Altria Enters $2.4 Billion Accelerated Share Repurchase Transactions in Connection with Closing of Offering of Anheuser-Busch InBev Stock
19 Marzo 2024 - 9:15PM
Business Wire
Altria Group, Inc. (Altria) (NYSE: MO) today announces that we
entered accelerated share repurchase (ASR) transactions under
separate agreements with Morgan Stanley & Co. LLC and Goldman
Sachs & Co. LLC on March 15, 2024, to repurchase $2.4 billion
of our common stock. Under the terms of the ASR agreements, on
March 19, 2024, we received an initial share delivery of
approximately 85% of the shares to be repurchased, based on the
closing price per share of our common stock on March 15, 2024. We
expect the remainder of the shares to be delivered no later than
the end of the second quarter of 2024. Under certain circumstances
specified in the ASR agreements, we may be required to deliver
shares or pay cash, at our option, upon settlement of the ASR
agreements. The total number of shares ultimately purchased under
the ASR agreements will depend upon final settlement and will be
based on volume-weighted average prices of our common stock during
the terms of the ASR transactions, less a discount. The ASR
transactions are part of our expanded $3.4 billion share repurchase
program, which we expect to complete by December 31, 2024. Share
repurchases depend on marketplace conditions and other factors, and
the program remains subject to the discretion of our Board of
Directors.
We also announce the closing of our sale of 35 million shares of
Anheuser-Busch InBev SA/NV (ABI) (NYSE: BUD) (Euronext: ABI)
(MEXBOL: ANB) (JSE: ANH) through a global secondary offering
(offering) comprised of a public offering of ABI ordinary shares
represented by American depositary shares (ADS) in the United
States, a public offering of ABI ordinary shares in the United
States, a concurrent private placement of ABI ordinary shares in
the European Economic Area and the United Kingdom and an offering
of ABI ordinary shares, including ABI ordinary shares represented
by ADSs, in other countries outside the United States, at a price
of $61.50 per ADS, corresponding to €56.17 per ABI ordinary share.
In addition, ABI repurchased $200 million of ordinary shares
directly from us, concurrently with the completion of the offering.
We granted the underwriters an option to purchase up to an
additional 5.25 million of our ABI shares at the price per ADS paid
by the underwriters in the offering, exercisable within 30 days of
the underwriting agreement, executed on March 14, 2024. In
conjunction with the offering, we committed to a 180-day lockup
from the date of the underwriting agreement with the lead
underwriter for our remaining ABI shares.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy the securities described herein,
nor shall there be any offer or sale of these securities in any
state or jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
Forward-Looking and Cautionary
Statements
This release contains certain forward-looking statements that
are subject to various risks and uncertainties and are made
pursuant to the Safe Harbor Provisions of the Private Securities
Litigation Reform Act of 1995. These forward-looking statements
relate to, among other things, the total number of shares to be
delivered at the final settlement of the ASR transactions, the
expected timing of the final settlement of the ASR transactions and
the expected timing of completion of our expanded share repurchase
program. Factors that may cause actual results to differ include
prevailing economic, market or business conditions or changes in
such conditions. Other risk factors are detailed from time to time
in our publicly filed reports, including our Annual Report on Form
10-K for the year ended December 31, 2023. These forward-looking
statements speak only as of the date of this release. We assume no
obligations to provide any revisions to, or update, any
forward-looking statements contained in or implied by this
release.
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