U.S. H.B. Fuller Rejects Up to $1.2 Billion Offer for Building Adhesives Business

en.Wedoany.com Reported - On August 24, the board of U.S. adhesive manufacturer H.B. Fuller unanimously rejected a non-binding acquisition proposal from Ancora Holdings Group. Ancora proposed acquiring H.B. Fuller's Building Adhesive Solutions (BAS) business for $1.1 billion to $1.2 billion in cash, but the board determined that the offer significantly undervalued the business and lacked key details such as financing capability and standalone operational arrangements.

Ancora submitted a formal offer on August 12, intending to negotiate transaction documents with H.B. Fuller after completing confirmatory due diligence. The proposal was also subject to approvals from relevant boards, shareholders, government agencies, and third parties. Ancora stated at the time that the offer was based on publicly available information and did not rule out increasing the purchase price if due diligence revealed additional value. The proposal was merely an expression of interest and did not constitute a binding transaction agreement.

H.B. Fuller cited BAS's recent operating performance as a key factor in rejecting the offer. In the second quarter of 2026, the business posted organic revenue growth of 6% year-over-year, with EBITDA up 10% year-over-year. BAS shares manufacturing facilities across more than 30 plants globally with the company's other businesses, and divesting it could increase production, tax, and supply chain costs while weakening business scale and cash flow.

BAS was formed at the start of H.B. Fuller's fiscal year 2025, consolidating businesses including insulating glass, woodworking, composites, roofing, building envelope, and infrastructure. On a recast basis, the related businesses generated net revenue of approximately $850 million and adjusted EBITDA of approximately $130 million in fiscal year 2024, with products serving applications in construction, energy, utilities, and data management facilities.

H.B. Fuller will continue to advance the Advanced Medical Solutions Group acquisition and the Project Quantum Leap manufacturing network adjustment plan, targeting a leverage ratio of 2.5x to 3.0x within two years after the acquisition closes. Ancora maintained its acquisition interest after the rejection and stated it has the ability to self-fund, with the possibility of raising its offer based on subsequent developments.