Altria ready to free Kraft; investors ready for payoff

NEW YORK - Now that Altria Group Inc. is poised to jettison its Kraft Foods Inc. subsidiary, investors expect the payoff will be a higher share price as the company transforms itself into almost purely a tobacco company.

Altria, which makes the top-selling Marlboro cigarette brand, said yesterday that it planned to spin off its stake in Kraft in March. Altria owns 89 percent of Kraft. The rest is publicly traded.

That will leave Altria consisting primarily of tobacco units Philip Morris USA Inc. and Philip Morris International Inc. It also has a stake in beer-maker SABMiller P.L.C.

Altria's announcement of the Kraft divestiture had been widely anticipated by Wall Street as the first step in a restructuring plan designed to make Altria more valuable to investors.

The spin-off could be halted or at least stalled if plaintiffs in lawsuits pending against the company seek a court order to stop it. Analysts have said such an effort is unlikely to succeed.

Kraft Foods, the second-largest food-and-beverage company in the world, sells products such as Oreo cookies, Ritz crackers, and Maxwell House coffee.

The distribution of Altria's stake in Kraft to Altria's shareholders will be made March 30 to shareholders of record as of March 16. Kraft, of Northfield, Ill., has been trading on its own since a 2001 public offering that left Altria with the majority stake in the business.

Altria said the split improved Kraft's ability to make acquisitions, allowed managers to focus their respective businesses, and gave both companies greater debt capacity.

"Once they spin off Kraft, you'll be left with a tobacco business operating in a strong environment, with a vastly improved legal environment, substantial free cash flow, and an unleveraged balance sheet," said Charles Norton, portfolio manager of the Vice Fund, which invests at least 80 percent of its assets in companies that make products deemed "socially irresponsible."

Analysts and investors have awaited the restructuring since plans for it were outlined in November 2004.

Altria officials have grown more comfortable with the company's tobacco-litigation risk and Kraft's readiness to stand alone, which persuaded them to proceed.

Altria's Philip Morris USA is the biggest cigarette-maker in the nation and holds nearly half of the total market, selling the Marlboro, Virginia Slims, Parliament and Basic brands.

Altria shares fell 15 cents, to $87.39, on the New York Stock Exchange, while Kraft shares rose 9 cents, to $34.92.

Headquarters: Northfield, Ill.

Products: Beverages, cheeses, grocery and snack items, cereals.

Major brands: Cool Whip, Jell-O, Kraft, Maxwell House, Nabisco, Oreo, Oscar Mayer, Philadelphia, Post.

2006 revenue: $34.4 billion, up 0.7 percent from 2005.

2006 profit: $3.1 billion, up 16.3 percent from 2005.

Employees: 94,000.

SOURCES: Bloomberg News, Kraft

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