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BAT submits proposed offer for Souza Cruz

| March 4, 2015
Going to Hollywood

Aiming for Hollywood

British American Tobacco has submitted a proposed offer for Souza Cruz.

In a note posted on its website yesterday, BAT said that, through its Brazilian controlled company British American Tobacco Prestação de Serviços, it had filed with the Brazilian securities regulator, the Comissão de Valores Mobiliários (CVM), a request to register a public tender offer to acquire up to all of the 24.7 percent of Souza Cruz shares that are not currently owned by BAT and to delist the company.

‘The offer for Souza Cruz’s shares is at a price per share of R$26.75, to be paid in cash, in Brazilian Reais, and to be reduced by any dividend paid by Souza Cruz,’ the note said. ‘A price of R$26.75 per share would represent a premium of 30.0 percent to Souza Cruz’s volume weighted average closing share price over the three months to Friday 20 February 2015 (being the last trading day before BAT’s possible offer for Souza Cruz was announced).

‘In accordance with the relevant Brazilian rules, N M Rothschild & Sons (Brasil) Limitada (Rothschild) was appointed as independent evaluator and has carried out an independent valuation of Souza Cruz as part of the offer process which has been filed with the CVM. On a discounted cashflow basis the Rothschild report gives a range of R$22.09 to R$24.54 per Souza Cruz share.

‘The offer is still subject to prior approval by the CVM. Upon approval, a formal offer can be made by BAT which will remain subject to the satisfaction of certain conditions precedent, including acceptance of the offer by two-thirds of the holders of free float shares that qualify for the auction. The terms and conditions of the offer are described in further detail in the form of notice of the offer (Edital) which will be available to view on the CVM’s website.’

Sicignano named CEO at 22nd Century Group

| March 3, 2015

Henry Sicignano III has been named CEO of 22nd Century Group. He will continue to serve as the company’s president and will remain on the board of directors.

“The board of directors has had the opportunity to work directly with Henry over the past few months and is convinced that there is no better person to lead the company forward,” said James W. Cornell, chairman of 22nd Century Group’s board of directors.

“Henry is a proven leader with outstanding business development skills, strategic vision and the ability to bring people together. His vision for how 22nd Century will monetize the company’s proprietary technologies is exactly what 22nd Century needs at this exciting stage in the company’s growth.”

Since joining the company as president in 2010, Sicignano has spearheaded major initiatives across a range of business areas, recently establishing a strategic partnership with Smoker Friendly International, the largest U.S. dealer network of cigarette stores, and securing contract manufacturing and distribution agreements to launch the company’s Magic brand of cigarettes in Europe.

Going forward, Sicignano has defined 22nd Century’s top priorities as: establishing multi-year international sales contracts for the company’s proprietary tobacco products (with immediate focus on Asia); submitting to the Food and Drug Administration a modified-risk application for the company’s Brand A very-low-nicotine cigarettes; and identifying a joint venture partner to fund Phase III clinical trials for X-22, the company’s smoking cessation aid in development.

“22nd Century is in the rare position of having a virtual monopoly around the nicotine biosynthetic pathway in the tobacco plant; I am honored and tremendously excited to have been chosen to lead the company as we begin to commercialize our extraordinary IP portfolio,” Sicignano said.

 

Universal to supply PMI with Mexico-grown tobacco

| March 3, 2015

Universal Corp. says that its subsidiary, Tabacos del Pacifico Norte (TPN), will be increasing its leaf tobacco purchases in Mexico as part of a new leaf supply arrangement for Mexico with Philip Morris International Management (PMIM).

Previously, the purchase and processing of these tobaccos was handled directly by a subsidiary of Philip Morris International, Universal said in a press note. But starting with the 2015 crop, PMIM would buy processed grades of tobacco from TPN.

The new arrangement was expected to provide important supply chain efficiencies and was indicative of PMIM and Universal’s strong commitment to the grower communities in Mexico, and PMIM’s intent to remain a major purchaser of Mexican-grown leaf tobacco.

Universal has managed operations in Mexico since the 1960s.

“This new arrangement is a meaningful example of our efforts to implement tailored solutions that benefit our company, our longstanding global business partners, and our grower communities,” said George C. Freeman, III, chairman, president and CEO of Universal. “We are very excited to be a part of this undertaking and welcome the opportunity to more efficiently support the tobacco supply chain in Mexico.

“We believe that global leaf suppliers add efficiencies to the markets through economies of scale as well as through the vital role we play in finding buyers for all styles and leaf grades of tobacco.

“As a global leader in the supply of leaf tobacco, we are committed to the sustainability of our grower communities.  The strength, efficiency, and security of the supply chain is vital to our success and to the success of our customers. We work diligently to preserve the quality and integrity of our tobacco from the time it is planted, through processing and delivery to our customers.

“We will continue to employ the high standards of Good Agricultural Practices, including our commitment to the Agricultural Labor Practices code (ALP). ALP is designed to further our corporate goals and the goals of our customers of progressively addressing and eliminating concerns found in agriculture with child and other labor issues, and achieving safe and fair working conditions on all farms from which we source tobacco.

“As a result of PMIMSA’s changes to their leaf acquisition models in both the United States, as announced in November 2014, and now in Mexico, we expect financial benefits for our North America segment beginning in fiscal year 2016.”

Zambia acts to improve transparency on sales floors

| March 3, 2015
Full disclosure

Opening up

The Tobacco Board of Zambia (TBZ) has said that strong measures have been put in place to improve transparency and efficiency ahead of the 2015 crop marketing season, according to a story in The Post.

The TBZ’s CEO Samson Muyembe was quoted as saying that new security measures, such as the inclusion of CCTV cameras on the main tobacco floors, had been installed so as to avoid the ‘lack of transparency that blighted the industry in the 2014 season’.

“We are ensuring that TAZ [Tobacco Association of Zambia] works according to the laid-down procedures,” he said. “They have put up CCTV accessories and electronic scales which is very good for us and the farmers. It means when they are weighing, the farmer will also see the weight of tobacco and it is not something that is hidden.” Muyembe said also that Tombwe Processing Ltd, whose licence had been revoked in May for not adhering to the rules governing tobacco buying, had improved on compliance. “There is a lot of collaboration in terms of tobacco levy, which was not being paid,” he said. “This time, they are now complying.”

Confidence levels were high that all other market players would adhere to all of the rules governing tobacco trade, he added. At the same time, Muyembe urged tobacco growers to grade their produce properly to ensure that they got the best possible price once the season got underway.

“The US$0.30 [per kg] should be the lowest quality of tobacco,” he said. “But the highest quality of tobacco was going up to US$2-US$3 per kg and it depended on the presentation of tobacco. My only advice is for farmers to ensure that they grade their produce properly and fertilize it nicely. Once all the aspects are done nicely, even the price will go up.”

Two in three smokers die of smoke-related diseases

| March 3, 2015

A new study claims that about 67 percent of smokers die from the effects of a smoking-related disease; a much higher figure than the 50 percent indicated by a number of previous studies, according to a story by Lamiat Sabin for The Independent (UK).

The new study involved about 200,000 people in New South Wales, Australia – smokers and non-smokers over the age of 45 who joined the ‘45 and Up Study’.

The lead epidemiologist was Professor Emily Banks and the study was published in BMC Medicine (http://www.biomedcentral.com/1741-7015/13/38).

The study found that smoking 10 cigarettes a day doubled the risk of a premature death and that a 20-a-day habit would increase the threat of a premature death by four or five times.

“Even with the very low rates of smoking that we have in Australia, we found that smokers have around threefold the risk of premature death of those who have never smoked,” Banks was quoted as saying.

“We also found smokers will die an estimated 10 years earlier than non-smokers.”

The Independent story is at: http://www.independent.co.uk/life-style/health-and-families/health-news/more-than-two-thirds-of-smokers-are-killed-by-diseases-caused-by-tobacco-use-says-study-10077802.html#.

BAT looking for new auditors in wake of PwC lawsuit

| March 3, 2015

British American Tobacco said yesterday that it had launched a competitive tender to appoint new external auditors for 2015 onwards. Three firms had been invited to take part in the tender process: Deloitte, Ernst & Young, and KPMG.

PricewaterhouseCoopers (PwC), which had been BAT’s auditors since the tobacco company listed on the London Stock Exchange in September 1998, was not seeking re-appointment as the group’s auditors at the 2015 AGM.

‘This situation has arisen as a result of proposed litigation by a Group subsidiary against PwC,’ BAT said in a note posted on its website. ‘The potential claims against PwC, which have been assigned to the Group, arose from work carried out by PwC in relation to the audit of the accounts of a third party. These claims do not concern the audit of any BAT Group company.’

Writing in The Independent, Simon Neville said BAT had ‘dumped’ its auditors PwC and taken them to court over a potential $1bn (£651m) US environmental damages bill.

Neville’s piece is at: http://www.independent.co.uk/news/business/news/british-american-tobacco-drops-and-sues-pwc-over-pollution-scandal-10081476.html#.

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