Regulatory News:
Altria Group, Inc. (NYSE: MO) today announced the expiration and results
of the previously announced cash tender offers and consent solicitations
by Altria and its subsidiary, Altria Finance (Cayman Islands) Ltd. (“Altria
Finance”), for any and all of Altria’s
outstanding notes and debentures denominated in U.S. dollars (“USD
Notes”) and Altria Finance’s
bearer bonds denominated in Euros (“EUR Bonds”),
in each case listed in the tables below (collectively, “Notes”).
The tender offers and consent solicitations expired at 5:00 p.m., New
York City time, on Friday, February 29, 2008, in the case of the tender
offers and consent solicitations for the USD Notes, and 5:00 p.m.,
Frankfurt time, on Friday, February 29, 2008, in the case of the tender
offer and consent solicitation for the EUR Bonds (in each case, an “Expiration
Date”). The tender offers and consent
solicitations are expected to result in first quarter 2008 charges of
approximately $400 million. Of this amount, approximately $100 million
is estimated to be tender and consent-related premiums.
The following table presents the results of the tender offers and
consent solicitations for the USD Notes as of the Expiration Date
therefor:
USD Notes
Title ofSecurities
CUSIPNumber
OutstandingPrincipalAmount
AggregatePrincipalAmount ofUSD
NotesTendered
AggregatePrincipalAmount ofUSD
ConsentsDeliveredSeparately
TotalPercentageofOut-standing USD
Notes/ConsentsTendered
7.650% Notesdue2008
718154CC9
$350,000,000
$256,872,000
$7,859,000
75.64%
5.625% Notesdue2008
02209SAB9
$500,000,000
$350,620,000
$9,108,000
71.95%
7.000% Notesdue2013
02209SAA1
$1,000,000,000
$940,749,000
$3,004,000
94.38%
7.750%Debenturesdue2027
718154CF2
$750,000,000
$707,807,000
$5,051,000
95.05%
Pursuant to the terms and conditions set forth in Altria’s
Offer to Purchase and Consent Solicitation Statement, dated January 31,
2008, and the related Letter of Transmittal and Consent for the USD
Notes, as amended by Altria’s press releases,
dated February 8, 2008 and February 13, 2008, Altria has accepted for
payment (1) all USD Notes validly tendered and not validly withdrawn
pursuant to the tender offers and (2) all consents validly delivered
without the tender of the related USD Notes and not validly revoked
pursuant to the consent solicitations prior to the Expiration Date
therefor.
As previously announced, Altria received the requisite consents to enter
into supplemental indentures to amend the indentures governing the USD
Notes, and Altria and the trustee have executed and delivered such
supplemental indentures. The amendments set forth in the supplemental
indentures became operative upon Altria’s
acceptance of the USD Notes and consents listed above for payment.
The following table presents the results of the tender offer and consent
solicitation for the EUR Bonds as of the Expiration Date therefor:
EUR Bonds
Total
Percent-
age
of
Aggregate
Out-
Aggregate
Principal
standing
Title
Principal
Amount of
EUR
of
Outstanding
Amount of
EUR Consents
Bonds/
Sec-
ISIN/
Principal
EUR Bonds
Delivered
Consents
urities
WKN
Amount
Tendered
Separately
Tendered
5.625%
DE0002484557/
Bearer
248455
Bonds
1998/
€
€
€
2008
1,022,583,762.39
372,907,764.56
69,968,395.09
43.31%
Pursuant to the terms and conditions set forth in Altria Finance’s
Offer to Purchase and Consent Solicitation Statement, dated January 31,
2008, for the EUR Bonds, as amended by Altria’s
press releases, dated February 13, 2008 and February 27, 2008, Altria
Finance has accepted for payment (1) all EUR Bonds validly tendered and
not validly withdrawn pursuant to the tender offer and (2) all consents
validly delivered without the tender of the related EUR Bonds and not
validly revoked pursuant to the consent solicitation prior to the
Expiration Date therefor.
Altria and Altria Finance expect that payment for Notes validly tendered
pursuant to the tender offers and consents validly delivered pursuant to
the consent solicitations will be made on March 5, 2008.
Altria’s tender offers and consent
solicitations were made pursuant to the terms and conditions set forth
in Altria’s Offer to Purchase and Consent
Solicitation Statement, dated January 31, 2008, and the related Letter
of Transmittal and Consent for the USD Notes, as amended by Altria’s
press releases, dated February 8, 2008 and February 13, 2008. Altria
Finance’s tender offer and consent
solicitation was made pursuant to the terms and conditions set forth in
Altria Finance’s Offer to Purchase and
Consent Solicitation Statement, dated January 31, 2008, for the EUR
Bonds, as amended by Altria’s press releases,
dated February 13, 2008 and February 27, 2008.
Please refer to the tender offer and consent solicitation documents for
the complete terms of the tender offers and consent solicitations.
Information Relating to Tender Offers
and Consent Solicitations
Goldman, Sachs & Co. and Citi acted as the Dealer Managers for the USD
Notes tender offers and Solicitation Agents for the USD Notes consent
solicitations. Investors with questions regarding the tender offers and
consent solicitations for the USD Notes may contact Goldman, Sachs & Co.
at (212) 357-4692 or (800) 828-3182 (toll-free) and Citi at (212)
723-6106 or (800) 558-3745 (toll-free). Global Bondholder Services
Corporation is the Information Agent and Depositary for the tender
offers and consent solicitations for the USD Notes and can be contacted
at the following numbers: banks and brokers (212) 430-3774 (collect),
all others (866) 470-3700 (toll-free).
Goldman Sachs International and Deutsche Bank AG, London Branch acted as
the Dealer Managers for the EUR Bonds tender offer and Solicitation
Agents for the EUR Bonds consent solicitation. Investors with questions
regarding the tender offer and consent solicitation for the EUR Bonds
may contact Goldman Sachs International at +44 (0) 20 7774 4686 and
Deutsche Bank AG, London Branch at +44 (0) 20 7545 8011. Deutsche Bank
AG, London Branch is the Tender Agent for the tender offer and consent
solicitation for the EUR Bonds and can be contacted at +44 (0) 20 7547
5000.
This press release is neither an offer to sell nor a solicitation of
offers to buy any of these securities. The tender offers and consent
solicitations have been made only pursuant to the offer documents,
including the applicable Offer to Purchase and Consent Solicitation
Statement distributed by Altria or Altria Finance, as the case may be.
Please refer to the offer documents for a description of offer terms,
conditions, disclaimers, and risk factors.
Altria Group, Inc. Profile
As of December 31, 2007, Altria owned 100% of Philip Morris
International Inc., Philip Morris USA Inc., John Middleton, Inc. and
Philip Morris Capital Corporation, and approximately 28.6% of SABMiller
plc. The brand portfolio of Altria’s tobacco
operating companies includes such well-known names as Marlboro, L&M,
Parliament, Virginia Slims and Black & Mild. Altria
recorded 2007 net revenues from continuing operations of $73.8 billion.
Trademarks and service marks mentioned in this release are the
registered property of, or licensed by, the subsidiaries of Altria
Group, Inc.
Forward-Looking Statements
This press release contains forward-looking statements that involve a
number of risks and uncertainties. Please refer to Altria Group, Inc.’s
Form 10-K for the period ended December 31, 2007 for a discussion of the
risks and uncertainties to which Altria is subject.
|