Category: mergers & acquisition

Atria Agrees to Aquire NJOY Holdings for $2.75 Billion

NJOY Ace
Altria Group has entered into an agreement to acquire NJOY Holdings for approximately $2.75 billion in cash. The transaction terms include an additional $500 million in cash payments that are contingent upon regulatory outcomes with respect to certain NJOY products.
“We believe we can responsibly accelerate U.S. adult smoker and competitive adult vaper adoption of NJOY Ace in ways that NJOY could not as a standalone company,” said Altria CEO Billy Gifford in a statement. “We believe the strengths of our commercial resources can benefit adult tobacco consumers and expand competition. We are also excited to welcome NJOY’s talented employees to Altria at closing.”
“As a result of this transaction, Altria’s enhanced smoke-free portfolio will include full global ownership of products and technologies across the three largest smoke-free categories and a joint venture with JT Group for the U.S. commercialization of heated tobacco stick products.”
“We are excited to add NJOY’s e-vapor intellectual property as a new platform that we believe we can build on to help more adult smokers transition to smoke-free alternatives,” said Olivier Houpert, Altria’s new chief innovation and product officer.
Altria will hold a conference call at 9 a.m. Eastern Time on March 6, 2023. Access to the live webcast is available at. A replay of the webcast and a transcript will be available on the same website following the event.
In 2022, the U.S. vapor category comprised nearly 14 million U.S. adult tobacco consumers, including 9.5 million exclusive adult vapers, according to Altria. The segment generated approximately $7 billion in U.S. retail sales and represented approximately 15 percent of total estimated equivalized U.S. tobacco volumes and more than 50 percent of total estimated equivalized smoke-free tobacco volumes.
To date, the U.S. Food and Drug Administration has approved the marketing of 23 vapor products and devices. In 2022, NJOY received marketing granted orders for the NJOY Ace device, along with several tobacco-flavored pods. The regulatory agency is still reviewing NJOY’s premarket tobacco product applications for several NJOY menthol-flavored e-vapor products.
Altria said it had multiple sources of funding for the deal, including cash from a $2.7 billion agreement with Philip Morris International last year for the IQOS Tobacco Heating System.
The NJOY deal follows an announcement by Altria that it would exchange its entire minority investment in embattled Juul Labs for a nonexclusive global license for certain of Juul’s heated tobacco intellectual property.
March 6, 2023
Atria in Talks to Purchase NJOY for $2.75 Billion
In a long suspected move, Altria Group Inc. is in advanced talks to buy e-cigarette manufacturer NJOY Holdings Inc for at least $2.75 billion, the Wall Street Journal reported on Monday, citing people familiar with the matter.
The deal for NJOY, one of the few non-tobacco-company-affiliated vapor makers whose products have received a marketing order from the U.S. Food and Drug Administration, could be announced as soon as this week, the report said, adding that the talks could still fall apart.
It’s reported that the proposed deal includes an additional $500 million earnout if regulatory milestones are met.
In October Juul was readying to file for Chapter 11 bankruptcy, while searching for an alternative – such as a sale, investment or loan,
In July, NJOY reportedly hired bankers for a possible sale of the company, adding that the privately held firm is likely to be valued at up to $5 billion.
February 28, 2023
Supreme Acquires Cuts Ice and Flavour Core E-liquids

The UK-based wholesale distributor and manufacturer Supreme has announced the acquisition of vaping manufacturer Cuts Ice and e-liquid business Flavour Core for undisclosed fees.
It follows Supreme’s acquisition of Liberty Flights in June in a deal worth up to £15 million as it looks to expand its influence in the vaping category.
The business said Cuts Ice had developed a leading vape brand called T Juice. which had achieved significant recognition in European markets, according to The Grocer.
It claimed the acquisition would allow the business to diversify its current UK-centric vaping division by supplying to France, Germany, Italy, Spain and Belgium, as well as gaining additional flavouring and mixing expertise.
The two businesses are expected to be fully integrated into Supreme’s wider vaping division and enhance earnings immediately
“We are delighted to be acquiring assets from Cuts Ice and Flavour Core, a highly innovative and hugely popular brand both in the UK and across Europe,” said Supreme CEO Sandy Chadha.
“We continue to see significant growth from within our vaping activities and see this transaction as an excellent example of how we can continue to add both scale and expertise into the group.”
August 10, 2022
Spyder Cannabis Acquires Vape Retailer 180 Smoke
Spyder Cannabis Inc. has closed on its acquisition of 180 Smoke, a Canadian e-cigarette retailer. On March 30, Spyder purchased all of the shares of 180 Smoke from CRHC Holdings Corp., parent to 180 Smoke. on a cash-free basis (after post-closing adjustments), for nominal consideration. Additionally, Spyder secured a strategic institutional investor to lead the acquisition of all the existing debt of 180 Smoke, according to a press release.
“We are extremely excited to welcome 180 Smoke to the Spyder team, which undoubtedly strengthens our management and operating teams bringing strong retail processes and expertise to Spyder,” said Dan Pelchovitz, president and CEO of Spyder. “The acquisition of 180 Smoke significantly accelerates the development of Spyder’s cannabis and vape retail growth strategy, providing access to an iconic brand name, an established platform, and a loyal customer base. We are excited by the prospects ahead of us and executing on our immediate cannabis retail expansion plans in Ontario.”
Spyder will have the ability to utilize its wholly-owned subsidiary’s Retail Operator License issued by the Alcohol and Gaming Commission of Ontario (AGCO) to convert some of 180 Smoke’s existing vape retail locations to licensed cannabis dispensaries by obtaining a Retail Store Authorization from the AGCO, the release states. The acquisition is expected to immediately increase Spyder’s consolidated revenue with the addition of 180 Smoke’s nicotine vape sales, franchise revenue and other wholesale and distribution revenue which generated approximately $12.9 million in unaudited net revenue with gross margins of 50% during the year ended December 31, 2020.
180 Smoke’s 91 employees who will continue to operate 180 Smoke’s 18 brick-and-mortar vape retail locations, 8 franchises, and its corporate head office and distribution warehouse, following the closing of the acquisition.180 Smoke’s current customer base includes 92,481 in-store accounts, 98,052 online accounts, as well as 235 specialty wholesale vape B2B accounts, according to the release. Spyder expects to integrate its 2 brick-and-mortar vape retail stores with those of 180 Smoke’s to “leverage the acquired know-how and intellectual property, including retail store design and layout, standard operating procedures, administrative systems and customer support, human resources and staff training, and accounting.”
March 31, 2021
Greenrose Buys 4 Cannabis Companies for $210 Million
Greenrose Acquisition Corp said it would buy four private companies to build a cannabis cultivation, distribution and retail network across seven U.S. states. Greenrose will buy Shango Holdings Inc, Futureworks LLC, Theraplant LLC and True Harvest LLC at an initial deal value of $210 million and a maximum earnout of $110 million, it said on Monday.
“The companies we are bringing to market fully align with Greenrose’s core objectives,” CEO Mickey Harley said. “We are targeting strategic assets in several key states that present opportunities for further consolidation as we seek to deepen our presence, particularly in the West.”
The acquisitions will give Greenrose, a special purpose acquisition company, legal-weed operations in seven states – Arizona, California, Colorado, Connecticut, Michigan, Nevada and Oregon. Greenrose said in a statement that the acquisitions will create “a vertically integrated and cash flow positive platform positioned for significant growth.”
Media reports say Greenrose is betting on the nation’s pot industry opening up soon. According to Sharik Khan with Reuters, dealmaking in the U.S. cannabis industry has surged in recent months on expectations that President Joe Biden’s administration will relax federal prohibition and make it easier for companies to operate similarly to rivals in the alcohol or tobacco industries.
The combined company will have nine dispensaries and over 300,000 square feet of cultivation space, Greenrose said. Greenrose said it expects to temporarily move from the Nasdaq to over-the-counter trading because companies growing or selling marijuana in the U.S. cannot list on major stock exchanges.
The company also plans to list on Canada’s NEO exchange after the deal closes, though there is still a chance it may not have to leave the Nasdaq, Harley told Reuters.
March 16, 2021
Now Open: Securience Merging With VapinDirect
In an effort to secure its commercial customers, Securience, LLC is merging with VapinDirect, an online vaping wholesaler. The parent to the DuraSmoke, Forge, AmericaneLiquidStore, and VapeMoar brands will officially become a part of VapinDirect beginning March 31, 2021, according to an email to its customers.
Credit: VapinDirect

Last month, Securience announced it would be shuttering its business. In a letter to its partners, the company stated that the recent amendment of the Prevent All Cigarette Trafficking (PACT) Act to include vaping products, which prohibits the shipping of vapor products through the U.S. Postal Service (USPS), was the catalyst for the decision to close the company’s doors.
“A top priority of ours has always been to ensure guidelines and legal rules are held to the utmost standards. PACT Act raises these standards, and we want to ensure all our customers that they will be maintained,” the email stated. “This merger will allow us to continue to distribute products business to business
Based in Green Bay, Wisconssin, VapinDirect will add Securience’s manufacturing capabilities in Wauwatosa. VapinDirect will also be adding another 14,0000 products to Securience’s existing catalog.
“VapinDirect is larger and thus more financially stable, having about [five times] our employment level, and thus better able to manage growth and change in the industry,” the email states. “Our existing employees will be added to their team and will continue to use the same ISO-certified processes and equipment in the same Wauwatosa location.”
The email states that the company will be contacting its wholesale customers over the coming weeks to introduce VapinDirect. The company will also be clarifying its procedures regarding shipping. “There are many other challenges within the industry concerning PACT and this merger is one of the many ways we will continue to find a way,” the email states.
March 9, 2021
Breaking: Avail Vapor Agrees to Acquire Giant Vapes

Credit: Avail
Avail Vapor, a leading premium U.S. e-liquid retailer, announced today its agreement to acquire Giant Vapes, a major global e-commerce vaping company. The sum of the sale was not announced.
The acquisition would create a global, omnichannel organization with a clear mission to bring value to customers wherever they choose to shop, according to a press release. “By combining the strengths of Avail’s broad brick and mortar footprint and Giant Vapes’ extensive e-commerce platform the combined company will deliver unique value to its customers both in the US and abroad,” the release states.
“We are excited about the tremendous promise of this business combination given the strong fundamentals of each company and the overall industry,” said James Xu, CEO and chairman of Avail. “We are delighted to welcome Giant Vapes to the Avail family, and we look forward to providing our customers with an outstanding experience.”
Following the acquisition, Xu will lead the combined companies alongside Justin Murphy, vice president of Retail and Marketing, who will be overseeing the day-to-day operations of both Avail and Giant Vapes. “The Giant Vapes acquisition cements Avail’s foothold as the key market player with the most holistic approach to commerce in the industry,” the release states. “The combined companies now benefit from Giant Vapes’ best-in-class digital IQ, as well as their extensive and successful wholesale distribution channel. With the completion of this acquisition, the combined company is poised for major industry expansion post FDA’s Premarket Tobacco Product Application (PMTA) deadline of September 2020.”
June 10, 2020