NEW YORK -- Altria Group Inc. and UST Inc. announced Friday that the Federal Trade Commission (FTC) has granted early termination of the initial waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and, therefore, no further regulatory review by the federal antitrust authorities is required in connection with Altria's acquisition of UST for $69.50 per share in cash.
Completion of the transaction remains subject to UST shareholder approval and certain other customary closing conditions. UST is in the process of scheduling a special shareholder meeting for on or [image-nocss] about December 4, 2008, during which UST's shareholders of record as of the close of business on October 23, 2008 will vote upon the proposed transaction. Details of the shareholder meeting will be contained in the proxy statement which UST expects to mail during the week of October 27. If approved and all other conditions to closing are satisfied, the transaction is anticipated to close no later than Jan. 7, 2009.
As of Oct. 16, 2008, New York City-based Altria owned 100% of each of Philip Morris USA Inc., Richmond, Va.; John Middleton Co., King of Prussia, Pa.; and Philip Morris Capital Corp., New York. In addition, Altria held a 28.5% economic and voting interest in London-based SABMiller plc.
The brand portfolio of Altria's tobacco operating companies includes such well-known names as Marlboro, Parliament, Virginia Slims, Basic and Black & Mild.
Greensboro, N.C.-based UST Inc. is a holding company for its principal subsidiaries: U.S. Smokeless Tobacco Co. and Ste. Michelle Wine Estates. U.S. Smokeless Tobacco is a leading producer and marketer of moist smokeless tobacco products including Copenhagen, Skoal, Red Seal and Husky. Ste. Michelle Wine Estates produces and markets premium wines sold nationally under 20 different labels including Chateau Ste. Michelle, Columbia Crest, Stag's Leap Wine Cellars and Erath, as well as exclusively distributes and markets Antinori products in the United States.
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