The Firm represented the underwriters, led by J.P. Morgan, Citi and Goldman Sachs, as joint book-running managers, in connection with an offering by Altria Group, Inc. of $6.0 billion of debt securities, consisting of $1.4 billion of 8.50% Notes due 2013, $3.1 billion of 9.70% notes due 2018 and $1.5 billion of 9.95% Notes due 2038. Barclays Capital acted as senior co-manager for the offering. The notes are guaranteed by Philip Morris USA Inc., a wholly owned subsidiary of Altria that is engaged in the manufacture and sale of cigarettes and other tobacco products in the United States. Altria intends to use the net proceeds of the offering to fund a portion of the consideration in connection with its proposed acquisition of UST Inc., a leading moist smokeless tobacco manufacturer.
The Simpson Thacher team for the transaction included, among others, Ed Tolley, Edgar Lewandowski and Jason Ewart (Corporate), Jonathan Cantor and Jennifer Klein (Tax), Rachel Berry (Executive Compensation and Employee Benefits), Michael Isby (Environmental), Linda Martin and Tamala Boyd (Litigation), Jennifer Rackoff (IP), Jacqueline Rosenblum (Labor), and Mark Lab and Andrew Pagliughi (FINRA and Blue Sky).