RICHMOND, Va. — Altria Group Inc. is moving forward with its deal to acquire NJOY Holdings Inc. for $2.75 billion. The company announced that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 has expired, leaving no requirements for further regulatory review by federal antitrust authorities.
The transaction is now expected to close during the second quarter of 2023, subject to customary closing conditions.
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The news comes nearly three months after Altria announced the deal, whose transaction terms include an additional $500 million in cash payments that are contingent upon regulatory outcomes with respect to certain NJOY products.
"We believe we can responsibly accelerate U.S. adult smoker and competitive adult vaper adoption of NJOY ACE in ways that NJOY could not as a standalone company," said Billy Gifford, Altria's CEO, when the acquisition was announced. "We believe the strengths of our commercial resources can benefit adult tobacco consumers and expand competition. We are also excited to welcome NJOY's talented employees to Altria at closing."
Following the acquisition, Altria's enhanced smoke-free portfolio is set to include full global ownership of products and technologies across the three largest smoke-free categories, as well as a joint venture with JT Group for the U.S. commercialization of heated tobacco stick products, according to Gifford.
The e-vapor category is reportedly the largest smoke-free category in the United States and included nearly 14 million U.S. adult tobacco consumers, including 9.5 million exclusive adult vapers, in 2022.
Richmond-based Altria's wholly owned subsidiaries include Philip Morris USA Inc. and John Middleton Co. Its smoke-free portfolio includes ownership of U.S. Smokeless Tobacco Co. LLC and Helix Innovations LLC.
Additionally, Altria has a majority-owned joint venture, Horizon Innovations LLC, and, through a separate agreement, has the exclusive U.S. commercialization rights to the IQOS Tobacco Heating System and Marlboro HeatSticks through April 2024.