TOKYO--(BUSINESS WIRE)--Japan Tobacco Inc. (JT) (TSE: 2914) announces that the JT Group completed the acquisition of Vector Group Ltd. (VGR) on October 7, 2024, following a tender offer, initially announced on August 21, 2024 (JT Group to Acquire Vector Group Ltd.).
The tender offer period, initiated on September 4, 2024, expired at one minute after 11:59 P.M., Eastern Daylight Time (EDT), on October 4, 2024. The conditions of the tender offer having been satisfied, the JT Group has accepted all such tendered shares, and, following a statutory merger on October 7, 2024, VGR became a wholly owned subsidiary of the JT Group and was delisted from the New York Stock Exchange on October 7, 2024.
In line with JT Group’s tobacco business strategy, this acquisition is expected to improve the Company’s Return-On-Investment in combustibles by significantly increasing the Group’s presence and distribution network in the US, the second largest tobacco market in net sales and one of the most profitable.
1. Results of Tender Offer
(1) Overview of Tender Offer
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①Tender offeror |
Vapor Merger Sub Inc. |
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②Target Company |
Vector Group Ltd. |
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③Class of shares to be acquired |
Common stock (on a fully diluted basis) |
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④Tender offer price |
US$ 15.00 per share |
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⑤Period of tender offer |
September 4, 2024 to one minute after 11:59 P.M, EDT October 4, 2024 |
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⑥Conditions of tender offer |
The tender offer was subject to approval under U.S. and Serbian antitrust laws, the tender of more than 50% of VGR’s outstanding common stock, and satisfaction of other customary closing conditions. Any remaining shares of common stock of VGR that were not tendered in the tender offer were, upon the completion of the transaction, cancelled and converted into the right to receive the same consideration payable in the tender offer. |
