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* Carlyle, Pamplona among parties weighing bids-sources

* Imperial Tobacco, Japan Tobacco also looking-sources

* Company hoping to fetch as much as $2 bln-sources

* Blackstone, Advent, CVC looked and passed-sources

By Soyoung Kim and Greg Roumeliotis

NEW YORK, Aug 16 (Reuters) – Private equity firms Carlyle

Group LP and Pamplona Capital Management LP are among a

handful of parties weighing bids for Republic Tobacco, a

privately held company that makes the Drum brand of loose

tobacco in the United States, according to people familiar with

the matter.

These buyout firms are pursuing Illinois-based Republic

Tobacco even as some of their private equity competitors,

including Blackstone Group LP, CVC Capital Partners Ltd

and Advent International Corp, decided not to pursue a bid due

partly to investor concerns about investing in controversial

industries, the people said.

Investors in private equity firms, known as limited partners

(LPs), often have restrictions on investing in so-called “sin”

businesses such as tobacco, alcohol, gambling or weapons. The

limited partners can negotiate opt-outs from individual fund

deals.

Pamplona, a London-based investment house backed by Russian

tycoon Mikhail Fridman, has a different investor base from the

largest U.S. private equity firms, which count pension funds and

social endowments in California and New York as some of their

major limited partners.

Carlyle, Pamplona, Blackstone and Republic Tobacco declined

to comment. Advent and CVC Capital Partners, which looked at,

but passed on Republic Tobacco, according to the sources, did

not respond to requests for comment. The sources asked not to be

identified because the matter is not public.

“My sense is there will be some LPs who would say we are not

going to do it and many who say go ahead,” said Steven Kaplan, a

University of Chicago finance professor whose research focuses

on private equity.

Republic, which is said to be seeking as much as $2 billion

according to some of the people, has also attracted interest

from Britain’s Imperial Tobacco Group Plc, one of the

people said.

“We’re always interested in potential acquisition

opportunities, provided they would deliver value for our

shareholders. We do not, however, comment on rumor or

speculation,” an Imperial Tobacco spokesman said.

Japan Tobacco Inc also expressed some interest in

the auction of Republic Tobacco. The auction of Rebublic is

being run by Credit Suisse Group AG, the people said.

Credit Suisse declined to comment.

However, they cautioned that Japan Tobacco has had a

long-stated strategy of staying out of the U.S. market where it

sees high risk of litigation.

Its new President Mitsuomi Koizumi reiterated last week the

company was not considering expanding into the United States.

When asked on Wednesday about its potential interest in

Republic, the company said it does not comment on future

acquisition possibilities.

PRIVATE EQUITY’S TOBACCO APPETITE

While robust financing markets have boosted private equity

appetite for leveraged buyouts in recent months, Republic

Tobacco has attracted only a small number of buyout firms partly

due to the controversial nature of the business, according to

the people familiar with the matter.

Limited partners such as California Public Employees’

Retirement System (CalPERS), California State Teachers’

Retirement System (CalSTRS), Florida State Board of

Administration, and many pension funds in New York often

encourage so-called “socially responsible investing”.

Some avoid businesses involved in alcohol, tobacco,

gambling, pornography and weapons.

The most famous acquisition of a tobacco company by private

equity was KKR & Co LP’s $25 billion leveraged buyout of

RJR Nabisco in 1988, a battle that was immortalized in the 1990

bestseller “Barbarians at the Gate”.

KKR sold its remaining stake in RJR in 1995 and major buyout

firms have since been wary of investing in tobacco companies as

the industry’s challenges mounted, while some limited partners

decided to stay out of such investments.

A private equity bid for Franco-Spanish tobacco firm Altadis

failed in 2007 after PAI Partners dropped out of a consortium

with CVC, allowing the company to be taken over by Imperial

Tobacco.

Tobacco companies are often seen as defensive investment

plays because they trade in consumer staples, but cigarette

smoking is in decline in many developed markets due to a shift

in regulations as well as popular culture.

As a result, tobacco companies like Altria Group Inc,

Reynolds American and Lorillard often rely on

price increases to drive sales growth.

Republic Tobacco’s major product lines include cigarette

tobacco, cigarette papers, filtered tubes, accessories, pipe

tobacco and cigars. Other brands Republic owns include Top

tobacco and Job rolling papers.

Republic is owned by D.R.L. Enterprises, a holding company

founded in 1969 by Chicago entrepreneur Donald Levin. D.R.L has

businesses in aircraft, medical equipment, machinery leasing,

film making and licensed sports product manufacturing.

Levin’s film company has made nearly 20 motion pictures

distributed in the United States and overseas, featuring such

stars as Emilio Estevez, Charlie Sheen, Sharon Stone, Rodney

Dangerfield and Chuck Norris.

(Reporting by Soyoung Kim and Greg Roumeliotis in New York;

editing by Carol Bishopric)