H.B. Fuller Company said its board of directors unanimously rejected a second unsolicited, non-binding proposal from Ancora to acquire the company’s Building Adhesive Solutions (BAS) business for $1.2 billion to $1.4 billion in cash.
The St. Paul, Minnesota-based company said the board reached the decision after a review supported by independent financial and legal advisers. Directors concluded that the modest increase in the offer price did not adequately reflect the value of BAS, including its organic growth momentum, its role within H.B. Fuller’s broader platform and the potential upside from Project Quantum Leap.
The board also found that the proposal continued to lack key details, leading it to regard the terms as highly conditional.
H.B. Fuller said its board continues to evaluate all opportunities to maximize value for shareholders. As part of that effort, the company plans a market check covering selected market segments and product lines that are less integral to its portfolio and strategy. It intends to use any proceeds from the process toward deleveraging.
In carrying out the review, H.B. Fuller said it will carefully assess the feasibility of separating certain market segments. That assessment will include stranded costs, tax implications, dis-synergies and the effect on execution of Project Quantum Leap. The company expects to complete the market check by the end of 2026.