Altria Group, Inc. Agrees to Acquire John Middleton, Inc. for $2.9 Billion |
Extends Its U.S. Tobacco Business Into the Growing Cigar Category
NEW YORK--(BUSINESS WIRE)--Nov. 1, 2007--Regulatory News:
Altria Group, Inc. (NYSE: MO) announced today that it entered into
an agreement to acquire 100% of John Middleton, Inc., a leading
manufacturer of machine-made large cigars, from privately held
Bradford Holdings for $2.9 billion in cash. The net cost of the
acquisition, after deducting approximately $700 million in present
value tax benefits arising from the terms of the transaction, is $2.2
billion.
"This acquisition, which takes place on the eve of Altria Group,
Inc.'s intended restructuring, is being undertaken to enhance our
long-term growth momentum in the U.S. market and create shareholder
value," said Michael E. Szymanczyk, Chairman and CEO of Philip Morris
USA (PM USA). "The acquisition is both strategically compelling and
financially attractive. It fits squarely with our announced strategy
to grow our U.S. tobacco business beyond cigarettes and complements
our recent initiatives in the smokeless category."
John Middleton, Inc.'s operating revenues are projected to reach
$360 million in 2007, generating operating income of $182 million.
Over the 2003 to 2007 period, operating revenues and operating income
are estimated to have grown at compound annual rates of approximately
10% and 13%, respectively, driven by the strength of the Black & Mild
cigar brand franchise. In 2007, total company cigar volume is expected
to reach a level of 1.2 billion units.
Subject to necessary regulatory approvals, Altria anticipates that
the transaction will be completed by year-end 2007. The acquisition,
which will be financed with existing cash, is expected to be modestly
accretive to Altria's 2008 earnings and generate an attractive
double-digit economic return.
"While there may be some cost savings, captured predominantly
through procurement synergies and the elimination of duplicative
expenses, the real appeal of this acquisition is to capitalize on PM
USA's sales, distribution and marketing infrastructure and expertise,"
Mr. Szymanczyk said. "Further, PM USA will contribute its strong
capabilities, resources and focus on corporate responsibility,
including youth smoking prevention."
"We look forward to welcoming John Middleton, Inc.'s talented
employees to the Altria family and to building upon the company's
strong growth track record," Szymanczyk added. "The plan is to
accelerate the Black & Mild brand's market share growth momentum in
the years ahead by leveraging the expertise and capabilities of both
John Middleton, Inc. and PM USA."
Growing Cigar Market
The U.S. cigar market is the world's largest with an estimated
total consumption of 10.5 billion units or more than 40% of the world
market. It is comprised of three segments: large machine-made, small
machine-made and hand-rolled premium cigars.
John Middleton, Inc. participates in the large machine-made cigar
segment, which has projected volume of 5.3 billion units in 2007. The
segment is estimated to have grown volumes at a compound annual rate
of approximately 4% over the 2003 to 2007 period and is highly
profitable.
Black & Mild
Black & Mild, a high-quality, large machine-made cigar
manufactured with a unique and proprietary blend of pipe tobacco,
enjoys strong brand equity, high brand awareness and solid volume and
share growth momentum. The Black & Mild brand is the second-largest
selling machine-made large cigar in the U.S., with a retail market
share of approximately 23 percent, and the Black & Mild five-cigar
pack is the best-selling large machine-made cigar package in the U.S.,
according to data through June 2007 from Information Resources, Inc.*
It is particularly strong in the South and Southeast regions of the
U.S., which together account for approximately 55% of segment volume.
*IRI Total U.S. FDMC Syndicated Reviews Database
Company Profile
John Middleton, Inc. was founded in 1856. It operates two
manufacturing facilities in King of Prussia and Limerick,
Pennsylvania. It has approximately 550 highly skilled and committed
employees with close to 90% dedicated to manufacturing.
Management
Upon closing, John Middleton, Inc. will continue to operate from
its current facilities in Pennsylvania. Orrin Ridington, Jr., the
current President of John Middleton, Inc., will continue to lead the
company's operations from Limerick, Pennsylvania and will work closely
with the PM USA management team to best capitalize on each company's
strengths.
Clinton Price, Sr., the current CEO, will retire as previously
planned, and has agreed to stay on in an advisory capacity during a
transition period.
Altria Group, Inc. Profile
As of September 30, 2007, Altria Group, Inc. owned 100% of Philip
Morris International Inc., Philip Morris USA Inc. and Philip Morris
Capital Corporation, and approximately 28.6% of SABMiller plc. The
brand portfolio of Altria Group, Inc.'s tobacco operating companies
includes such well-known names as Marlboro, L&M, Parliament and
Virginia Slims. Altria Group, Inc. recorded 2006 net revenues from
continuing operations of $67.1 billion.
Forward-Looking and Cautionary Statements
This press release contains projections of future results and
other forward-looking statements that involve a number of risks and
uncertainties and are made pursuant to the Safe Harbor Provisions of
the Private Securities Litigation Reform Act of 1995. The following
important factors could cause actual results and outcomes to differ
materially from those contained in such forward-looking statements.
Altria Group, Inc.'s tobacco subsidiaries (Philip Morris USA and
Philip Morris International) are subject to intense price competition;
changes in consumer preferences and demand for their products;
fluctuations in levels of customer inventories; the effects of foreign
economies and local economic and market conditions; unfavorable
currency movements and changes to income tax laws. Their results are
dependent upon their continued ability to promote brand equity
successfully; to anticipate and respond to new consumer trends; to
develop new products and markets and to broaden brand portfolios in
order to compete effectively with lower-priced products; and to
improve productivity.
Altria Group, Inc.'s tobacco subsidiaries continue to be subject
to litigation, including risks associated with adverse jury and
judicial determinations, and courts reaching conclusions at variance
with the company's understanding of applicable law and bonding
requirements in the limited number of jurisdictions that do not limit
the dollar amount of appeal bonds; legislation, including actual and
potential excise tax increases; discriminatory excise tax structures;
increasing marketing and regulatory restrictions; the effects of price
increases related to excise tax increases and concluded tobacco
litigation settlements on consumption rates and consumer preferences
within price segments; health concerns relating to the use of tobacco
products and exposure to environmental tobacco smoke; governmental
regulation; privately imposed smoking restrictions; and governmental
and grand jury investigations.
Altria Group, Inc. and its subsidiaries are subject to other risks
detailed from time to time in its publicly filed documents, including
its Quarterly Report on Form 10-Q for the period ended June 30, 2007.
Altria Group, Inc. cautions that the foregoing list of important
factors is not complete and does not undertake to update any
forward-looking statements that it may make.
Additional Information
More information about PM USA and John Middleton, Inc. is
available at www.altria.com.
CONTACT: Altria Group, Inc. Investor Line
(917) 663-2200
or
Philip Morris USA Inc. Media Center
(804) 484-8897
SOURCE: Altria Group, Inc.
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