec 31, 2025)


Recent Transactions: Acquired Tingstad, a leading Non-food Consumables (March 2026); Acquired Service Loggic, a provider of commercial HVAC services (December 2025); Acquired Sizzling Platter, a US restaurant franchisee for ~$1.0bn


Company Details (Target - Madison Fire & Rescue)


Madison Fire & Rescue is a global provider of mission-critical fire suppression and rescue equipment serving municipal, industrial, and wildland first responders through a portfolio of leading brands including Holmatro, AMKUS, Task Force Tips, Fire Fighting Systems, and Waterax. The company specialises in highly engineered rescue and suppression technologies used in life-critical environments, with products spanning rescue tools, nozzles, monitors, control systems, and wildland pumps. Operating in more than 150 countries with around 1,000 employees, the business is driven by a deeply embedded customer base, recurring replacement-driven demand, long-standing wholesale relationships and industry-leading retention rates, while also maintaining strong engagement with firefighters through extensive training and field support initiatives.


Founded: N/A

Headquartered: Oak Brook, Illinois, USA

CEO: Kristofer N. Howard

Number of employees: 1,000

Market Cap: N/A

EV: $1.95bn

LTM Revenue: N/A

LTM EBITDA: N/A

LTM EV/Revenue: N/A

LTM EV/EBITDA: N/A


Projections and Assumptions


Short-Term Consequences


The first direct impact will be the carve-out of 3M’s fire and safety business units, Scott Safety, into a newly created entity that will be majority-owned by 3M and minority-owned by Bain Capital. The transactions align with 3M’s broader restructuring strategy following the 2024 spin-off of its healthcare business. The company seeks to focus on core industrial segments and improve liquidity through $700m in cash proceeds at closing.


The transaction will create a market leader in fire-rescue and industrial safety by combining Scott Safety, a leading manufacturer of SCBA systems and industrial protection equipment, with Madison Fire & Rescue’s specialized brands. The combination significantly expands the geographical reach, product offering, and customer base across the firefighter, rescue, and industrial safety markets.


In the short term, the newly formed entity will primarily focus on integration activity. These include operational consolidation, alignment of manufacturing and supply chain functions, integration of sales and distribution networks, and coordination of management structures. Bain Capital’s expertise in operational cost efficiency is expected to support the realization of synergies and accelerate integration.


Long-Term Upsides


By combining Madison Fire & Rescue’s leading brands with 3M’s market-leading Scott Safety breathing apparatus, the joint venture will develop a comprehensive equipment ecosystem. This expanded offering will enable the joint venture to secure lucrative long-term contracts with municipalities and industrial clients seeking to consolidate and streamline their procurement processes.


Bain Capital’s operational expertise can be used to guide optimisation of Madison’s manufacturing footprint as well as the elimination of supply chain redundancies. 3M’s extensive global distribution network will aid Madison Fire & Safety’s expansion into emerging industrial markets in the Asia-Pacific and Latin American regions. With strict regulatory mandates providing a strong moat, Madison Fire & Rescue offers resilient cash flows. This defensible moat leads to a profitable, streamlined asset that could be sold to another sponsor, floated on public markets, or, more likely, acquired in a clean corporate buyout by 3M.


Risks and Uncertainties


A key risk is the failure to integrate Madison Fire & Rescue into Bain Capital’s broader investment strategy and operational framework. The company operates in a service-driven market where customer relationships and local expertise are important, meaning operational disruptions or management turnover during the integration process could affect performance. Expanding into emerging markets will also create challenges tied to differing operational and regulatory standards, making it more difficult to maintain consistent service quality.


Expected growth opportunities from the acquisition may not materialise as quickly as anticipated. Projections of market penetration in emerging industrial markets may be complicated by competition from regional suppliers and by the difficulty of reconciling differing safety standards between advanced and emerging industrial markets. Synergies deriving from integration into 3M’s broader product ecosystem may be smaller than expected, with a risk of brand dilution of the strong Madison Fire & Rescue brand as a result of its subsumption into a broader 3M ecosystem.


Finally, as a regulation-driven sector, the deal may receive additional scrutiny beyond typical retail or consumer deals, which could delay the closing timeline and integration plans. However, given the clear argument that the combined product portfolios could offer a superior package to customers as well as the competitive nature of the market, the risk of regulatory delay is minimal.


It positions us to enhance margins and generate strong free cash flow, and enables continued investment in innovations that create value for customers and shareholders.” - William Brown, Chairman and CEO, 3M

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