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H.B. Fuller to acquire Tonsan

June 26, 2014

Tonsan, based in China, has current annual revenues of about $100 million.

H.B. Fuller Company has announced that it has signed an agreement to purchase Tonsan Adhesive, Inc. With this acquisition, H.B. Fuller says it will add strong customer relationships in high-value, fast-growing engineering adhesives markets, state-of-the-art manufacturing facilities, and strong product and technology development capabilities. Tonsan's current annual revenue is about $100 million with normalized EBITDA of just under $20 million.

Engineering adhesives make up approximately 30 percent of the global adhesives market, and the segment is expected to grow at rates significantly above the average for the adhesives industry. The market is characterized by technology formulations that provide high-value solutions to address unique and demanding customer requirements. Tonsan, the largest independent engineering adhesives provider in China, offers silicone, epoxy, anaerobic and cyanoacrylate technologies that will facilitate H.B. Fuller's global entry into this important segment. Tonsan develops, manufactures and sells a comprehensive range of engineering adhesive products for key durable assembly markets, such as transportation (automotive, rail and shipbuilding), machinery, photovoltaic, electronics and electrical appliances. H.B. Fuller's global infrastructure will enable the delivery of Tonsan's technologies and products around the world and specifically to key global customers.

H.B. Fuller will acquire 95 percent of the equity of Tonsan for cash consideration of Rmb 1.4 billion, or about $230 million. The four founding shareholders of Tonsan will remain with the company as a part of the leadership team and retain a minority equity interest.

"With this acquisition, we enter the fast-growing and profitable engineering adhesives market and strengthen our business in China," says H.B. Fuller President and Chief Executive Officer Jim Owens. "Together with Tonsan's management, we will grow in China and expand this business around the globe in ways that were not possible when Tonsan was an independent Chinese company. This acquisition will launch H.B. Fuller into some of the most exciting and profitable segments of the adhesives industry."

Subject to customary closing conditions and regulatory approvals, the transaction is expected to close in the fourth quarter of this year.