Altria Announces Consideration for Cash Tender Offer
September 19 2016 - 1:30PM
Business Wire
Altria Group, Inc. (Altria) (NYSE:MO) today announces the
reference yield and total consideration for its previously
announced cash tender offer for any and all of its senior unsecured
9.95% Notes due 2038 (the “2038 Notes”) and any and all of its
senior unsecured 10.20% Notes due 2039 (the “2039 Notes” and,
together with the 2038 Notes, the “Notes”). The terms and
conditions of the tender offer are described in the Offer to
Purchase, dated September 13, 2016 and the related Letter of
Transmittal and Notice of Guaranteed Delivery.
For Notes validly tendered and not validly withdrawn at or prior
to 5:00 p.m., New York City time, today, September 19, 2016 (the
“Expiration Time”), and accepted for purchase, the applicable total
consideration per $1,000 principal amount of each series of Notes
(for each series of Notes, the “Total Consideration”) is the price
(calculated in accordance with standard market practice) determined
as described in the Offer to Purchase by reference to a yield to
maturity equal to the sum of (i) the yield to maturity for the
United States Treasury (“UST”) Reference Security specified in the
table below, calculated based on the bid-side price of such UST
Reference Security as of 11:00 a.m., New York City time, today,
September 19, 2016, plus (ii) the applicable fixed spread specified
in the table below.
Title of Securities CUSIP Number
OutstandingPrincipalAmount
U.S.
TreasuryReferenceSecurity
U.S.
TreasuryReferenceYield
Fixed Spread(bps)
TotalConsideration*
9.95% Notesdue 2038 02209SAE3 $682,321,000
2.500% due05/15/2046
2.443%
167
$1,842.71
10.20% Notes
due 2039
02209SAH6 $717,708,000
2.500% due05/15/2046
2.443%
167
$1,884.63
* Per $1,000 principal amount of Notes accepted for
purchase.
In addition, holders whose Notes are purchased in the tender
offer will be paid accrued and unpaid interest on their purchased
Notes from the last applicable interest payment date up to, but not
including, the payment date for such purchased Notes. Assuming that
the tender offer expires at the Expiration Time, and the conditions
to the tender offer are satisfied or waived, Altria expects the
payment for the purchased Notes to be made on September 22,
2016.
Note Issuance
On September 16, 2016, Altria completed an underwritten public
offering of senior unsecured notes in aggregate principal amount
sufficient to satisfy the financing condition described in the
Offer to Purchase. The tender offer is subject to the satisfaction
or waiver of certain other conditions, as specified in the Offer to
Purchase.
Information Relating to the Tender
Offer
Deutsche Bank Securities Inc., Goldman, Sachs & Co.,
Citigroup Global Markets Inc. and J.P. Morgan Securities LLC are
acting as the Dealer Managers for the tender offer. Investors with
questions may contact Deutsche Bank Securities Inc. at (866)
627-0391 (toll-free) or (212) 250-2955 (collect) and Goldman, Sachs
& Co. at (800) 828-3182 (toll-free) or (212) 357-1039
(collect). Global Bondholder Services Corporation is the
Information Agent and Depositary and can be contacted at the
following numbers: banks and brokers can call (212) 430-3774
(collect), and all others can call (866) 470-3900 (toll-free).
Copies of the Offer to Purchase and the related Letter of
Transmittal and Notice of Guaranteed Delivery are available at the
following web address: http://www.gbsc-usa.com/Altria/
This press release is neither an offer to sell nor a
solicitation of offers to buy any securities. The tender offer is
being made only pursuant to the Offer to Purchase and the related
Letter of Transmittal and Notice of Guaranteed Delivery. The tender
offer is not being made to holders of Notes in any jurisdiction in
which the making or acceptance thereof would not be in compliance
with the securities, blue sky or other laws of such jurisdiction.
None of Altria, the Dealer Managers, the Depositary, the
Information Agent or the trustee for the Notes makes any
recommendation in connection with the tender offer. Please refer to
the Offer to Purchase for a description of offer terms, conditions,
disclaimers and other information applicable to the tender
offer.
Altria’s Profile
Altria’s wholly-owned subsidiaries include Philip Morris USA
Inc., U.S. Smokeless Tobacco Company LLC, John Middleton Co., Nu
Mark LLC, Ste. Michelle Wine Estates Ltd. (“Ste. Michelle”) and
Philip Morris Capital Corporation. Altria holds a continuing
economic and voting interest in SABMiller plc.
The brand portfolios of Altria’s tobacco operating companies
include Marlboro®, Black & Mild®, Copenhagen®, Skoal®, MarkTen®
and Green Smoke®. Ste. Michelle produces and markets premium wines
sold under various labels, including Chateau Ste. Michelle®,
Columbia Crest®, 14 Hands® and Stag’s Leap Wine Cellars™, and it
imports and markets Antinori®, Champagne Nicolas Feuillatte™,
Torres® and Villa Maria Estate™ products in the United States.
Trademarks and service marks related to Altria referenced in this
release are the property of Altria or its subsidiaries or are used
with permission. More information about Altria is available at
altria.com and on the Altria Investor app.
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