Hunton Andrews Kurth Advises Altria Group, Inc. in $5.63 Billion Debt Refinancing

Hunton Andrews Kurth LLP recently advised long-term client Altria Group, Inc. (Altria) in connection with its $5.63 billion debt refinancing. The refinancing consisted of Altria’s exercise of optional redemption rights for $1 billion of its outstanding 3.490% Notes due 2022, a $4.63 billion tender offer and a $5.5 billion Notes offering.

Altria’s wholly-owned subsidiary, Philip Morris USA Inc., guaranteed the offering of Notes, which included $1.75 billion aggregate principal amount of 2.450% Notes due 2032, $1.5 billion aggregate principal amount of 3.400% Notes due 2041, $1.25 billion aggregate principal amount of 3.700% Notes due 2051 and $1 billion aggregate principal amount of 4.000% Notes due 2061. Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Mizuho Securities USA LLC and Morgan Stanley & Co. LLC represented the underwriting syndicate.

The proceeds of the offering were used to fund cash tender offers for all 2.850% Notes due 2022 and 2.950% Notes due 2023 validly tendered; all 4.000% Notes due 2024 and 3.800% Notes due 2024 validly tendered; up to $500 million aggregate purchase price of 4.400% Notes due 2026, 2.625% Notes due 2026 and 2.350% Notes due 2025; up to $1.3 million aggregate purchase price of 4.800% Notes due 2029; and up to $450 million aggregate purchase price of 9.950% Notes due 2038, 10.200% Notes due 2039, 6.200% Notes due 2059, 5.800% Notes due 2039, 5.375% Notes due 2044 and 5.950% Notes due 2049. The Dealer Managers for the tender offer included Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Morgan Stanley & Co. LLC, Citigroup Global Markets Inc. and Mizuho Securities USA LLC.

The Hunton Andrews Kurth team advising Altria was led by partner Susan S. Failla. Other team members included corporate partner Lake Taylor and associates Mayme Beth F. Donohue and Flavia Vehbiu.