Commission Decision No. 22-M-030-2017
Acquisition by JT International SA and JT International (Philippines) Inc.
of the Assets of Mighty Corporation and Wong Chu King Holdings Inc.

ABSTRACT:

Japan Tobacco International (Philippines) Inc. (“JTIP”), as purchaser, and Mighty Corporation (“MC”) and Wong Chu King Holdings Inc. (“WCKH”), as sellers, have entered into a preliminary binding agreement which sets out the framework under which the parties commit to executing all definitive agreements for the Transaction. The definitive agreements will set out the terms and conditions under which JTIP or one of its affiliates will acquire from MC, WCKH and (unless they have transferred certain trademarks to MC or WCKH prior to the completion of the Transaction), from Tobacco Industries of the Philippines (“TIP”) and La Campana Fabrica De Tobaccos, Inc. (“LCFDT”), the sales and distribution network, machinery, equipment, trademarks, associated intellectual property and inventories related to the tobacco business of MC.

After the Transaction, JTIP will own the sales & distribution network, manufacturing & equipment and inventories of MC, while Japan Tobacco International SA (“JTI SA”), an affiliate of JTIP, will own the trademarks and associated intellectual property of MC and WCKH.

JTIP is a company engaged in the business of importation, manufacturing, distribution and marketing on wholesale basis of tobacco products; while JTI SA is a global company engaged in the manufacture and sale of tobacco products.

MC is engaged in the production, manufacture and distribution of tobacco products and cigarettes solely for sale in the Philippines.