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Swedish Match AB publishes annual report for 2024

Tue, 25 Mar 2025 08:09:00 GMT

Swedish Match AB’s annual report for 2024 has been published.

Swedish Match publishes annual report for 2023

Fri, 28 Jun 2024 16:00:00 GMT

Swedish Match’s annual report for 2023 has been published.

Swedish Match publishes annual report for 2022

Fri, 28 Apr 2023 13:35:10 GMT

Swedish Match’s annual report for 2022 has been published.

AD HOC ANNOUNCEMENT PURSUANT TO ART. 53 LISTING RULES SIX SWISS EXCHANGE

Tue, 28 Mar 2023 20:10:07 GMT

SWEDISH MATCH AB (PUBL)

Title	ISIN	Common Code
USD 50,000,000 4.00 per cent. Fixed Rate Notes due 31 May 2028 (Series 34)	XS0939505003	093950500
CHF 100,000,000 2.125 per cent. Fixed Rate Notes due 26 June 2023 (Series 35)	CH0215278448	094074738
€300,000,000 0.875 per cent. Notes due 2024 (Series 40)	XS1493333717	149333371
€300,000,000 1.20 per cent. Notes due 2024 (Series 42)	XS1715328768	171532876
€300,000,000 0.875 per cent. Notes due 2027 (Series 49)	XS2125123039	212512303
SEK 1,200,000,000 1.395 per cent. Fixed Rate Notes due 24 February 2026 (series 50)	XS2306815114	230681511

in each case, issued by Swedish Match AB (Publ)

Swedish Match AB (Publ) notes the issue of an announcement by Philip Morris International Inc.

Stockholm, Sweden, 28 March 2023: Swedish Match AB (Publ) notes that its indirect parent company, Philip Morris International Inc. (“PMI”), has today filed a Current Report on Form 8-K with the U.S. Securities and Exchange Commission (the “SEC”), which includes certain unaudited pro forma financial information reflecting the combined fiscal year 2022 results for PMI and Swedish Match AB (Publ), which PMI acquired in November 2022. The unaudited pro forma combined financial information was based on the historical financial information of PMI and Swedish Match AB (Publ) as disclosed in Item 8. Note 3. Acquisitions to PMI's Annual Report on Form 10-K for the fiscal year ended December 31, 2022, which was filed by PMI with the SEC on February 10, 2023.

The unaudited pro forma financial information is not a projection of future results of operations of the combined company. This information has not previously been published by Swedish Match AB (Publ).

The Current Report on Form 8-K filed with the SEC and containing the pro forma financial information of Swedish Match AB (Publ) is available under Inline XBRL Viewer (sec.gov).

Important Notice
This release is for informational purposes only and shall not constitute a prospectus or an offer to sell or the solicitation of an offer to buy securities in the United States or any other jurisdiction, nor shall there be any offer of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under applicable securities laws.

This press release is not a prospectus for the purposes of Regulation (EU) 2017/1129 or the Swiss Financial Services Act of 15 June 2018.

Elements of this press release contain or may contain “inside information” as defined under the Market Abuse Regulation (EU) No. 596/2014 or the Financial Market Infrastructure Act of 19 June 2015.

____

Contact:

Johan Levén, Vice President Investor Relations
E-mail Johan.Leven@swedishmatch.com
Phone +46 70 207 2116

____

Swedish Match AB (publ), SE-118 85 Stockholm, Sweden
Visiting address: Sveavägen 44, 8th Floor. Telephone: +46 10 13 93 000
Corporate Identity Number: 556015-0756
www.swedishmatch.com

Updated notice: Notice to the Extraordinary General Meeting in Swedish Match AB (publ)

Mon, 19 Dec 2022 14:46:00 GMT

The notice contains a corrected typing error regarding the last day for notification of participation to the Extraordinary General Meeting.

Notice to the Extraordinary General Meeting in Swedish Match AB (publ)

Wed, 14 Dec 2022 13:50:00 GMT

At the request of Philip Morris Holland Holdings B.V., corporate registration number 20028955 ("Philip Morris"), which after completion of the public takeover offer to the shareholders of Swedish Match AB (publ), corporate registration number 556015-0756 (“Swedish Match” or the “Company”) holds more than 90 percent of all the shares and votes in Swedish Match, the shareholders of the Company are hereby convened to an Extraordinary General Meeting to be held on Monday, January 16, 2023 at 11.00 CET at Sveavägen 44, Stockholm.

Proposed agenda

Opening of the General Meeting and election of the Chairman of the General Meeting.
Preparation and approval of the voting list.
Election of one or two persons to verify the minutes.
Determination of whether the General Meeting has been duly convened.
Approval of the Agenda.
Resolution regarding amendment of the Articles of Association.
Resolution regarding the number of members of the Board of Directors to be elected by the General Meeting.
Election of members of the Board of Directors and dismissal of members of the Board of Directors.
Resolution regarding remuneration to the members of the Board of Directors.
Resolution regarding abolishment of the instruction for the Nomination Committee adopted by the Annual General Meeting 2019.
Resolution regarding amendment or abolishment of the principles for remuneration to members of the executive management adopted by the Annual General Meeting 2020.

Proposed resolutions

Item 1: The Board of Directors proposes Björn Kristiansson, attorney at law, KANTER Advokatbyrå, as the Chairman of the General Meeting.

Item 6: Philip Morris proposes that the General Meeting resolves to amend paragraph 6 of the Articles of Association of the Company regarding the number of Board members in accordance with the following.

§ 6	Current wording	Proposed wording
§ 6	Apart from those who may be otherwise appointed due to legal requirements, the Board of Directors shall comprise a minimum of five and a maximum of ten members.	Apart from those who may be otherwise appointed due to legal requirements, the Board of Directors shall comprise a minimum of four and a maximum of ten members.

The resolution of the General Meeting with regard to the proposal under item 6 requires the support of shareholders representing at least two thirds of both the votes cast and the shares represented at the General Meeting.

Item 7: Philip Morris proposes that the Board of Directors shall consist of five Board members with no deputies (not including the union representatives and their deputies).

Item 8: Philip Morris proposes that Stefano Volpetti, Charles Bendotti and Lars Dahlgren are elected as new members of the Board of Directors together with existing members of the Board of Directors Conny Karlsson and Charles A. Blixt, with Conny Karlsson as continued Chairman of the Board. It is further proposed that the other current members of the Board of Directors, Jacqueline Hoogerbrugge, Alexander Lacik, Pauline Lindwall, Sanna Suvanto-Harsaae and Joakim Westh, are dismissed.

Item 9: Philip Morris proposes that no remuneration shall be paid to the new members of the Board of Directors Stefano Volpetti, Charles Bendotti and Lars Dahlgren, and that the remuneration to the dismissed members of the Board of Directors Jacqueline Hoogerbrugge, Alexander Lacik, Pauline Lindwall, Sanna Suvanto-Harsaae and Joakim Westh shall be paid as resolved by the Annual General Meeting in the Company held on April 27, 2022, with one-twelfth for each commenced month between April 27, 2022, and date of this General Meeting.

Item 10: As a result of the new ownership in the Company, Swedish Match applied for delisting of the Company’s shares from Nasdaq Stockholm on December 5, 2022, with last day of trading as soon as possible. Philip Morris therefore proposes that the instruction for the Company’s nomination committee adopted by the Annual General Meeting in the Company held on April 2, 2019, is abolished with effect from the date of the delisting from Nasdaq Stockholm.

Item 11: Philip Morris proposes that the guidelines for remuneration to senior executives, adopted by the Annual General Meeting in the Company held on April 9, 2020, are abolished with effect from the date of the delisting from Nasdaq Stockholm.

Right to participate in the General Meeting
In order to participate in the General Meeting, you need to be registered as a shareholder in the share register kept by Euroclear Sweden AB on Thursday, January 5, 2023. In addition, you need to notify Swedish Match of your intention to participate in the General Meeting no later than Monday, January 9, 2023, at which time the notification shall have been received by Swedish Match. Shareholders who wish to be accompanied by one or two assistants at the General Meeting shall also inform Swedish Match thereof within the appointed period of time.

Notice of participation
Notice of participation may be submitted in writing to Swedish Match AB (publ), “extra bolagsstämman”, c/o Euroclear Sweden AB, P.O 191,101 23 Stockholm, Sweden, by telephone at +46 (0)8 402 90 42 (09.00 – 16.00 CET), or via the Internet at www.swedishmatch.com/agm. Upon giving notice of participation, the shareholder shall state his or her name/company name, civic ID/corporate registration number, address, telephone number (daytime) and the name(s) of assistant(s), if any.

Proxy
Shareholders who are represented by proxy shall issue a power of attorney for the proxy. If the power of attorney is issued by a legal entity, a copy of the corporate registration certificate for such legal entity shall be enclosed (or if no such document is available, an equivalent authorization document). The proxy is valid for one year from the date of issuance or the longer period of validity stated in the proxy, however not longer than five years from the date of issuance. To facilitate entry at the General Meeting, the power of attorney in original as well as the corporate registration certificate and other authorization documents, if any, should be provided to the Company at the address stated above no later than on Monday, January 9, 2023.

Proxy form
Proxy forms are available upon request to the address stated above and on the Company’s website www.swedishmatch.com.

Voting right registration
Shareholders whose shares are nominee registered and who wish to participate in the General Meeting must have their shares re-registered in their own name so that the shareholder is entered in the share register on Thursday, January 5, 2023. Such re-registration may be temporary (i.e. voting right registration) and shall be requested from the nominee in sufficient time. Voting right registrations made no later than Tuesday, January 10, 2023, are taken into account when preparing the share register kept by Euroclear Sweden AB.

Documents
Documents which according to the Swedish Companies Act (2005:551) must be available at the General Meeting will be made available at Swedish Match headquarters (Legal Department) at Sveavägen 44, in Stockholm, Sweden, no later than Monday, December 26, 2022. The documents will be sent to shareholders upon request, provided that such shareholder states its address. All the above documents will be available on the Company’s website, www.swedishmatch.com and be presented at the General Meeting.

Number of shares and votes in the Company
The total number of shares and votes in Swedish Match AB (publ) as the time of notice to the General Meeting amounts to 1,525,000,000 of which 4,285,810 shares are repurchased own shares which may not be represented at the General Meeting.

Information at the General Meeting
The Board of Directors and the CEO shall, if any shareholder so requests and the Board of Directors considers that it may be done without significant harm to the Company, in accordance with Chapter 7 § 32 of the Swedish Companies Act (2005:551) provide information regarding circumstances that may affect the assessment of an item on the Agenda, and circumstances that may affect the assessment of the Company’s or its subsidiaries’ financial position and the Company’s relation to other companies within the Group.

Process of personal data
The data received will be computerized and used solely for the purpose of the General Meeting. For information on how your personal data is processed, please refer to https://www.euroclear.com/dam/ESw/Legal/Privacy-noticebolagsstammor-engelska.pdf.

The entrance to the venue for the General Meeting will open at 10.30 CET.

Stockholm, December 2022

SWEDISH MATCH AB (publ)
The Board of Directors

Delisting of Swedish Match AB

Tue, 13 Dec 2022 13:30:00 GMT

Nasdaq Stockholm has decided that Swedish Match AB will be delisted from Nasdaq Stockholm. The last day of trading in the share will be on Friday, December 30, 2022.

Swedish Match AB applies for delisting

Mon, 05 Dec 2022 16:20:00 GMT

Philip Morris Holland Holdings B.V. (“PMHH”), an affiliate of Philip Morris International Inc., declared the public offer for Swedish Match AB (“Swedish Match” or the “Company”) unconditional on November 7, 2022. PMHH controls more than 90 percent of the shares in Swedish Match and has initiated squeeze-out proceedings in respect of the remaining shares in the Company.

The Board of Swedish Match has today resolved to apply for delisting of the Company’s shares from Nasdaq Stockholm. The last day of trading in the Company’s shares on Nasdaq Stockholm will be announced as soon as the Company has received confirmation from Nasdaq Stockholm.

Interim Report January – September 2022

Fri, 28 Oct 2022 06:15:00 GMT

Highlights for the third quarter

Continued momentum for the US smokefree business and the strong USD drove sharp increases in Group sales and earnings. Other businesses of the Group faced tough comparisons and some challenging market conditions.
Group sales increased by 21 percent to 5,782 MSEK (4,778). In local currencies, Group sales increased by 5 percent for the third quarter.
Group operating profit increased to 2,400 MSEK (2,075).
Operating profit from product segments increased by 15 percent to 2,412 MSEK (2,099). In local currencies, operating profit from product segments¹⁾ declined by 1 percent for the third quarter.
In local currencies, operating profit grew by 12 percent for the Smokefree product segment. For the Cigars product segment, operating profit declined, impacted by lower volumes. The Lights product segment faced particularly tough conditions and reported a steep decline in operating profit.
Profit after tax increased to 1,778 MSEK (1,540).
Earnings per share increased by 18 percent to 1.17 SEK (0.99).

1) Excludes Other operations and larger one-time items.

Statement by the Board of Directors of Swedish Match AB in relation to the increased public cash offer by Philip Morris Holland Holdings B.V.

Thu, 27 Oct 2022 18:40:00 GMT

The Board of Directors of Swedish Match AB recommends that the shareholders of Swedish Match accept the increased offer.

Comment to corrected insider trade reporting by the Chairman of the Board

Thu, 08 Sep 2022 13:35:00 GMT

The Chairman of the Board, Conny Karlsson, has corrected the reporting which today was mistakenly made to the Swedish Financial Supervisory Authority regarding a sale of his shareholding in Swedish Match. The background to the mistake is the Chairman’s instruction to his bank to accept the public offer from Philip Morris in respect of his shares in Swedish Match. Such acceptance of the offer may be withdrawn at any time until the expiry of the acceptance period in accordance with the terms of the offer and Swedish Takeover Regulation. An acceptance of the offer should only be reported if and when the offer is declared unconditional and provided it has not then been withdrawn.

Half Year Report January – June 2022

Fri, 22 Jul 2022 06:15:00 GMT

Group sales and operating profit increased strongly on the back of continued solid momentum for the US smokefree business and currency tailwind.
Group sales increased by 23 percent to 5,561 MSEK (4,505). In local currencies, Group sales increased by 11 percent for the second quarter.
Group operating profit increased to 2,227 MSEK (1,956).
Operating profit from product segments increased by 14 percent to 2,271 MSEK (1,988). In local currencies, operating profit from product segments¹⁾ increased by 1 percent for the second quarter.
In local currencies, operating profit grew by 14 percent for the Smokefree product segment despite higher market investments across geographies to support future growth. For the Cigars product segment, operating profit declined, impacted by lower volumes. For Lights, underlying operating profit increased, but items of temporary nature drove a decline in reported operating profit.
Profit after tax increased to 1,624 MSEK (1,441).
Earnings per share increased by 17 percent to 1.07 SEK (0.92).
The full year outlook for 2022, found on page 14, has been updated based on developments during the first six months.

1) Excludes Other operations and larger one-time items.

Swedish Match AB (publ) share capital

Tue, 31 May 2022 08:00:00 GMT

In accordance with the resolution at the Annual General Meeting on April 27, 2022, Swedish Match AB (publ) has cancelled 55,000,000 repurchased treasury shares.

Interim Report January – March 2022

Wed, 11 May 2022 06:15:00 GMT

Highlights for the first quarter

Sales and operating profit from product segments increased on the back of continued strong momentum for the US smokefree business.
Group sales increased by 10 percent to 4,892 MSEK (4,455). In local currencies, sales increased by 2 percent for the first quarter.
Operating profit from product segments increased by 1 percent to 2,115 MSEK (2,092). In local currencies, operating profit from product segments¹⁾ decreased by 7 percent for the first quarter.
Within the Smokefree segment, ZYN nicotine pouches in the US continued to gain market shares on a sequential basis and demonstrated solid sales and profit growth. In Scandinavia, sales grew strongly on an underlying basis, while operating profit declined reflecting higher market investments and an unusually high result in the prior year period.
For the Cigars product segment, sales and operating profit declined on lower volumes and higher production costs when comparing to the exceptionally strong first quarter of the prior year. Swedish Match increased its cigar market share²⁾ sequentially relative to the fourth quarter of 2021.
For the Lights product segment, impressive performance for matches drove robust top-line development. Solid operating profit despite steep price increases on input materials.
Group operating profit amounted to 2,024 MSEK (2,354). The prior year period included a settlement income of 300 MSEK.
Profit after tax amounted to 1,493 MSEK (1,780).
Adjusted earnings per share³⁾ increased to 0.98 SEK (0.97). Earnings per share for the quarter decreased by 13 percent to 0.98 SEK (1.12) with the after-tax effect of the settlement income in the prior year period amounting to 0.15 SEK per share.

1) Excludes Other operations and larger one-time items.
2) Based on MSA distributor shipments: Mass market cigars (excluding little cigars) in volume terms.
3) Excludes larger one-time items net of tax.

Statement by the Board of Directors of Swedish Match AB in relation to the public cash offer by Philip Morris Holland Holdings B.V.

Wed, 11 May 2022 05:45:00 GMT

The Board of Directors of Swedish Match AB recommends that the shareholders of Swedish Match accept the offer

Swedish Match confirms discussions regarding a possible public takeover offer for Swedish Match

Mon, 09 May 2022 16:20:00 GMT

The Board of Directors of Swedish Match AB has noted the recent speculation and confirms that discussions with Philip Morris International Inc. regarding a possible public takeover offer for Swedish Match are ongoing.

There can be no certainty that an offer will be made, nor as to the terms of any such potential offer.

Swedish Match Annual General Meeting 2022

Wed, 27 Apr 2022 12:00:00 GMT

Major items approved by today’s Annual General Meeting include:

A dividend of 1.86 SEK per share to be paid in two equal instalments of 0.93 SEK per share
Mandate to repurchase up to 10 percent of all shares in the Company
Withdrawal of 55,000,000 repurchased company shares with a simultaneous bonus issue without issuing any new shares
Mandate to resolve on the transfer of shares in the Company and to issue new shares
Election of a new Board Director, Sanna Suvanto-Harsaae, and of Deloitte AB as auditor

Swedish Match publishes annual report for 2021

Fri, 25 Mar 2022 10:00:00 GMT

Swedish Match’s annual report for 2021 has been published and is available at the Group’s website.

Notice to the Annual General Meeting of Swedish Match AB (publ)

Mon, 21 Mar 2022 09:00:00 GMT

The shareholders of Swedish Match AB (publ), Reg. No. 556015-0756, are hereby notified of the Annual General Meeting (AGM) to be held on Wednesday, April 27, 2022. In light of the COVID-19 pandemic, the AGM will be conducted pursuant to so called mail-in procedures, meaning that no shareholders will attend the AGM in person or through proxy. Instead, shareholders can participate in the AGM by voting and submitting questions in advance pursuant to the instructions described below.

Swedish Match provides update on plans for separation of its cigar business

Mon, 14 Mar 2022 17:00:00 GMT

On September 14, 2021, Swedish Match announced its intention to separate its cigar business via a spin-off to shareholders and a subsequent listing on a US national securities exchange. The separation was initially expected to be completed in the second half of 2022, at the earliest.

While the Board of Swedish Match still has the strategic intent to separate the cigar business, and views this as a move that would further enhance the prospects for Swedish Match’s US smokefree business, as well as for its US cigar business, the Board has today decided to suspend the preparations for the contemplated spin-off until further notice.

While supply chain related challenges have contributed to the financial development of the US cigar business falling short of Swedish Match’s expectations in recent quarters, today’s decision to suspend the spin-off preparations was prompted by regulatory uncertainties facing the cigar business. Swedish Match has recently been informed by the US Food and Drug Administration (FDA) that substantial equivalence (SE) designations have been denied for SE applications corresponding to about 3 percent of Swedish Match’s 2021 cigar volume. It cannot be ruled out that additional SE applications for the cigar assortment will be denied in the first instance as FDA continues to work through remaining applications. Swedish Match plans to appeal the non-SE designations by the FDA by requesting a supervisory review and Swedish Match remains confident that the Company will be given the opportunity to provide the FDA with sufficient data in order to demonstrate that the cigars in question are substantially equivalent to their predicate products insofar that the changes that have taken place do not raise questions of public health.

Swedish Match is confident that the above-mentioned issues will be resolved or efficiently mitigated in due course. However, the Board’s view is that the decision to suspend spin-off preparations until further notice is in the best interests of our shareholders. As the potential impacts from regulatory uncertainties have been clarified, the Swedish Match Board expects to resume plans to separate the cigar business.