A German multinational corporation tried to buy its only serious competitor in the U.S. construction adhesive market, and its own executives put the reason in writing: wiping out the rival brand was the whole point.

The product in question is the tube of heavy-duty glue sitting on the shelf at every Home Depot and Lowe’s in America. The brands are Loctite and Liquid Nails. The plan was for Henkel, Loctite’s German parent company, to buy Liquid Nails from private equity firm American Industrial Partners (AIP) and fold both dominant brands under one corporate roof. The Federal Trade Commission called it what it was: a textbook attempt to build a monopoly on the backs of DIYers and professional tradespeople across the United States.

The FTC filed its federal complaint on December 11, 2025. The agency voted 2-0 to block the deal. A temporary restraining order is in place while the courts decide whether this acquisition gets to happen at all.

Two Brands. Every Shelf. Zero Real Competition.

Construction adhesive is the heavy-duty bonding product you reach for when you’re installing drywall, laying subflooring, hanging cabinets, or affixing tiles. It is engineered for structural strength, engineered to dry fast, and sold in cartridges that fit a standard caulking gun. It is not a nail, a screw, a caulk, or a tube of super glue. It occupies its own specific shelf at every major home improvement retailer in the country.

According to the FTC’s complaint, the overwhelming majority of U.S. construction adhesive sales happen through the retail channel, which includes Home Depot, Lowe’s, Menards, Walmart, Ace Hardware, and True Value. Only a small fraction moves through distributors, specialty dealers, or lumberyards. The retail channel is its own market, the FTC argued, because it operates under completely different rules: limited shelf space, brand-driven purchasing decisions, per-unit pricing, and intense planogram competitions between suppliers.

In that retail market, Loctite and Liquid Nails have a combined market share that the FTC’s complaint consistently describes as above 70% and, based on the companies’ own internal documents, potentially reaching as high as 80% or more. The FTC’s own market analysis found that after the merger, Henkel would sell over two-thirds of all construction adhesives in the United States.

The story has been the same for decades. Competitors have tried to break in. Gorilla Glue managed a limited, premium-priced foothold. Multiple well-known brands from adjacent product categories attempted to get shelf space and failed. Major retailers including Lowe’s, Home Depot, and Menards each tried launching their own private-label construction adhesive and could not pull customers away from Loctite and Liquid Nails. The FTC notes that today, none of those three mega-retailers offer a private-label construction adhesive, despite offering house brands in dozens of other categories.

What It Takes to Even Get on the Shelf

Breaking into this market requires more than a good product. A new brand needs manufacturing infrastructure, chemistry development, regulatory compliance, years of brand-building, and the ability to compete in detailed, months-long “product line reviews” where retailers decide which brands earn shelf space. Preparing for a single retailer’s line review can take months of coordinated work from sales, marketing, and market intelligence teams. Building a full product portfolio comparable to Loctite or Liquid Nails requires even more. The barriers to entry are not incidental. They are structural and they are enormous.

How Private Equity Flipped Liquid Nails Into a Monopoly Play

American Industrial Partners (AIP), a New York private equity firm, purchased Liquid Nails from PPG Industries in December 2024 as part of PPG’s architectural coatings business sale. AIP rebranded the business as The Pittsburgh Paints Company. Then, roughly four months later, on April 15, 2025, AIP agreed to sell just the specialty adhesives and sealants piece, including Liquid Nails, to Henkel. The deal value was not publicly disclosed in unredacted form, but the transaction structure and scale are clear from the complaint.

Henkel created a dedicated acquisition vehicle called A-Paint Topco, Inc., whose sole purpose was to hold the Liquid Nails business and transfer it to Henkel. This is standard private equity and corporate M&A mechanics. The effect, however, was far from routine: it would have handed Henkel simultaneous ownership of the two brands that together dominate American retail shelves for construction adhesives, with no viable third competitor to constrain their pricing or product choices.

Henkel’s own deal documents described the strategic rationale in writing. The FTC’s complaint quotes those documents directly. Eliminating competition was not a side effect. It was the goal.

The Non-Financial Ledger: What This Costs Real People

The homeowner in Ruckersville, Virginia who walks into Lowe’s to buy construction adhesive for a bathroom tile job is not thinking about antitrust law. They are thinking about getting the job done, keeping their home in shape, and not spending more money than they have to. For that person, the existence of two competing brands on the shelf next to each other is the invisible mechanism that keeps prices honest. Competition is the only force that has been working on their behalf at that shelf. This merger would have ended it.

Liquid Nails has long held the “value” position in the construction adhesive market. According to Henkel’s own strategic documents cited in the FTC complaint, Liquid Nails is specifically known for its affordable offerings. Henkel, for its part, has internally acknowledged for years that to win customers from Liquid Nails, it has had to compete aggressively on price. That competitive pressure flows directly to consumers in the form of lower sticker prices and better promotions. When Henkel buys the brand it has been competing against, that pressure disappears. The race to the bottom, for the consumer’s benefit, stops.

Professional tradespeople face the same exposure. The complaint describes “professional craftsmen” as a core customer base for retail construction adhesives. These are the workers building and repairing American homes. They are often small contractors, sole operators, or workers paying out-of-pocket for supplies before billing a client. For these people, a price increase on a core consumable is not an abstract market event. It is a direct hit to their job costs, their margins, and their take-home income.

Then there is the innovation dimension, which is just as real as the price dimension. The FTC’s complaint documents a clear pattern: every time Liquid Nails launched a new product, Henkel responded with its own competing development. Every time Henkel innovated, Liquid Nails felt the pressure to match it. A-Paint launched the Liquid Nails Flex 5X hybrid product specifically to compete with Henkel’s offerings. Henkel accelerated its own product roadmap in direct response to Liquid Nails. That back-and-forth is the engine of product improvement for millions of customers. The merger would silence that engine. Henkel’s documents already show plans to rationalize, consolidate, and reduce product offerings after acquiring Liquid Nails. “Fewer options and higher prices” is how the FTC’s own complaint summarizes the outcome, and that framing is sourced directly from Henkel’s internal deal planning.

Legal Receipts: They Wrote This Down

The most damning element of this case is that Henkel documented its intentions in ordinary business communications. The FTC’s complaint quotes those documents. Here are the most critical passages sourced directly from the complaint:

“Elimination of this competition, though, is the lynchpin of this deal for Henkel. As a Henkel Corporate Vice President explained [in internal documents]…” FTC Complaint, Paragraph 11 — describing Henkel’s stated strategic rationale

“The combination of these heavyweights would both exacerbate market concentration and eliminate intense head-to-head competition that has inured to the benefit of Americans who use these products.” FTC Complaint, Paragraph 1 — FTC’s summary of the harm

“Today, Liquid Nails is known for its value offerings in construction adhesives. Henkel strategic documents as recent as August 2025 [describe Liquid Nails in this way]. To take share from Liquid Nails, Henkel strategic documents have long acknowledged that it [had to compete aggressively on price].” FTC Complaint, Paragraph 68 — documenting the competitive dynamic Henkel sought to eliminate

“Deal documents also show that [following the acquisition, Henkel plans to] leav[e] Americans with fewer options and higher prices—the very outcome that the antitrust laws guard against and the FTC is tasked to prevent.” FTC Complaint, Paragraph 70 — FTC’s direct characterization of Henkel’s post-acquisition plans

“There is a reasonable probability that the elimination of competition from the Proposed Transaction would result in increased prices, lesser quality, and reduced consumer choice and innovation.” FTC Complaint, Paragraph 57 — FTC’s legal finding on likely consumer harm

“Loctite and Liquid Nails have held their incumbent positions at retail for decades, dominating shelf space by virtue of their well-known, trusted, and sales-driving brands. As one Henkel document puts it, [the brands’ entrenched positions are a core strategic asset].” FTC Complaint, Paragraph 72 — on barriers to entry and brand dominance

Societal Impact Mapping: Who Gets Hurt and How

Economic Inequality

The populations who buy construction adhesives from retail stores are not a random cross-section of America. They are the people who fix their own homes because hiring labor is too expensive. They are the small contractors and independent tradespeople who buy supplies at Home Depot on the way to a job site. They are the renters who make their own repairs because landlords won’t, and the homeowners stretched thin by mortgages, insurance, and rising costs of everything. These are the exact consumers for whom a few dollars of price increase on a consumable product carries real weight.

The FTC’s complaint directly identifies “DIYers and professional craftsmen” as the primary customer base for retail construction adhesives. These are not wealthy consumers for whom brand loyalty is a luxury preference. For a professional craftsman running a small business, every input cost matters. Loctite and Liquid Nails competing against each other has kept those costs suppressed through lower prices, more promotions, and better deals negotiated during retailer product line reviews. The FTC documents specific instances of one brand cutting prices or offering promotions in direct response to competitive pressure from the other. That mechanism ends when one company owns both brands.

The complaint also notes that Liquid Nails occupies the “value” end of the market. It is the affordable option. Henkel’s documents show the company knew this and viewed it as a problem to be solved post-acquisition. The plan, as documented by the FTC, involves raising Liquid Nails’ prices and reducing its product lineup. The brand that served as the affordable option for cost-sensitive consumers was specifically targeted for elimination as a value competitor. That is a direct and measurable transfer of wealth from working people’s pockets into a German multinational’s revenue column.

The market concentration numbers confirm the scale of the problem. The FTC’s complaint states that the merger would increase the Herfindahl-Hirschman Index (HHI), the standard measure of market concentration, by over a threshold that triggers a legal presumption of illegality. The post-transaction HHI would exceed 1,800 points, another threshold that marks a market as “highly concentrated” under federal merger guidelines. And the combined market share would be considerably more than 30%, reaching what the FTC describes as over two-thirds of all U.S. construction adhesive sales. By any economic measure, this deal would have created the functional conditions for monopoly pricing in a product category that millions of Americans need access to at affordable prices.

The “Cost of Consolidation” Metric