July 1, 2021
Philip Morris International Announces Agreement to Acquire Fertin PharmaDownload
The acquisition advances PMI’s goal to become a majority smoke-free business by 2025 and creates growth opportunities beyond nicotine
“The acquisition of Fertin Pharma will be a significant step forward on our journey toward delivering a smoke-free future—enhancing our smoke-free portfolio, notably in modern oral, and accelerating our progress in beyond nicotine,” stated
Fertin Pharma is a privately held company with more than 850 employees and operations in
Fertin Pharma is currently owned by the global investment organization EQT and Bagger-Sørensen & Co. Upon the completion of the acquisition, Fertin Pharma will become a wholly owned subsidiary of PMI. PMI will fund the transaction with existing cash and expects it to close in the fourth quarter of 2021, subject to approval by the appropriate regulatory authorities. PMI expects the impact of the acquisition on its full-year 2021 adjusted diluted EPS to be immaterial.
With the acquisition of Fertin Pharma, PMI will:
- Gain substantial know-how for the development, formulation and commercialization of current and additional smoke-free platforms—including the ability to accelerate our presence in the fast-growing modern oral category, providing superior consumer experience through a broad range of smoke-free products such as nicotine pouches and lozenges.
- Leverage on Fertin’s oral delivery platforms to access a range of promising technologies—complementary to PMI’s inhalation expertise—for scientifically substantiated botanicals and other selfcare wellness products, including over-the-counter solutions and supplements that improve people’s lives in areas such as sleep, energy, calm, and focus.
- Further build our overall platform of R&D and manufacturing expertise in nicotine and beyond nicotine product areas through the addition of Fertin’s strong capabilities and skilled workforce, including 80 scientists.
- Accelerate progress on key sustainability priorities, notably in broadening the reach and access of our smoke-free alternatives to adult smokers around the world to accelerate the end of smoking and building a strong beyond nicotine business.
Earlier this year, PMI announced its goal to generate more than 50 percent of its total net revenues from smoke-free products by 2025. In addition to its continued commitment to achieve a smoke-free future, PMI aims to leverage capabilities in life sciences, product innovation, and clinical expertise to expand its portfolio beyond tobacco and nicotine, with scientifically substantiated products and solutions that improve people’s lives and generate a net positive impact on society.
Forward-Looking and Cautionary Statements
Statements in this press release that are not strictly historical, including statements regarding the proposed acquisition of Fertin Pharma, the expected timetable for completing the transaction, future financial and operating results, benefits and synergies of the transaction, future opportunities for the combined businesses and any other statements regarding events or developments that we believe or anticipate will or may occur in the future, may be “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995, and involve a number of risks and uncertainties.
There are a number of important factors that could cause actual events to differ materially from those suggested or indicated by such forward-looking statements and you should not place undue reliance on any such forward-looking statements. These factors include risks and uncertainties related to, among other things: (1) the inability to consummate the transaction in a timely manner; (2) the failure of the transaction to close for any other reason; (3) the possibility that the integration of Fertin Pharma and operations with those of PMI may be more difficult and/or take longer than anticipated, and may not accelerate PMI’s desired entry into additional smoke-free and beyond nicotine platforms as quickly as anticipated; (4) the possibility that Fertin Pharma’s integration into PMI may be more costly than anticipated and may have unanticipated adverse results relating Fertin Pharma or PMI’s existing businesses; (5) the effect of the announcement of the transaction on PMI’s, Fertin Pharma or the combined company’s respective business relationships, operating results and business generally; (6) risks associated with third party contracts containing consent and/or other provisions that may be triggered by the proposed transaction; (7) negative effects of the announcement or the consummation of the transaction on the market price of PMI’s common stock; (8) the ability of PMI to retain and hire key personnel of Fertin Pharma; and (9) other factors that may affect future results of the combined company described in the section entitled “Risk Factors” in PMI’s Annual Report on Form 10-K for the fiscal year ended
1 Based on prevailing exchange rate
2 Based on average 2020 exchange rate
3 Based on Danish GAAP
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