Ancora Raises Acquisition Offer for H.B. Fuller's Building Adhesives Business to $1.4 Billion

en.Wedoany.com Reported - On September 29, investment firm Ancora Holdings Group submitted a revised acquisition proposal to the H.B. Fuller board of directors, offering $1.2 billion to $1.4 billion in cash to acquire its building adhesives solutions business. The new offer represents a further increase from the $1.1 billion to $1.2 billion proposal made on August 12, with the upper limit of the offer raised by $200 million. Ancora also obtained a "highly confident" financing letter from Fortress Investment Group to support the debt financing required for the potential transaction.

According to Ancora's calculations, the new offer corresponds to approximately 8.5 to 9.9 times the trailing twelve-month EBITDA of the building adhesives business, and approximately 9 times the business's projected EBITDA for 2026. Ancora stated that the business accounts for approximately 20% of H.B. Fuller's consolidated revenue, and the maximum offer represents approximately 50% of H.B. Fuller's current equity value. The relevant valuations and ratios are based on Ancora's proposed transaction methodology.

The H.B. Fuller board of directors unanimously rejected Ancora's previous non-binding offer of $1.1 billion to $1.2 billion on August 24, citing reasons including that the offer undervalued the building adhesives business, failed to fully reflect future growth expectations, and lacked key details regarding transaction financing and standalone business operation arrangements. H.B. Fuller also noted that the building adhesives business shares manufacturing systems with the company's other businesses across more than 30 plants globally, and a business separation could incur additional operational and tax costs.

The building adhesives solutions business was re-integrated by H.B. Fuller at the beginning of fiscal year 2025, covering product lines including insulating glass, woodworking, composites, roofing, building envelope, and infrastructure. The business reported net sales of approximately $850 million in fiscal year 2024, with adjusted EBITDA of approximately $130 million; revenue reached $245 million in the second quarter of fiscal year 2026, representing a year-over-year increase of 9.4%.

This revised proposal remains a non-binding acquisition proposal, subject to completion of due diligence, financing arrangements, regulatory and other necessary approvals, and negotiation and execution of a final acquisition agreement by both parties. Ancora stated that the formal transaction agreement is not expected to include financing conditions.