Oct 21, 9:10 PM ET
H.B. Fuller completed the sale of $850 million of 7.625% senior unsecured notes due October 15, 2034, and terminated its $917 million unsecured bridge credit agreement that had been set up to help finance its pending acquisition of Advanced Medical Solutions Group plc. The notes carry a special mandatory redemption of $450 million if that acquisition is not completed by the June 25, 2027 deadline, so the financing outcome depends partly on the deal closing.
- Notes: $850 million aggregate principal, 7.625% interest, payable semi-annually from April 15, 2027, maturing October 15, 2034
- Bridge credit agreement dated June 25, 2026 was terminated on October 21, 2026 with no loans outstanding and no prepayment premium
- Company must redeem $450 million of the notes at 100% of issue price if the Acquisition is not consummated by June 25, 2027
- Notes are not guaranteed by subsidiaries at issuance; change of control triggers an offer to repurchase at 101% of principal
Read the filing on SEC.gov ↗
Oct 19, 8:18 AM ET
H.B. Fuller's board unanimously rejected a second unsolicited, non-binding proposal from Ancora Holdings Group to buy its Building Adhesive Solutions business for between $1.2 billion and $1.4 billion in cash. The board said the modest price increase did not capture the business's value and that the offer's terms were highly conditional. The company will run a market check of select market segments and product lines, with proceeds intended for deleveraging, and expects to complete it by year end 2026.
- Ancora's second non-binding proposal priced the Building Adhesive Solutions business at $1.2 billion to $1.4 billion in cash
- Board unanimously rejected the proposal, citing value and highly conditional terms
- Market check covers segments and product lines less integral to the portfolio, with completion expected by year end 2026
Read the filing on SEC.gov ↗
Sep 28, 8:49 AM ET
H.B. Fuller appointed R. Jeffrey Bailly, former CEO of UFP Technologies, as a Class I director effective September 23, 2026, and he joins the Audit and Compensation Committees. Director Ruth S. Kimmelshue resigned from the board effective immediately, and the company said her departure was not due to any disagreement. The change adds a director with medical technology and M&A experience, which the company says supports its shift toward higher-growth, higher-margin end markets.
- Bailly, age 64, elected as a Class I director on September 23, 2026, with a term expiring at the 2027 annual meeting
- Bailly receives a $100,000 annual cash retainer, an initial grant of 1,300 restricted stock units, and an annual deferred phantom stock grant valued at $165,000
- Kimmelshue resigned effective immediately; the company said she served on the board for nearly a decade
Read the filing on SEC.gov ↗
Sep 24, 8:51 AM ET
H.B. Fuller reported third-quarter 2026 results for the quarter ended August 29, 2026, with net revenue of $938 million, up 5.2% year-on-year, and diluted EPS of $1.44 against $1.22 a year earlier. The company also updated its fiscal 2026 guidance, now expecting adjusted EBITDA of $655 million to $670 million and adjusted diluted EPS of $4.70 to $4.85, citing year-to-date performance.
- Net revenue was $938 million, up 5.2%; organic revenue rose 4.4%, with pricing adding 7.4% and volume lower.
- Adjusted EBITDA was $187 million, up 9%, and adjusted EBITDA margin was a record 19.9%, up 80 basis points.
- Net income was $79 million versus $67 million a year earlier; net working capital rose to 18.5% of annualized net revenue.
- Updated fiscal 2026 guidance: adjusted EBITDA of $655 million to $670 million and adjusted diluted EPS of $4.70 to $4.85; the filing does not state the prior ranges.
Read the filing on SEC.gov ↗
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