8-KOther EventsExhibits & Filings

ALTRIA GROUP, INC. 8-K Report, Corporate Update (Oct 16, 2008)

Filed October 16, 2008For Securities:MO

Summary

Altria Group, Inc. (MO) announced on October 16, 2008, that the Federal Trade Commission (FTC) has granted early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. This signifies that regulatory review by federal antitrust authorities is complete for Altria's proposed acquisition of UST Inc. The acquisition remains contingent upon UST shareholder approval and other standard closing conditions. Investors should note that this development removes a significant regulatory hurdle for the transaction. The filing also highlights that UST Inc. has filed a preliminary proxy statement and intends to file a definitive proxy statement with the SEC, which will contain crucial information for shareholders regarding the proposed merger. Investors are strongly encouraged to review these documents once available for a comprehensive understanding of the transaction.

Key Highlights

  • 1Federal antitrust review for Altria's acquisition of UST Inc. is complete following FTC's early termination of the Hart-Scott-Rodino waiting period.
  • 2No further regulatory review by federal antitrust authorities is required for the acquisition.
  • 3The acquisition is valued at $69.50 per share in cash.
  • 4Completion of the transaction is still subject to UST shareholder approval and customary closing conditions.
  • 5UST Inc. has filed a preliminary proxy statement and will file a definitive proxy statement with the SEC.
  • 6Investors are urged to read UST's proxy statement and related SEC filings for important information about the transaction.

Frequently Asked Questions

This 8-K filing announces that Altria Group, Inc. has received early termination of the waiting period from the Federal Trade Commission under the Hart-Scott-Rodino Antitrust Improvements Act, meaning federal antitrust approval for its acquisition of UST Inc. is secured. It also informs investors about the next steps in the acquisition process, including shareholder approval and SEC filings by UST.

No, the acquisition has not been completed. While federal antitrust review is now finalized, the transaction is still subject to UST shareholder approval and other customary closing conditions.

Investors are strongly encouraged to read UST's proxy statement and any other relevant documents filed with the SEC, which will be made available on the SEC's website (www.sec.gov) and UST's website (www.ustinc.com) once filed. These documents will contain important details about the proposed transaction.

Altria's proposed acquisition of UST Inc. is valued at $69.50 per share in cash.