© Reuters. FILE PHOTO: Packages of Marlboro cigarettes are displayed for sale at a street stand in Port-au-Prince, Haiti, May 29, 2019. REUTERS/Andres Martinez Casares


By Anna Ringstrom and Marie Mannes

STOCKHOLM (Reuters) -Swedish Match shares leapt to a record high on Tuesday after Marlboro-maker Philip Morris International Inc (NYSE:) said it was in talks to buy the Stockholm-based company in a bet on the fast-growing market for cigarette alternatives.

A deal could be announced imminently valuing Swedish Match at close to $16 billion including debt, a source familiar with the matter told Reuters.

Swedish Match makes most of its profit from Swedish-style snuff called “snus”, but sales of its Zyn tobacco-free nicotine pouches are growing rapidly in Scandinavia and the United States.

The company, tipped as a takeover candidate for years, estimates the U.S. market for tobacco-free nicotine pouches doubled last year by volume, and that Zyn accounted for more than half the market.

Its shares hit a record 97.42 Swedish crowns early Tuesday and were up about 25% at 95.40 crowns by 1510 GMT, valuing the company at nearly $15 billion.

Goldman Sachs (NYSE:) is advising Swedish Match on the ongoing discussions while Bank of America (NYSE:) and Citigroup (NYSE:) are working on behalf of Philip Morris International (PMI), two sources said.

Goldman Sachs and Citigroup declined to comment while Bank of America was not immediately available.

Several analysts said the offer might be too low to entice shareholders, and some did not rule out a counterbid, most likely from a peer that, like PMI, has little or no business in the United States.

“The implied multiple at this level doesn’t seem particularly demanding, in our view,” Bank of America analysts said in a note on the WSJ valuation.

Bronte Capital, which owns about 1% of Swedish Match, said the figure undervalued the group.

Swedish Match’s Smokefree division, which includes snus and Zyn, accounted for around two-thirds of 2021 group sales – or 12 billion crowns ($1.2 billion) – with cigars accounting for a quarter.

“The acquisition of Swedish Match, if confirmed, would be extremely well aligned with PM’s strategic goals and would have a reasonably straightforward route to regulatory approval,” said Alastair Mankin, vice president at brokerage Cowen.

“This wouldn’t be the case for Altria (NYSE:) and BATS, the two companies with the scale to compete.”

Shares in PMI, which is looking to expand its smoke-free options amid rising global scrutiny of traditional cigarettes, opened higher but were down 0.8% by mid-morning in New York.

“Strategically, we think this makes a lot of sense,” Jefferies analysts said in a note to clients. “It would give PMI a leading position in European smokeless, while critically, also giving distribution in the U.S. for its own broader RRP (reduced-risk products) roll-out.”

Swedish Match in March paused plans to spin off and list its cigar business. Its products also include chewing tobacco, U.S.-style moist snuff, matches and lighters.

In the United States, Swedish Match is the biggest player in the nicotine pouch and chewing tobacco markets, according to its website, and No. 3 in moist snuff. In Scandinavia, it is market leader for snus products and No. 2 for nicotine pouches.

SEB analysts said rivals BAT (LON:), Altria and Japan Tobacco (OTC:), or an investment firm, could be interested in buying Swedish Match, or parts of it.

Bernstein analysts cut their rating on Altria on Tuesday, saying a PMI deal for Swedish Match would reduce the chance of Altria dominating the U.S market for next-generation smoking products. Shares in Altria fell 7%.

Swedish Match estimates the Scandinavian smokeless tobacco market totalled more than 400 million cans last year, and the nicotine pouch market around 100 million. It estimates the U.S. market totalled 50-60 million and 300 million, respectively.

A sale of its cigars division would see Swedish Match exit combustible tobacco products, having sold its cigarette business in 1999.

Researchers debate the health effects of snus, with some studies indicating its use may increase the risk of cancer.

Snus is banned in the European Union, except in Sweden.

Swedish Match in recent years has unsuccessfully challenged the ban saying snus is safer than cigarettes. In the United States, the Food and Drug Administration in 2019 approved the marketing of snus as less harmful than cigarettes.

Swedish Match is due to report first-quarter results on Wednesday.

($1 = 10.0416 Swedish crowns)

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