H.B. Fuller rejects Ancora's $1.2 billion bid for adhesive unit

Aug. 24 (Reuters) - H.B. Fuller said on Monday its board unanimously rejected activist investor Ancora's unsolicited proposal to acquire its Building Adhesives Solutions (BAS) business, arguing that the offer significantly undervalued the unit.

In a letter to Ancora, H.B. Fuller said the proposal ignored the unit's growth prospects and lacked key details regarding Ancora's ability to execute the deal.

"As key construction end markets recover and benefit from tailwinds such as the data center buildout, we expect BAS to be a significant driver of earnings moving forward," said H.B. Fuller's board chair, Teresa Rasmussen.

Earlier this month, Ancora had proposed to buy Fuller's unit for as much as $1.2 billion in cash.

Rasmussen added that carving out the BAS business would result in material operating inefficiencies as it shares manufacturing infrastructure with the company's other businesses.

A surge in dealmaking activity has fueled campaigns by activist investors, who push companies to sell their entire business or parts of it, putting boards and management teams under greater pressure.

"By rejecting the offer without any engagement, CEO Celeste Mastin and the board have reinforced their proclivity for entrenchment," Ancora's President Jim Chadwick told Reuters.

Chadwick added that Ancora could self-finance a transaction, increase its offer and move quickly to address the company's leverage crisis.

Ancora also criticized H.B. Fuller's response to the bid, saying it strengthened its case for board changes and claimed there was interest in both the BAS segment and the entire company from other parties.