Altria Group, Inc. (Altria) (NYSE:MO) announces that we have
completed our acquisition of NJOY Holdings, Inc. (Transaction). We
have also updated our guidance for 2023 full-year adjusted diluted
earnings per share (EPS) in connection with the Transaction.
“The completion of this Transaction is a transformative step in
our goal of Moving Beyond Smoking,” said Billy Gifford, Altria’s
Chief Executive Officer (CEO). “We are pleased to have received
antitrust clearance and we are now fully focused on responsibly
accelerating U.S. adult smoker and adult vaper adoption of NJOY
ACE, currently the only pod-based e-vapor product to receive
marketing authorization from the FDA.”
“Our updated 2023 full-year EPS guidance range includes planned
investments behind the U.S. commercialization of NJOY ACE and
reflects our goal to deliver strong shareholder returns while
making progress toward our Vision.”
“We are excited to combine our resources with NJOY’s talented
team to benefit adult tobacco consumers across the country,” said
Shannon Leistra, the new President and CEO of NJOY, LLC.
E-Vapor Marketing and Commercialization Plans
- NJOY e-vapor products will be marketed by NJOY, LLC (NJOY), a
wholly owned subsidiary of Altria. The new President and CEO of
NJOY is Shannon Leistra, who previously served as Senior Vice
President and Consumer Experience Officer (CXO), Altria Client
Services LLC. Prior to the CXO role, Ms. Leistra held various
operating company leadership positions, including President and CEO
of USSTC. Ms. Leistra also led the integration of Helix and has
extensive leadership experience across our sales and brand
management organizations.
- NJOY's products will be distributed by Altria Group
Distribution Company. Our sales force has significant U.S. retail
coverage and decades of experience supporting the responsible
retailing of tobacco products.
- Our teams will be immediately focused on optimizing the NJOY
ACE (ACE) brand proposition, including (i) enhancing ACE’s brand
equity to increase the brand’s awareness and appeal among adult
smokers and adult vapers and (ii) identifying and addressing
opportunities in existing stores, such as distribution gaps and
merchandising improvements.
- We are working to strengthen NJOY’s global supply chain to
provide sustainable support for the anticipated volume increase
associated with our long-term ACE expansion plans.
- We have identified a total of approximately 70,000 U.S. retail
stores (including existing stores) for our initial ACE expansion
phase. The stores in the initial phase represent approximately 70%
of e-vapor volume and 55% of cigarette volume sold in the U.S.
multi-outlet and convenience channel.
Transaction-related Financial Implications
- We funded the Transaction cash payments of approximately $2.75
billion through a combination of a $2 billion term loan, commercial
paper and available cash.
- We expect to receive final payment of $1.7 billion (plus
interest) from Philip Morris International Inc. (PMI) by July 15,
2023 as a part of our total $2.7 billion transition agreement for
the IQOS Tobacco Heating System®. We will use these proceeds to
reduce the outstanding term loan balance.
- Beginning in the second quarter of 2023, financial results for
NJOY will be reported within the "All Other" category.
- We expect the Transaction to be accretive to cash flow in 2025
and accretive to adjusted diluted EPS in 2026. We also expect the
return on invested capital for the Transaction to exceed our
current weighted-average cost of capital by 2027.
- The previously announced Transaction terms also include up to
$500 million in additional cash payments that are contingent upon
regulatory outcomes with respect to certain NJOY products.
Updated 2023 Full-Year Guidance
As a result of the Transaction, we expect to deliver 2023
full-year adjusted diluted EPS in a range of $4.89 to $5.03,
representing a growth rate of 1% to 4% from an adjusted diluted EPS
base of $4.84 in 2022. Our 2023 full-year adjusted diluted EPS
guidance range includes planned investments in support of our
Vision, such as (i) continued smoke-free product research,
development and regulatory preparation expenses, (ii) enhancement
of our digital consumer engagement system and (iii) marketplace
activities in support of our smoke-free products, including planned
investments behind the U.S. commercialization of ACE. Our updated
guidance range also includes estimated amortization charges of
approximately $50 million for the remainder of 2023 related to
intangible assets acquired in the Transaction.
While the 2023 full-year adjusted diluted EPS guidance accounts
for a range of scenarios, the external environment remains dynamic.
We will continue to monitor conditions related to (i) the economy,
including the impact of inflation, interest rates and global supply
chain disruptions, (ii) adult tobacco consumer dynamics, including
disposable income, purchasing patterns and adoption of smoke-free
products, and (iii) regulatory and legislative developments.
We continue to expect our 2023 full-year adjusted effective tax
rate to be in a range of 24.5% to 25.5% and our 2023 capital
expenditures to be between $175 million and $225 million. As a
result of the Transaction, we have revised our estimate for 2023
depreciation and amortization expenses to be approximately $280
million.
We reaffirm our expectation to complete our previously
authorized $1 billion share repurchase program by the end of 2023.
Share repurchases depend on marketplace conditions and other
factors, and the program remains subject to the discretion of our
Board of Directors.
Our full-year adjusted diluted EPS guidance and full-year
forecast for our adjusted effective tax rate exclude the impact of
certain income and expense items that our management believes are
not part of underlying operations. Additional items that may be
excluded from our full-year adjusted diluted EPS guidance and
full-year forecast for our adjusted effective tax rate include, for
example, loss on early extinguishment of debt, restructuring
charges, asset impairment charges, acquisition-related and
disposition-related costs, equity investment-related special items
(including any changes in fair value of our equity investment
recorded at fair value and any changes in the fair value of related
warrants and preemptive rights), certain income tax items, charges
associated with tobacco and health and certain other litigation
items, and resolutions of certain non-participating manufacturer
(NPM) adjustment disputes under the Master Settlement Agreement
(such dispute resolutions are referred to as “NPM Adjustment
Items”). See Schedule 1 for the income and expense items excluded
from our guidance range.
Our management cannot estimate on a forward-looking basis the
impact of certain income and expense items, including those items
noted in the preceding paragraph, on our reported diluted EPS or
our reported effective tax rate because these items, which could be
significant, may be unusual or infrequent, are difficult to predict
and may be highly variable. As a result, we do not provide a
corresponding U.S. generally accepted accounting principles (GAAP)
measure for, or reconciliation to, our adjusted diluted EPS
guidance or our adjusted effective tax rate forecast.
Altria’s Profile
We have a leading portfolio of tobacco products for U.S. tobacco
consumers age 21+. Our Vision is to responsibly lead the transition
of adult smokers to a smoke-free future (Vision). We are Moving
Beyond Smoking™, leading the way in moving adult smokers away from
cigarettes by taking action to transition millions to potentially
less harmful choices - believing it is a substantial opportunity
for adult tobacco consumers, our businesses and society.
Our wholly owned subsidiaries include leading manufacturers of
both combustible and smoke-free products. In combustibles, we own
Philip Morris USA Inc. (PM USA), the most profitable U.S. cigarette
manufacturer, and John Middleton Co. (Middleton), a leading U.S.
cigar manufacturer. Our smoke-free portfolio includes ownership of
U.S. Smokeless Tobacco Company LLC (USSTC), the leading global
moist smokeless tobacco (MST) manufacturer, Helix Innovations LLC
(Helix), a leading manufacturer of oral nicotine pouches, and NJOY,
LLC (NJOY), currently the only e-vapor manufacturer to receive
market authorizations from the U.S. Food and Drug Administration
(FDA) for a pod-based e-vapor product.
Additionally, we have a majority-owned joint venture, Horizon
Innovations LLC (Horizon), for the U.S. marketing and
commercialization of heated tobacco stick products and, through a
separate agreement, we have the exclusive U.S. commercialization
rights to the IQOS Tobacco Heating System® and Marlboro HeatSticks®
through April 2024.
Our equity investments include Anheuser-Busch InBev SA/NV (ABI),
the world’s largest brewer, and Cronos Group Inc. (Cronos), a
leading Canadian cannabinoid company.
The brand portfolios of our tobacco operating companies include
Marlboro®, Black & Mild®, Copenhagen®, Skoal®, on!® and NJOY
ACE®. Trademarks and service marks related to Altria referenced in
this release are the property of Altria or our subsidiaries or are
used with permission.
Learn more about Altria at www.altria.com and follow us on
Twitter, Facebook and LinkedIn.
Forward-Looking and Cautionary Statements
This release contains projections of future results and other
forward-looking statements that are subject to a number of risks
and uncertainties and are made pursuant to the Safe Harbor
Provisions of the Private Securities Litigation Reform Act of 1995.
Important factors that may cause actual results to differ
materially from those contained in or implied by the
forward-looking statements included in this release are described
in our publicly filed reports, including our Annual Report on Form
10-K for the year ended December 31, 2022 and our Quarterly Reports
on Form 10-Q. These factors include the following:
- our inability to anticipate and respond to changes in adult
tobacco consumer preferences and purchase behavior;
- our inability to compete effectively;
- the growth of the e-vapor category and other innovative tobacco
products, including oral nicotine pouches, contributing to
reductions in cigarette and moist smokeless tobacco consumption
levels and shipment volume;
- our failure to commercialize innovative products, including
tobacco products that may reduce health risks relative to other
tobacco products and appeal to adult tobacco consumers;
- changes, including in macroeconomic and geopolitical conditions
(including inflation), that result in shifts in adult tobacco
consumer disposable income and purchasing behavior, including
choosing lower-priced and discount brands or products;
- unfavorable outcomes with respect to litigation proceedings or
any governmental investigations;
- the risks associated with significant federal, state and local
government actions, including FDA regulatory actions, and various
private sector actions;
- increases in tobacco product-related taxes;
- our failure to complete or manage successfully strategic
transactions, including the Transaction and other acquisitions,
dispositions, joint ventures and investments in third parties or
realize the anticipated benefits of such transactions;
- failure to receive FDA authorizations with respect to certain
NJOY products;
- our failure to receive future cash payments from PMI pursuant
to the transition agreement for the IQOS Tobacco Heating
System®;
- significant changes in price, availability or quality of
tobacco, other raw materials or component parts, including as a
result of changes in macroeconomic, climate and geopolitical
conditions;
- our reliance on a few significant facilities and a small number
of key suppliers, distributors and distribution chain service
providers and the risks associated with an extended disruption at a
facility or in service by a supplier, distributor or distribution
chain service provider;
- the risk that we may be required to write down intangible
assets, including trademarks and goodwill, due to impairment;
- the risk that we could decide, or be required to, recall
products;
- the various risks related to health epidemics and pandemics,
such as the COVID-19 pandemic, and the measures that international,
federal, state and local governments, agencies, law enforcement and
health authorities implement to address them;
- our inability to attract and retain a highly skilled and
diverse workforce due to the decreasing social acceptance of
tobacco usage, tobacco control actions and other factors;
- the risks associated with the various U.S. and foreign laws and
regulations to which we are subject due to our international
business operations;
- the risks concerning a challenge to our tax positions, an
increase in the income tax rate or other changes to federal or
state tax laws;
- the risks associated with legal and regulatory requirements
related to climate change and other environmental sustainability
matters;
- disruption and uncertainty in the credit and capital markets,
including risk of losing access to these markets;
- a downgrade or potential downgrade of our credit ratings;
- our inability to attract investors due to increasing investor
expectations of our performance relating to environmental, social
and governance factors;
- the failure of our, or our key service providers’ or key
suppliers’, information systems to function as intended, or
cyber-attacks or security breaches;
- our failure to comply with personal data protection and privacy
laws;
- the risk that the expected benefits of our investment in ABI
may not materialize in the expected manner or timeframe or at all,
including due to foreign currency exchange rates; ABI’s business
results; ABI’s share price, impairment losses on the value of our
investment, our incurrence of additional tax liabilities related to
our investment in ABI and potential reductions in the number of
directors that we can have appointed to the ABI board of
directors;
- the risks related to the U.S. Federal Trade Commission’s
challenge with respect to our former investment in JUUL Labs, Inc.
(JUUL), which, if successful, could result in a broad range of
resolutions, as well as the outcome of certain other related
putative class actions; and
- the risks associated with our investment in Cronos, including
legal, regulatory and reputational risks and the risk that the
expected benefits of the transaction may not materialize in the
expected timeframe or at all.
You should understand that it is not possible to predict or
identify all factors and risks. Consequently, you should not
consider the foregoing list complete. We do not undertake to update
any forward-looking statement that we may make from time to time
except as required by applicable law. All subsequent written and
oral forward-looking statements attributable to Altria or any
person acting on our behalf are expressly qualified in their
entirety by the cautionary statements referenced above.
Schedule 1
ALTRIA GROUP, INC.
and Subsidiaries
Reconciliation of GAAP and
non-GAAP Measures
(dollars in millions, except per
share data)
(Unaudited)
Reconciliation of Altria’s
Full-Year 2022 Adjusted Results
Earnings before Income
Taxes
Provision for Income
Taxes
Net Earnings
Diluted EPS
2022 Reported
$
7,389
$
1,625
$
5,764
$
3.19
NPM Adjustment Items
(68
)
(17
)
(51
)
(0.03
)
Acquisition and disposition-related
items
11
2
9
—
Tobacco and health and certain other
litigation items
131
33
98
0.05
JUUL changes in fair value
1,455
—
1,455
0.81
ABI-related special items
2,544
534
2,010
1.12
Cronos-related special items
186
—
186
0.10
Income tax items
—
729
(729
)
(0.40
)
2022 Adjusted for Special Items
$
11,648
$
2,906
$
8,742
$
4.84
(Income) Expense Excluded from
2023 Forecasted Adjusted Diluted EPS (1)
Acquisition and disposition-related
items(1)
$
0.02
Tobacco and health and certain other
litigation items(1)
0.16
Loss on disposition of JUUL equity
securities
0.14
ABI-related special items
(0.01
)
Cronos-related special items
0.01
$
0.32
(1) Represents special items for the first
quarter of 2023 and additional estimated second quarter of 2023 per
share charges of (i) $0.02 related to acquisition-related costs
associated with the Transaction and (ii) $0.12 related to tobacco
and health and certain other litigation items, primarily resulting
from the previously announced agreement to resolve certain
JUUL-related state and federal cases.
While we report our financial results in accordance with GAAP,
our management reviews certain financial results, including diluted
EPS, on an adjusted basis, which excludes certain income and
expense items, including those items noted under “Updated 2023
Full-Year Guidance” in the release. Our management does not view
any of these special items to be part of our underlying results as
they may be highly variable, may be unusual or infrequent, are
difficult to predict and can distort underlying business trends and
results. Our management also reviews income tax rates on an
adjusted basis. Our adjusted effective tax rate may exclude certain
tax items from our reported effective tax rate. Our management
believes that adjusted financial measures provide useful additional
insight into underlying business trends and results and provide a
more meaningful comparison of year-over-year results. Our
management uses adjusted financial measures for planning,
forecasting and evaluating business and financial performance,
including allocating resources and evaluating results relative to
employee compensation targets. These adjusted financial measures
are not required by, or calculated in accordance with GAAP and may
not be calculated the same as similarly titled measures used by
other companies. These adjusted financial measures should thus be
considered as supplemental in nature and not considered in
isolation or as a substitute for the related financial information
prepared in accordance with GAAP.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20230531006033/en/
Altria Client Services Investor Relations 804-484-8222
Altria Client Services Media Relations 804-484-8897
Altria (NYSE:MO)
Gráfico Histórico do Ativo
De Abr 2024 até Mai 2024
Altria (NYSE:MO)
Gráfico Histórico do Ativo
De Mai 2023 até Mai 2024