Philip Morris Cos., makers of Maxwell House Coffee and Marlboro cigarettes, took another step away from the tobacco business when it announced yesterday it would acquire for $3.8 billion Swiss coffee and chocolate maker Jacobs Suchard AG.
When the acquisition is completed, Philip Morris, the largest maker of packaged food goods and tobacco products in the United States, will become the third largest food company in Europe.
Suchard, with sales of $4.7 billion, will retain its name and Zurich offices but will be linked with Philip Morris's Kraft General Foods International unit.
"We feel it certainly enhances our position in Europe," said Alice T. McGillion, spokesman for Philip Morris in New York. "Suchard has a very good business in Europe in the coffee and confectionery business. They are very strong in marketing, they have good brand names and a good work force. We feel it's a good fit."
Tobacco and food industry analysts viewed the deal as a low-risk, moderate-size acquisition that would greatly strengthen Philip Morris's position in the expanding European market. The takeover also is the latest instance of diversification away from cigarette making by a large U.S. tobacco company.
Under the agreement announced in Zurich yesterday, Philip Morris agreed in the next two weeks to purchase 60 percent of Suchard's voting stock owned by Suchard Chairman Klaus Jacobs and begin a cash tender offer for all remaining shares in the company.
Jacobs will buy back assets that "do not fit in the new structure" such as the Chicago-based E.J. Brach Inc. candy company.
Philip Morris said it would finance the deal with existing credit.
Suchard is best known in the United States for its Toblerone candy. Suchard is the market leader in chocolates in Germany, France, Belgium and Austria. Its Jacobs Caf coffee is the most popular roasted brand in France, West Germany, Austria and Canada.
Analysts said the deal will allow Philip Morris to expand in Europe and potentially enter new markets in Eastern Europe.
"Obviously there are new markets opening up in Europe and many kinds of tastes," said Roy D. Burry, a tobacco industry analyst with Kidder Peabody. "The more brand names you have and the more geographical markets, the better off you are."
Most promising for Philip Morris is Suchard's presence in West Germany, said Simon Marshall of Schroder Securities in London. Germany represents 40 percent of Suchard's sales.
The acquisition of Suchard is expected to bring total sales of Philip Morris's Kraft General Foods unit in Europe to about $7 billion, making it the third-largest food company in Europe behind Nestle SA and Anglo-Dutch Unilever NV.
The deal comes on the heels of a Philip Morris announcement that it expects a $15 billion cash surplus over the next five years.
Although the U.S. cigarette market has been contracting since 1981, the six largest American tobacco companies continue to record profits that have been increasing at an annual rate of 17 percent because of price hikes and low overhead, analysts said.
That surplus, as well as fewer smokers, has fueled a movement to diversify.
Yesterday the Liggett Group Inc. announced it would change its name and reorganize to make stronger inroads into sports and entertainment products.
Aside from the RJR-Nabisco combination in 1985 -- in which the second-largest cigarette maker behind Philip Morris became a packaged food manufacturer -- other cigarette manufacturers have attempted to broaden their businesses throughout the 1980s.
American Brands Inc. has entered the office products and liquor industries. BAT Industries, the British parent company of Brown & Williamson Tobacco Corp., has been attempting to expand more in retailing and insurance.
Before the Suchard deal, Philip Morris spent almost $19 billion since 1985 to purchase General Foods Corp. and Kraft Inc.