WINSTON-SALEM, N.C. -- Reynolds American Inc. and Lorillard Inc. have announced the date of special shareholder meetings to vote on their planned $25-billion merger, according to a regulatory filing with the U.S. Securities & Exchange Commission (SEC).
The tobacco companies have scheduled their respective meetings for Jan. 28, 2015--Reynolds American at its corporate offices in Winston-Salem, N.C., and Lorillard at the Ballantyne Hotel, in Charlotte, N.C.
Reynolds American shareholders will vote on the issuance of shares of common stock to Lorillard shareholders, among other matters. The Lorillard shareholders will vote on whether to adopt the merger agreement, as well as executive officer compensation payments, among other matters.
The companies first announced the deal in mid-July.
The transaction will unite Reynolds American, the No. 2, and Lorillard, the No. 3 tobacco company in the United States, creating a stronger No. 2 company to challenge Altria Group Inc.
At that time, Reynolds American also reached an agreement with Imperial Tobacco under which Imperial will purchase the blu eCigs brand; the KOOL, Salem, Winston and Maverick combustible cigarette brands; and other assets and liabilities for a total consideration of $7.1 billion to head off regulatory concerns about competition.
Federal regulators are conducting an antitrust review of the deal.
Reynolds American, Winston-Salem, N.C., is the parent company of R.J. Reynolds Tobacco Co., the second-largest U.S. tobacco company with brands including Camel, Pall Mall, Winston, Kool, Doral, Salem, Misty and Capri; American Snuff Co. LLC, the nation's second-largest manufacturer of smokeless tobacco products, with brands including Grizzly and Kodiak; Santa Fe Natural Tobacco Co. Inc., which manufactures and markets Natural American Spirit 100% additive-free natural tobacco products; Niconovum USA Inc.; Niconovum AB, which market nicotine replacement therapy products in the United States and Sweden, respectively, under the Zonnic brand; and R.J. Reynolds Vapor Co., which makes and markets Vuse e-cigarettes.
Greensboro, N.C.-based Lorillard, through its Lorillard Tobacco Co. subsidiary, is the third largest manufacturer of cigarettes in the United States. Newport, Lorillard's flagship premium cigarette brand, is the top-selling menthol and second-largest-selling cigarette in the United States. Its other brands include Kent, True, Maverick and Old Gold. These five brands include 43 different product offerings which vary in price, taste, flavor, length and packaging. Lorillard, through its other subsidiaries, is also a leading e-cigarette company with the blu eCigs and SkyCig brands.
Imperial Tobacco, Bristol, England, is a multi-national tobacco company. Its brands include Davidoff cigars, cigarettes and pipe tobaccos; West and Gauloises Blondes cigarettes; Montecristo cigars; Golden Virginia hand rolling tobacco; Drum fine-cut tobacco; Rizla rolling papers; and the Puritane e-cigarette brand.
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