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ý
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Virginia
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13-3260245
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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6601 West Broad Street, Richmond, Virginia
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23230
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(Address of principal executive offices)
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(Zip Code)
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Large accelerated filer
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þ
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Accelerated filer
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¨
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Non-accelerated filer
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¨
(Do not check if a smaller reporting company)
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Smaller reporting company
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¨
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Page No.
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PART I -
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FINANCIAL INFORMATION
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Item 1.
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Financial Statements (Unaudited)
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Item 2.
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Item 4.
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PART II -
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OTHER INFORMATION
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Item 1.
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Item 1A.
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Item 2.
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Item 6.
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Signature
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March 31, 2013
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December 31, 2012
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||||
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Assets
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||||
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Cash and cash equivalents
|
|
$
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3,775
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|
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$
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2,900
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Receivables
|
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112
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|
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193
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|
||
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Inventories:
|
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||||
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Leaf tobacco
|
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864
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|
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876
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||
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Other raw materials
|
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174
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173
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||
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Work in process
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339
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349
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||
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Finished product
|
|
439
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348
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|
||
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|
|
1,816
|
|
|
1,746
|
|
||
|
Deferred income taxes
|
|
1,216
|
|
|
1,216
|
|
||
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Other current assets
|
|
197
|
|
|
260
|
|
||
|
Total current assets
|
|
7,116
|
|
|
6,315
|
|
||
|
Property, plant and equipment, at cost
|
|
4,763
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|
|
4,750
|
|
||
|
Less accumulated depreciation
|
|
2,695
|
|
|
2,648
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|
||
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|
|
2,068
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|
|
2,102
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|
||
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Goodwill
|
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5,174
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|
|
5,174
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|
||
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Other intangible assets, net
|
|
12,073
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|
|
12,078
|
|
||
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Investment in SABMiller
|
|
6,749
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|
|
6,637
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|
||
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Finance assets, net
|
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2,385
|
|
|
2,581
|
|
||
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Other assets
|
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441
|
|
|
442
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Total Assets
|
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$
|
36,006
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|
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$
|
35,329
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|
|
|
|
March 31, 2013
|
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December 31, 2012
|
||||
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Liabilities
|
|
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|
|
||||
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Current portion of long-term debt
|
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$
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1,984
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|
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$
|
1,459
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|
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Accounts payable
|
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259
|
|
|
451
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|
||
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Accrued liabilities:
|
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|
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|
||||
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Marketing
|
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468
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|
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568
|
|
||
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Employment costs
|
|
126
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|
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184
|
|
||
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Settlement charges
|
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4,143
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|
|
3,616
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|
||
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Other
|
|
1,032
|
|
|
1,093
|
|
||
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Income taxes
|
|
600
|
|
|
—
|
|
||
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Dividends payable
|
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886
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888
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||
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Total current liabilities
|
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9,498
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8,259
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Long-term debt
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11,894
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12,419
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Deferred income taxes
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6,657
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|
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6,652
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|
||
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Accrued pension costs
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1,323
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1,735
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||
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Accrued postretirement health care costs
|
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2,501
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2,504
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Other liabilities
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528
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556
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Total liabilities
|
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32,401
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32,125
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|
||
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Contingencies (Note 10)
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||||
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Redeemable noncontrolling interest
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35
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34
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Stockholders’ Equity
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||||
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Common stock, par value $0.33 1/3 per share
(2,805,961,317 shares issued)
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935
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935
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|
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Additional paid-in capital
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5,656
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5,688
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Earnings reinvested in the business
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24,817
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24,316
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||
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Accumulated other comprehensive losses
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(2,068
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)
|
|
(2,040
|
)
|
||
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Cost of repurchased stock
(797,292,199 shares in 2013 and 796,221,021 shares in 2012)
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(25,771
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)
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|
(25,731
|
)
|
||
|
Total stockholders’ equity attributable to Altria Group, Inc.
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|
3,569
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|
|
3,168
|
|
||
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Noncontrolling interests
|
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1
|
|
|
2
|
|
||
|
Total stockholders’ equity
|
|
3,570
|
|
|
3,170
|
|
||
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Total Liabilities and Stockholders’ Equity
|
|
$
|
36,006
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|
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$
|
35,329
|
|
|
|
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For the Three Months Ended March 31,
|
||||||
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|
|
2013
|
|
2012
|
||||
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Net revenues
|
|
$
|
5,528
|
|
|
$
|
5,647
|
|
|
Cost of sales
|
|
1,299
|
|
|
1,792
|
|
||
|
Excise taxes on products
|
|
1,555
|
|
|
1,653
|
|
||
|
Gross profit
|
|
2,674
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|
|
2,202
|
|
||
|
Marketing, administration and research costs
|
|
517
|
|
|
534
|
|
||
|
Asset impairment and exit costs
|
|
—
|
|
|
21
|
|
||
|
Amortization of intangibles
|
|
5
|
|
|
5
|
|
||
|
Operating income
|
|
2,152
|
|
|
1,642
|
|
||
|
Interest and other debt expense, net
|
|
261
|
|
|
293
|
|
||
|
Earnings from equity investment in SABMiller
|
|
(256
|
)
|
|
(520
|
)
|
||
|
Earnings before income taxes
|
|
2,147
|
|
|
1,869
|
|
||
|
Provision for income taxes
|
|
762
|
|
|
674
|
|
||
|
Net earnings
|
|
1,385
|
|
|
1,195
|
|
||
|
Net earnings attributable to noncontrolling interests
|
|
—
|
|
|
—
|
|
||
|
Net earnings attributable to Altria Group, Inc.
|
|
$
|
1,385
|
|
|
$
|
1,195
|
|
|
Per share data:
|
|
|
|
|
||||
|
Basic and diluted earnings per share attributable to Altria Group, Inc.
|
|
$
|
0.69
|
|
|
$
|
0.59
|
|
|
Dividends declared
|
|
$
|
0.44
|
|
|
$
|
0.41
|
|
|
|
|
For the Three Months Ended March 31,
|
||||||
|
|
|
2013
|
|
2012
|
||||
|
Net earnings
|
|
$
|
1,385
|
|
|
$
|
1,195
|
|
|
Other comprehensive (losses) earnings, net of deferred income taxes:
|
|
|
|
|
||||
|
Benefit plans
|
|
66
|
|
|
22
|
|
||
|
SABMiller
|
|
(94
|
)
|
|
180
|
|
||
|
Other comprehensive (losses) earnings, net of deferred income taxes
|
|
(28
|
)
|
|
202
|
|
||
|
|
|
|
|
|
||||
|
Comprehensive earnings
|
|
1,357
|
|
|
1,397
|
|
||
|
Comprehensive earnings attributable to noncontrolling interests
|
|
—
|
|
|
—
|
|
||
|
Comprehensive earnings attributable to Altria Group, Inc.
|
|
$
|
1,357
|
|
|
$
|
1,397
|
|
|
|
|
Attributable to Altria Group, Inc.
|
|
|
|
|
||||||||||||||||||||||
|
|
|
Common
Stock
|
|
Additional
Paid-in
Capital
|
|
Earnings
Reinvested
in the
Business
|
|
Accumulated
Other
Comprehensive
Losses
|
|
Cost of
Repurchased
Stock
|
|
Non-controlling
Interests
|
|
Total
Stockholders’
Equity
|
||||||||||||||
|
Balances, December 31, 2011
|
|
$
|
935
|
|
|
$
|
5,674
|
|
|
$
|
23,583
|
|
|
$
|
(1,887
|
)
|
|
$
|
(24,625
|
)
|
|
$
|
3
|
|
|
$
|
3,683
|
|
|
Net earnings
(1)
|
|
—
|
|
|
—
|
|
|
4,180
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,180
|
|
|||||||
|
Other comprehensive losses, net of deferred income tax benefit
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(153
|
)
|
|
—
|
|
|
—
|
|
|
(153
|
)
|
|||||||
|
Stock award activity
|
|
—
|
|
|
14
|
|
|
—
|
|
|
—
|
|
|
10
|
|
|
—
|
|
|
24
|
|
|||||||
|
Cash dividends declared ($1.70 per share)
|
|
—
|
|
|
—
|
|
|
(3,447
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,447
|
)
|
|||||||
|
Repurchases of common stock
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,116
|
)
|
|
—
|
|
|
(1,116
|
)
|
|||||||
|
Other
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
(1
|
)
|
|||||||
|
Balances, December 31, 2012
|
|
935
|
|
|
5,688
|
|
|
24,316
|
|
|
(2,040
|
)
|
|
(25,731
|
)
|
|
2
|
|
|
3,170
|
|
|||||||
|
Net earnings (losses)
(1)
|
|
—
|
|
|
—
|
|
|
1,385
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
1,384
|
|
|||||||
|
Other comprehensive losses, net of deferred income tax benefit
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(28
|
)
|
|
—
|
|
|
—
|
|
|
(28
|
)
|
|||||||
|
Stock award activity
|
|
—
|
|
|
(32
|
)
|
|
—
|
|
|
—
|
|
|
17
|
|
|
—
|
|
|
(15
|
)
|
|||||||
|
Cash dividends declared ($0.44 per share)
|
|
—
|
|
|
—
|
|
|
(884
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(884
|
)
|
|||||||
|
Repurchases of common stock
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(57
|
)
|
|
—
|
|
|
(57
|
)
|
|||||||
|
Balances, March 31, 2013
|
|
$
|
935
|
|
|
$
|
5,656
|
|
|
$
|
24,817
|
|
|
$
|
(2,068
|
)
|
|
$
|
(25,771
|
)
|
|
$
|
1
|
|
|
$
|
3,570
|
|
|
(1)
|
Net earnings/losses attributable to noncontrolling interests
for the three months ended March 31, 2013
and for the year ended
December 31, 2012
exclude net earnings of $1 million and $3 million, respectively, due to the redeemable noncontrolling interest related to Stag’s Leap Wine Cellars
,
which is reported in the mezzanine equity section in the condensed consolidated balance sheets at
March 31, 2013
and
December 31, 2012
.
See Note 10.
|
|
|
|
For the Three Months Ended March 31,
|
||||||
|
|
|
2013
|
|
2012
|
||||
|
Cash Provided by (Used In) Operating Activities
|
|
|
|
|
||||
|
Net earnings
|
|
$
|
1,385
|
|
|
$
|
1,195
|
|
|
Adjustments to reconcile net earnings to operating cash flows:
|
|
|
|
|
||||
|
Depreciation and amortization
|
|
54
|
|
|
56
|
|
||
|
Deferred income tax provision (benefit)
|
|
16
|
|
|
(97
|
)
|
||
|
Earnings from equity investment in SABMiller
|
|
(256
|
)
|
|
(520
|
)
|
||
|
Cash effects of changes:
|
|
|
|
|
||||
|
Receivables, net
|
|
81
|
|
|
13
|
|
||
|
Inventories
|
|
(70
|
)
|
|
(51
|
)
|
||
|
Accounts payable
|
|
(89
|
)
|
|
(68
|
)
|
||
|
Income taxes
|
|
639
|
|
|
744
|
|
||
|
Accrued liabilities and other current assets
|
|
(193
|
)
|
|
6
|
|
||
|
Accrued settlement charges
|
|
527
|
|
|
1,025
|
|
||
|
Pension plan contributions
|
|
(358
|
)
|
|
(504
|
)
|
||
|
Pension provisions and postretirement, net
|
|
48
|
|
|
31
|
|
||
|
Other
|
|
9
|
|
|
7
|
|
||
|
Net cash provided by operating activities
|
|
1,793
|
|
|
1,837
|
|
||
|
|
|
For the Three Months Ended March 31,
|
||||||
|
|
|
2013
|
|
2012
|
||||
|
Cash Provided by (Used In) Investing Activities
|
|
|
|
|
||||
|
Capital expenditures
|
|
$
|
(15
|
)
|
|
$
|
(16
|
)
|
|
Proceeds from finance assets
|
|
203
|
|
|
303
|
|
||
|
Net cash provided by investing activities
|
|
188
|
|
|
287
|
|
||
|
Cash Used In Financing Activities
|
|
|
|
|
||||
|
Repurchases of common stock
|
|
(91
|
)
|
|
(266
|
)
|
||
|
Dividends paid on common stock
|
|
(886
|
)
|
|
(838
|
)
|
||
|
Other
|
|
(129
|
)
|
|
(134
|
)
|
||
|
Cash used in financing activities
|
|
(1,106
|
)
|
|
(1,238
|
)
|
||
|
Cash and cash equivalents:
|
|
|
|
|
||||
|
Increase
|
|
875
|
|
|
886
|
|
||
|
Balance at beginning of period
|
|
2,900
|
|
|
3,270
|
|
||
|
Balance at end of period
|
|
$
|
3,775
|
|
|
$
|
4,156
|
|
|
|
|
For the Three Months Ended
March 31, 2012
|
||||||||||
|
|
|
Asset Impairment and Exit Costs
|
|
Implementation (Gain) Costs
|
|
Total
|
||||||
|
|
|
(in millions)
|
||||||||||
|
Smokeable products
|
|
$
|
7
|
|
|
$
|
(21
|
)
|
|
$
|
(14
|
)
|
|
Smokeless products
|
|
14
|
|
|
5
|
|
|
19
|
|
|||
|
General corporate
|
|
—
|
|
|
(1
|
)
|
|
(1
|
)
|
|||
|
Total
|
|
$
|
21
|
|
|
$
|
(17
|
)
|
|
$
|
4
|
|
|
|
|
For the Three Months Ended March 31,
|
||||||
|
|
|
2013
|
|
2012
|
||||
|
|
|
(in millions)
|
||||||
|
Service cost
|
|
$
|
21
|
|
|
$
|
20
|
|
|
Interest cost
|
|
78
|
|
|
86
|
|
||
|
Expected return on plan assets
|
|
(123
|
)
|
|
(111
|
)
|
||
|
Amortization:
|
|
|
|
|
||||
|
Net loss
|
|
69
|
|
|
56
|
|
||
|
Prior service cost
|
|
3
|
|
|
3
|
|
||
|
Net periodic pension cost
|
|
$
|
48
|
|
|
$
|
54
|
|
|
|
|
For the Three Months Ended
March 31, |
||||||
|
|
|
2013
|
|
2012
|
||||
|
|
|
(in millions)
|
||||||
|
Service cost
|
|
$
|
5
|
|
|
$
|
5
|
|
|
Interest cost
|
|
25
|
|
|
30
|
|
||
|
Amortization:
|
|
|
|
|
||||
|
Net loss
|
|
14
|
|
|
12
|
|
||
|
Prior service credit
|
|
(11
|
)
|
|
(11
|
)
|
||
|
Curtailment gain
|
|
—
|
|
|
(26
|
)
|
||
|
Net postretirement health care costs
|
|
$
|
33
|
|
|
$
|
10
|
|
|
|
|
For the Three Months Ended March 31,
|
||||||
|
|
|
2013
|
|
2012
|
||||
|
|
|
(in millions)
|
||||||
|
Equity earnings
|
|
$
|
199
|
|
|
$
|
508
|
|
|
Gains resulting from issuances of common stock by SABMiller
|
|
57
|
|
|
12
|
|
||
|
|
|
$
|
256
|
|
|
$
|
520
|
|
|
|
|
For the Three Months Ended March 31,
|
||||||
|
|
|
2013
|
|
2012
|
||||
|
|
|
(in millions)
|
||||||
|
Net earnings attributable to Altria Group, Inc.
|
|
$
|
1,385
|
|
|
$
|
1,195
|
|
|
Less: Distributed and undistributed earnings attributable to unvested restricted and deferred shares
|
|
(4
|
)
|
|
(4
|
)
|
||
|
Earnings for basic and diluted EPS
|
|
$
|
1,381
|
|
|
$
|
1,191
|
|
|
|
|
|
|
|
||||
|
Weighted-average shares for basic and diluted EPS
|
|
2,003
|
|
|
2,034
|
|
||
|
|
|
Currency
Translation
Adjustments
|
|
Benefit Plans
|
|
SABMiller
|
|
Accumulated
Other
Comprehensive
Losses
|
||||||||
|
|
|
(in millions)
|
||||||||||||||
|
Balances, December 31, 2012
|
|
$
|
2
|
|
|
$
|
(2,414
|
)
|
|
$
|
372
|
|
|
$
|
(2,040
|
)
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Other comprehensive earnings (losses) before reclassifications
|
|
—
|
|
|
30
|
|
|
(143
|
)
|
|
(113
|
)
|
||||
|
Deferred income taxes
|
|
—
|
|
|
(13
|
)
|
|
50
|
|
|
37
|
|
||||
|
Other comprehensive earnings (losses) before reclassifications, net of deferred income taxes
|
|
—
|
|
|
17
|
|
|
(93
|
)
|
|
(76
|
)
|
||||
|
|
|
|
|
|
|
|
|
|
||||||||
|
Amounts reclassified to net earnings
|
|
—
|
|
|
79
|
|
|
(2
|
)
|
|
77
|
|
||||
|
Deferred income taxes
|
|
—
|
|
|
(30
|
)
|
|
1
|
|
|
(29
|
)
|
||||
|
Amounts reclassified to net earnings, net of deferred income taxes
|
|
—
|
|
|
49
|
|
|
(1
|
)
|
|
48
|
|
||||
|
|
|
|
|
|
|
|
|
|
||||||||
|
Other comprehensive earnings (losses), net of deferred income taxes
|
|
—
|
|
|
66
|
|
|
(94
|
)
|
|
(28
|
)
|
||||
|
|
|
|
|
|
|
|
|
|
||||||||
|
Balances, March 31, 2013
|
|
$
|
2
|
|
|
$
|
(2,348
|
)
|
|
$
|
278
|
|
|
$
|
(2,068
|
)
|
|
|
|
Currency
Translation
Adjustments
|
|
Benefit Plans
|
|
SABMiller
|
|
Accumulated
Other
Comprehensive
Losses
|
||||||||
|
|
|
(in millions)
|
||||||||||||||
|
Balances, December 31, 2011
|
|
$
|
2
|
|
|
$
|
(2,062
|
)
|
|
$
|
173
|
|
|
$
|
(1,887
|
)
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Other comprehensive earnings before reclassifications
|
|
—
|
|
|
—
|
|
|
273
|
|
|
273
|
|
||||
|
Deferred income taxes
|
|
—
|
|
|
—
|
|
|
(96
|
)
|
|
(96
|
)
|
||||
|
Other comprehensive earnings before reclassifications, net of deferred income taxes
|
|
—
|
|
|
—
|
|
|
177
|
|
|
177
|
|
||||
|
|
|
|
|
|
|
|
|
|
||||||||
|
Amounts reclassified to net earnings
|
|
—
|
|
|
37
|
|
|
4
|
|
|
41
|
|
||||
|
Deferred income taxes
|
|
—
|
|
|
(15
|
)
|
|
(1
|
)
|
|
(16
|
)
|
||||
|
Amounts reclassified to net earnings, net of deferred income taxes
|
|
—
|
|
|
22
|
|
|
3
|
|
|
25
|
|
||||
|
|
|
|
|
|
|
|
|
|
||||||||
|
Other comprehensive earnings, net of deferred income taxes
|
|
—
|
|
|
22
|
|
|
180
|
|
|
202
|
|
||||
|
|
|
|
|
|
|
|
|
|
||||||||
|
Balances, March 31, 2012
|
|
$
|
2
|
|
|
$
|
(2,040
|
)
|
|
$
|
353
|
|
|
$
|
(1,685
|
)
|
|
|
|
For the Three Months Ended March 31,
|
||||||
|
|
|
2013
|
|
2012
|
||||
|
|
|
(in millions)
|
||||||
|
|
|
|
|
|
||||
|
Benefit Plans:
(a)
|
|
|
|
|
||||
|
Net loss
|
|
$
|
87
|
|
|
$
|
71
|
|
|
Prior service cost/credit
|
|
(8
|
)
|
|
(34
|
)
|
||
|
|
|
$
|
79
|
|
|
$
|
37
|
|
|
|
|
|
|
|
||||
|
SABMiller
(b)
|
|
$
|
(2
|
)
|
|
$
|
4
|
|
|
|
|
|
|
|
||||
|
Pre-tax amounts reclassified from accumulated other comprehensive losses to net earnings
|
|
$
|
77
|
|
|
$
|
41
|
|
|
|
|
For the Three Months Ended March 31,
|
||||||
|
|
|
2013
|
|
2012
|
||||
|
|
|
(in millions)
|
||||||
|
Net revenues:
|
|
|
|
|
||||
|
Smokeable products
|
|
$
|
4,968
|
|
|
$
|
5,100
|
|
|
Smokeless products
|
|
390
|
|
|
380
|
|
||
|
Wine
|
|
126
|
|
|
113
|
|
||
|
All other
|
|
44
|
|
|
54
|
|
||
|
Net revenues
|
|
$
|
5,528
|
|
|
$
|
5,647
|
|
|
Earnings before income taxes:
|
|
|
|
|
||||
|
Operating companies income:
|
|
|
|
|
||||
|
Smokeable products
|
|
$
|
1,920
|
|
|
$
|
1,439
|
|
|
Smokeless products
|
|
222
|
|
|
192
|
|
||
|
Wine
|
|
20
|
|
|
15
|
|
||
|
All other
|
|
50
|
|
|
52
|
|
||
|
Amortization of intangibles
|
|
(5
|
)
|
|
(5
|
)
|
||
|
General corporate expenses
|
|
(55
|
)
|
|
(51
|
)
|
||
|
Operating income
|
|
2,152
|
|
|
1,642
|
|
||
|
Interest and other debt expense, net
|
|
(261
|
)
|
|
(293
|
)
|
||
|
Earnings from equity investment in SABMiller
|
|
256
|
|
|
520
|
|
||
|
Earnings before income taxes
|
|
$
|
2,147
|
|
|
$
|
1,869
|
|
|
|
|
For the Three Months Ended March 31,
|
||||||
|
|
|
2013
|
|
2012
|
||||
|
|
|
(in millions)
|
||||||
|
Balance at beginning of the year
|
|
$
|
99
|
|
|
$
|
227
|
|
|
Decrease to allowance
|
|
(20
|
)
|
|
—
|
|
||
|
Amounts written-off
|
|
—
|
|
|
(23
|
)
|
||
|
Balance at March 31
|
|
$
|
79
|
|
|
$
|
204
|
|
|
|
|
March 31, 2013
|
|
December 31, 2012
|
||||
|
|
|
(in millions)
|
||||||
|
Credit Rating by Standard & Poor’s/Moody’s:
|
|
|
|
|
||||
|
“AAA/Aaa” to “A-/A3”
|
|
$
|
784
|
|
|
$
|
961
|
|
|
“BBB+/Baa1” to “BBB-/Baa3”
|
|
925
|
|
|
938
|
|
||
|
“BB+/Ba1” and Lower
|
|
755
|
|
|
781
|
|
||
|
Total
|
|
$
|
2,464
|
|
|
$
|
2,680
|
|
|
Type of Case
|
Number of Cases
Pending as of April 22, 2013 |
Number of Cases
Pending as of
April 23, 2012
|
Number of Cases
Pending as of
April 25, 2011
|
|
Individual Smoking and Health Cases
(1)
|
71
|
79
|
89
|
|
Smoking and Health Class Actions and Aggregated Claims Litigation
(2)
|
6
|
7
|
10
|
|
Health Care Cost Recovery Actions
(3)
|
1
|
1
|
3
|
|
“Lights/Ultra Lights” Class Actions
|
15
|
17
|
30
|
|
Tobacco Price Cases
|
1
|
1
|
1
|
|
Date
|
Plaintiff
|
Verdict
|
Post-Trial Developments
|
|
April 2013
|
Searcy
|
On April 1, 2013, a jury in the Orlando Division of the U.S. District Court for the Middle District of Florida returned a verdict in favor of plaintiff and against PM USA and R.J. Reynolds. The jury awarded $6 million in compensatory damages and $10 million in punitive damages against each defendant.
|
On April 23, 2013, PM USA, R.J. Reynolds and Lorillard filed a motion in the U.S. District Court for the Middle District of Florida to have the court apply the Florida bond cap statute to all federal
Engle
progeny cases and to decide such motion before PM USA posts a bond in this case.
|
|
|
|
|
|
|
Date
|
Plaintiff
|
Verdict
|
Post-Trial Developments
|
|
March 2013
|
Giddens
|
On March 20, 2013, a jury in the Fort Myers Division of the U.S. District Court for the Middle District of Florida returned a verdict in favor of plaintiff and against PM USA. The jury awarded approximately $80,000 in compensatory damages and allocated 7% of the fault to PM USA (an amount of $5,600).
|
On March 25, 2013, the U.S. District Court for the Middle District of Florida entered its final judgment against PM USA in the amount of $5,600, plus post-judgment interest. On April 5, 2013, the parties entered into an agreement not to pursue any appeal or cost claims and PM USA will not be required to satisfy the judgment. This litigation has concluded.
|
|
|
|
|
|
|
December 2012
|
Buchanan
|
In December 2012, a Leon County jury returned a verdict in favor of plaintiff and against PM USA and Liggett Group LLC (“Liggett Group”). The jury awarded $5.5 million in compensatory damages and allocated 37% of the fault to each of the defendants (an amount of approximately $2 million).
|
In December 2012, defendants filed several post-trial motions, including motions for a new trial and to set aside the verdict. Argument on these motions was heard on January 16, 2013. On March 23, 2013, the trial court entered final judgment against PM USA and Liggett Group refusing to reduce the compensatory damages award by plaintiff's comparative fault and holding PM USA and Liggett Group jointly and severally liable for $5.5 million. On April 1, 2013, defendants filed a notice of appeal to the Florida First District Court of Appeal. On April 5, 2013, PM USA posted a bond in the amount of $2.5 million.
|
|
|
|
|
|
|
October 2012
|
Lock
|
A Pinellas County jury returned a verdict in favor of plaintiff and against PM USA and R.J. Reynolds. The jury awarded $1.15 million in compensatory damages and allocated 9% of the fault to each of the defendants (an amount of $103,500).
|
In November 2012, defendants filed several post-trial motions, including motions for a new trial, to set aside the verdict and to reduce the damages award by the amount of economic damages paid by third parties. On January 23, 2013, the trial court orally denied all post-trial motions. On February 28, 2013, the trial court entered final judgment. PM USA’s portion of the damages was $103,500. On March 21, 2013, defendants filed notice of appeal to the Florida Second District Court of Appeal. On March 22, 2013, PM USA posted bonds in the amount of $103,500.
|
|
|
|
|
|
|
Date
|
Plaintiff
|
Verdict
|
Post-Trial Developments
|
|
August 2012
|
Hancock
|
A Broward County jury returned a verdict in the amount of zero damages and allocated 5% of the fault to each of the defendants (PM USA and R.J. Reynolds). The trial court granted an
additur
of $110,000, which is subject to the jury’s comparative fault finding.
|
In August 2012, defendants moved to set aside the verdict and to enter judgment in accordance with their motion for directed verdict. Defendants also moved to reduce damages, which motion the court granted. The trial court granted defendants’ motion to set off the damages award by the amount of economic damages paid by third parties, which will reduce further any final award. In October 2012, the trial court entered final judgment. PM USA’s portion of the damages was approximately $700. In November 2012, both sides filed notices of appeal to the Florida Fourth District Court of Appeal.
|
|
|
|
|
|
|
May 2012
|
Calloway
|
A Broward County jury returned a verdict in favor of plaintiff and against PM USA, R.J. Reynolds, Lorillard and Liggett Group. The jury awarded approximately $21 million in compensatory damages and allocated 25% of the fault against PM USA but the trial court ruled that it will not apply the comparative fault allocations because the jury found against each defendant on the intentional tort claims. The jury also awarded approximately $17 million in punitive damages against PM USA, approximately $17 million in punitive damages against R.J. Reynolds, approximately $13 million in punitive damages against Lorillard and approximately $8 million in punitive damages against Liggett Group.
|
In May and June, 2012, defendants filed motions to set aside the verdict and for a new trial. In August 2012, the trial court denied the remaining post-trial motions and entered final judgment, reducing the total compensatory damages award to $16.1 million but leaving undisturbed the separate punitive damages awards. In September 2012, PM USA posted a bond in an amount of $1.5 million and defendants filed a notice of appeal to the Florida Fourth District Court of Appeal.
|
|
|
|
|
|
|
January 2012
|
Hallgren
|
A Highland County jury returned a verdict in favor of plaintiff and against PM USA and R.J. Reynolds. The jury awarded approximately $2 million in compensatory damages and allocated 25% of the fault to PM USA (an amount of approximately $500,000). The jury also awarded $750,000 in punitive damages against each of the defendants.
|
The trial court entered final judgment in March 2012. In April 2012, PM USA posted a bond in an amount of approximately $1.25 million. In May 2012, defendants filed a notice of appeal to the Florida Second District Court of Appeal.
|
|
|
|
|
|
|
Date
|
Plaintiff
|
Verdict
|
Post-Trial Developments
|
|
July 2011
|
Weingart
|
A Palm Beach County jury returned a verdict in the amount of zero damages and allocated 3% of the fault to each of the defendants (PM USA, R.J. Reynolds and Lorillard).
|
In September 2011, the trial court granted plaintiff’s motion for
additur
or a new trial, concluding that an
additur
of $150,000 is required for plaintiff’s pain and suffering.
The trial court entered final judgment and, since PM USA was allocated 3% of the fault, its portion of the damages was $4,500. In October 2011, PM USA filed its notice of appeal to the Florida Fourth District Court of Appeal and, in November 2011, posted bonds in an aggregate amount of $48,000. On
February13, 2013, the Florida Fourth District Court of Appeal affirmed
per curiam
the trial court's decision in favor of the plaintiff. On March 15, 2013, PM USA filed a notice to invoke the discretionary jurisdiction of the Florida Supreme Court. On April 22, 2013, the Florida Supreme Court ordered PM USA to show cause as to why the Florida Supreme Court’s decision in
Douglas
is not controlling in this case. In the first quarter of 2013, PM USA recorded a provision on its condensed consolidated balance sheet of approximately $50,000 for the judgment plus interest and associated costs.
|
|
|
|
|
|
|
April 2011
|
Allen
|
A Duval County jury returned a verdict in favor of plaintiffs and against PM USA and R.J. Reynolds. The jury awarded a total of $6 million in compensatory damages and allocated 15% of the fault to PM USA (an amount of $900,000). The jury also awarded $17 million in punitive damages against each of the defendants.
|
In May 2011, the trial court entered final judgment. In October 2011, the trial court granted defendants’ motion for
remittitur
, reducing the punitive damages award against PM USA to $2.7 million, and denied defendants’ remaining post-trial motions. PM USA filed a notice of appeal to the Florida First District Court of Appeal and posted a bond in the amount of $1.25 million in November 2011. Oral argument was heard on January 16, 2013.
|
|
|
|
|
|
|
April 2011
|
Tullo
|
A Palm Beach County jury returned a verdict in favor of plaintiff and against PM USA, Lorillard and Liggett Group. The jury awarded a total of $4.5 million in compensatory damages and allocated 45% of the fault to PM USA (an amount of $2,025,000).
|
In April 2011, the trial court entered final judgment. In July 2011, PM USA filed its notice of appeal to the Florida Fourth District Court of Appeal and posted a $2 million bond.
|
|
|
|
|
|
|
Date
|
Plaintiff
|
Verdict
|
Post-Trial Developments
|
|
February 2011
|
Huish
|
An Alachua County jury returned a verdict in favor of plaintiff and against PM USA. The jury awarded $750,000 in compensatory damages and allocated 25% of the fault to PM USA (an amount of $187,500). The jury also awarded $1.5 million in punitive damages against PM USA.
|
In March 2012, the Florida First District Court of Appeal affirmed
per curiam
the trial court’s decision without issuing an opinion. In the second quarter of 2012, PM USA recorded a provision on its condensed consolidated balance sheet of approximately $2.5 million. In July 2012, PM USA paid an amount of $2.5 million in satisfaction of the judgment and associated costs. This litigation has concluded.
|
|
|
|
|
|
|
February 2011
|
Hatziyannakis
|
A Broward County jury returned a verdict in favor of plaintiff and against PM USA. The jury awarded approximately $270,000 in compensatory damages and allocated 32% of the fault to PM USA (an amount of approximately $86,000).
|
In April 2011, the trial court denied PM USA’s post-trial motions for a new trial and to set aside the verdict. In June 2011, PM USA filed its notice of appeal to the Florida Fourth District Court of Appeal and posted an $86,000 appeal bond. On January 16, 2013, the Fourth District affirmed
per curiam
the trial court’s decision without issuing an opinion. On January 31, 2013, PM USA filed a motion for a citation in order to facilitate further review of the case in the Florida Supreme Court, which was denied. On March 6, 2013, the Fourth District denied PM USA’s various motions for post-decision relief. On April 3, 2013, PM USA filed a motion seeking a 60-day extension on its petition for
writ of certiorari
to the United States Supreme Court, which was granted on April 9, 2013. In the first quarter of 2013, PM USA recorded a provision on its condensed consolidated balance sheet of approximately $174,000 for the judgment plus interest and associated costs.
|
|
|
|
|
|
|
August 2010
|
Piendle
|
A Palm Beach County jury returned a verdict in favor of plaintiff and against PM USA and R.J. Reynolds. The jury awarded $4 million in compensatory damages and allocated 27.5% of the fault to PM USA (an amount of approximately $1.1 million). The jury also awarded $90,000 in punitive damages against PM USA.
|
In June 2012, the Florida Fourth District Court of Appeal affirmed
per curiam
the trial court’s decision without issuing an opinion. In the third quarter of 2012, PM USA recorded a provision on its condensed consolidated balance sheet of approximately $2.7 million for the judgment plus interest and associated costs and paid such amount in November 2012. In the first quarter of 2013, PM USA paid related fees in the amount of approximately $100,000. This litigation has concluded.
|
|
|
|
|
|
|
Date
|
Plaintiff
|
Verdict
|
Post-Trial Developments
|
|
July 2010
|
Kayton
(formerly
Tate
)
|
A Broward County jury returned a verdict in favor of plaintiff and against PM USA. The jury awarded $8 million in compensatory damages and allocated 64% of the fault to PM USA (an amount of approximately $5.1 million). The jury also awarded approximately $16.2 million in punitive damages against PM USA.
|
In August 2010, the trial court entered final judgment, and PM USA filed its notice of appeal and posted a $5 million appeal bond. In November 2012, the Florida Fourth District Court of Appeal reversed the punitive damages award and remanded the case for a new trial on plaintiff's conspiracy claim. Upon retrial, if the jury finds in plaintiff's favor on that claim, the original $16.2 million punitive damages award will be reinstated. PM USA filed a motion for rehearing, which was denied on January 18, 2013. On January 29, 2013, plaintiffs filed a notice to invoke the discretionary jurisdiction of the Florida Supreme Court. PM USA also filed a notice on January 31, 2013 to invoke the discretionary jurisdiction of the Florida Supreme Court. PM USA filed a motion to stay the mandate, which was denied on March 6, 2013. The Fourth District issued its mandate on April 10, 2013.
|
|
|
|
|
|
|
April 2010
|
Putney
|
A Broward County jury returned a verdict in favor of plaintiff and against PM USA, R.J. Reynolds and Liggett Group. The jury awarded approximately $15.1 million in compensatory damages and allocated 15% of the fault to PM USA (an amount of approximately $2.3 million). The jury also awarded $2.5 million in punitive damages against PM USA.
|
In August 2010, the trial court entered final judgment. PM USA filed its notice of appeal to the Florida Fourth District Court of Appeal and posted a $1.6 million appeal bond. Argument on the merits of the appeal occurred in September 2012.
|
|
|
|
|
|
|
Date
|
Plaintiff
|
Verdict
|
Post-Trial Developments
|
|
March 2010
|
R. Cohen
|
A Broward County jury returned a verdict in favor of plaintiff and against PM USA and R.J. Reynolds. The jury awarded $10 million in compensatory damages and allocated 33 1/3% of the fault to PM USA (an amount of approximately $3.3 million). The jury also awarded a total of $20 million in punitive damages, assessing separate $10 million awards against each defendant.
|
In July 2010, the trial court entered final judgment and, in August 2010, PM USA filed its notice of appeal. In October 2010, PM USA posted a $2.5 million appeal bond. In September 2012, the Florida Fourth District Court of Appeal affirmed the compensatory damages award but reversed and remanded the punitive damages verdict. The Fourth District returned the case to the trial court for a new jury trial on plaintiff’s fraudulent concealment claim. If the jury finds in plaintiff’s favor on that claim, the $10 million punitive damages award against each defendant will be reinstated. In October 2012, both plaintiff and defendants filed petitions for rehearing, which the Fourth District denied in December 2012. On January 14, 2013, defendants filed a notice to invoke the discretionary jurisdiction of the Florida Supreme Court. Plaintiff also filed notice to invoke the discretionary jurisdiction of the Florida Supreme Court on January 18, 2013. On February 8, 2013, the Fourth District granted defendants’ motion to stay the mandate. On March 12, 2013, plaintiff filed a motion for review of the stay order with the Florida Supreme Court, which was denied on April 12, 2013.
|
|
|
|
|
|
|
Date
|
Plaintiff
|
Verdict
|
Post-Trial Developments
|
|
March 2010
|
Douglas
|
A Hillsborough County jury returned a verdict in favor of the plaintiff and against PM USA, R.J. Reynolds and Liggett Group. The jury awarded $5 million in compensatory damages. Punitive damages were dismissed prior to trial. The jury allocated 18% of the fault to PM USA, resulting in an award of $900,000.
|
In June 2010, PM USA filed its notice of appeal and posted a $900,000 appeal bond. In March 2012, the Florida Second District Court of Appeal issued a decision affirming the judgment and upholding the use of the
Engle
jury findings but certified to the Florida Supreme Court the question of whether granting
res judicata
effect to the
Engle
jury findings violates defendants’ federal due process rights. In April 2012, defendants filed a notice to invoke the discretionary jurisdiction of the Florida Supreme Court. In May 2012, the Florida Supreme Court accepted jurisdiction of the case. Argument occurred in September 2012. On March 14, 2013, the Florida Supreme Court affirmed the final judgment entered in favor of the plaintiff and issued its mandate on April 15, 2013. In the first quarter of 2013, PM USA recorded a provision on its condensed consolidated balance sheet of approximately $2.2 million for the judgment plus interest and associated costs.
|
|
|
|
|
|
|
Date
|
Plaintiff
|
Verdict
|
Post-Trial Developments
|
|
November 2009
|
Naugle
|
A Broward County jury returned a verdict in favor of plaintiff and against PM USA. The jury awarded approximately $56.6 million in compensatory damages and $244 million in punitive damages. The jury allocated 90% of the fault to PM USA.
|
In March 2010, the trial court entered final judgment reflecting a reduced award of approximately $13 million in compensatory damages and $26 million in punitive damages. In April 2010, PM USA filed its notice of appeal and posted a $5 million appeal bond. In August 2010, upon the motion of PM USA, the trial court entered an amended final judgment of approximately $12.3 million in compensatory damages and approximately $24.5 million in punitive damages to correct a clerical error. In June 2012, the Fourth District Court of Appeal affirmed the amended final judgment. In July 2012, PM USA filed a motion for rehearing. In December 2012, the Fourth District withdrew its prior decision, reversed the verdict as to compensatory and punitive damages and returned the case to the trial court for a new trial on the question of damages. In December 2012, plaintiff filed a motion for rehearing
en banc
or for certification to the Florida Supreme Court, which was denied on January 25, 2013. On February 8, 2013, PM USA filed a notice to invoke the discretionary jurisdiction of the Florida Supreme Court. Plaintiff also filed a notice on February 22, 2013 to invoke the discretionary jurisdiction of the Florida Supreme Court. PM USA filed a motion to stay the mandate, which was denied on February 26, 2013. The Fourth District issued its mandate on March 15, 2013.
|
|
|
|
|
|
|
August 2009
|
F. Campbell
|
An Escambia County jury returned a verdict in favor of plaintiff and against R.J. Reynolds, PM USA and Liggett Group. The jury awarded $7.8 million in compensatory damages. In September 2009, the trial court entered final judgment and awarded plaintiff $156,000 in damages against PM USA due to the jury allocating only 2% of the fault to PM USA.
|
In March 2011, the Florida First District Court of Appeal affirmed
per curiam
the trial court’s decision without issuing an opinion. In May 2012, PM USA paid an amount of approximately $262,000 in satisfaction of the judgment and associated costs and interest. This litigation has concluded.
|
|
|
|
|
|
|
Date
|
Plaintiff
|
Verdict
|
Post-Trial Developments
|
|
August 2009
|
Barbanell
|
A Broward County jury returned a verdict in favor of plaintiff, awarding $5.3 million in compensatory damages. The judge had previously dismissed the punitive damages claim. In September 2009, the trial court entered final judgment and awarded plaintiff $1.95 million in actual damages. The judgment reduced the jury’s $5.3 million award of compensatory damages due to the jury allocating 36.5% of the fault to PM USA.
|
A notice of appeal was filed by PM USA in September 2009, and PM USA posted a $1.95 million appeal bond. In February 2012, the Florida Fourth District Court of Appeal reversed the judgment, holding that the statute of limitations barred plaintiff’s claims. In October 2012, on motion for rehearing, the Fourth District withdrew its prior decision and affirmed the trial court’s judgment. In November 2012, PM USA filed a notice to invoke the jurisdiction of the Florida Supreme Court. In December 2012, the Florida Supreme Court granted a partial stay pending its disposition of the
J. Brown
case against R.J. Reynolds and the Fourth District issued its mandate.
|
|
|
|
|
|
|
February 2009
|
Hess
|
A Broward County jury found in favor of plaintiffs and against PM USA. The jury awarded $3 million in compensatory damages and $5 million in punitive damages. In June 2009, the trial court entered final judgment and awarded plaintiffs $1.26 million in actual damages and $5 million in punitive damages. The judgment reduced the jury’s $3 million award of compensatory damages due to the jury allocating 42% of the fault to PM USA.
|
PM USA noticed an appeal to the Fourth District Court of Appeal in July 2009. In May 2012, the Fourth District reversed and vacated the punitive damages award and affirmed the judgment in all other respects, upholding the compensatory damages award of $1.26 million. In June 2012, both parties filed rehearing motions with the Fourth District, which were denied in September 2012. In October 2012, PM USA and plaintiffs filed notices to invoke the Florida Supreme Court’s discretionary jurisdiction. In the first quarter of 2013, PM USA recorded a provision on its condensed consolidated balance sheet of approximately $3.2 million for the judgment plus interest and associated costs.
|
|
Year for which NPM Adjustment calculated
|
2003
|
2004
|
2005
|
2006
|
2007
|
2008
|
2009
|
2010
|
2011
|
2012
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Year in which deduction for NPM Adjustment may be taken
|
2006
|
2007
|
2008
|
2009
|
2010
|
2011
|
2012
|
2013
|
2014
|
2015
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
PM USA’s Approximate Share of Disputed NPM Adjustment (in millions)
|
$337
|
$388
|
$181
|
$154
|
$185
|
$
|
250
|
|
$
|
205
|
|
$
|
203
|
|
$
|
159
|
|
$199
|
|
•
|
defendants falsely denied, distorted and minimized the significant adverse health consequences of smoking;
|
|
•
|
defendants hid from the public that cigarette smoking and nicotine are addictive;
|
|
•
|
defendants falsely denied that they control the level of nicotine delivered to create and sustain addiction;
|
|
•
|
defendants falsely marketed and promoted “low tar/light” cigarettes as less harmful than full-flavor cigarettes;
|
|
•
|
defendants falsely denied that they intentionally marketed to youth;
|
|
•
|
defendants publicly and falsely denied that ETS is hazardous to non-smokers; and
|
|
•
|
defendants suppressed scientific research.
|
|
•
|
its application to defendants’ subsidiaries;
|
|
•
|
the prohibition on the use of express or implied health messages or health descriptors, but only to the extent of extraterritorial application;
|
|
•
|
its point-of-sale display provisions; and
|
|
•
|
its application to Brown & Williamson Holdings.
|
|
•
|
Aspinall
: In August 2004, the Massachusetts Supreme Judicial Court affirmed the class certification order. In August 2006, the trial court denied PM USA’s motion for summary judgment and granted plaintiffs’ motion for summary judgment on the defenses of federal preemption and a state law exemption to Massachusetts’ consumer protection statute. On motion of the parties, the trial court subsequently reported its decision to deny summary judgment to the appeals court for review and stayed further proceedings pending completion of the appellate review. In December 2008, subsequent to the United States Supreme Court’s decision in
Good
, the Massachusetts Supreme Judicial Court issued an order requesting that the parties advise the court within 30 days whether the
Good
decision is dispositive of federal preemption issues pending on appeal. In January 2009, PM USA notified the Massachusetts Supreme Judicial Court that
Good
is dispositive of the federal preemption issues on appeal, but requested further briefing on the state law statutory exemption issue. In March 2009, the Massachusetts Supreme Judicial Court affirmed the order denying summary judgment to PM USA and granting the plaintiffs’ cross-motion. In January 2010, plaintiffs moved for partial summary judgment as to liability claiming collateral estoppel from the findings in the case brought by the Department of Justice (see
Health Care Cost Recovery Litigation - Federal Government’s Lawsuit
described above). In March 2012, the trial court denied plaintiffs’ motion. On February 1, 2013, the trial court, upon agreement of the parties, dismissed without prejudice plaintiffs’ claims against Altria Group, Inc. PM USA is now the sole defendant in the case.
|
|
•
|
Brown
: In June 1997, plaintiffs filed suit in California state court alleging that domestic cigarette manufacturers, including PM USA and others, violated California law regarding unfair, unlawful and fraudulent business practices. In May 2009, the California Supreme Court reversed an earlier trial court decision that decertified the class and remanded the case to the trial court. The class consists of individuals who, at the time they were residents of California, (i) smoked in California one or more cigarettes manufactured by PM USA that were labeled and/or advertised with the terms or phrases “light,” “medium,” “mild,” “low tar,” and/or “lowered tar and nicotine,” but not including any cigarettes labeled or advertised with the terms or phrases, “ultra light” or “ultra low tar,” and (ii) who were exposed to defendant’s marketing and advertising activities in California. Plaintiffs are seeking restitution of a portion of the costs of “light” cigarettes purchased during the class period and injunctive relief ordering corrective communications. In September 2012, at the plaintiffs’ request, the trial court dismissed all defendants except PM USA from the lawsuit. Trial began on April 22, 2013.
|
|
•
|
Larsen
: In August 2005, a Missouri Court of Appeals affirmed the class certification order. In December 2009, the trial court denied plaintiffs’ motion for reconsideration of the period during which potential class members can qualify to become part of the class. The class period remains 1995 through 2003. In June 2010, PM USA’s motion for partial summary judgment regarding plaintiffs’ request for punitive damages was denied. In April 2010, plaintiffs moved for partial summary judgment as to an element of liability in the case, claiming collateral estoppel from the findings in the case brought by the Department of Justice (see
Federal Government’s Lawsuit
described above). The plaintiffs’ motion was denied in December 2010. In June 2011, PM USA filed various summary judgment motions challenging the plaintiffs’ claims. In August 2011, the trial court granted PM USA’s motion for partial summary judgment, ruling that plaintiffs could not present a damages claim based on allegations that
Marlboro
Lights are more dangerous than
Marlboro
Reds. The trial court denied PM USA’s remaining summary judgment motions. Trial in the case began in September 2011 and, in October 2011 the court declared a mistrial after the jury failed to reach a verdict. The court has continued the new trial through January 2014, with an exact date to be determined.
|
|
•
|
the date, if any, on which PM USA consolidates with or merges into Altria Group, Inc. or any successor;
|
|
•
|
the date, if any, on which Altria Group, Inc. or any successor consolidates with or merges into PM USA;
|
|
•
|
the payment in full of the Obligations pertaining to such Guarantees; and
|
|
•
|
the rating of Altria Group, Inc.’s long-term senior unsecured debt by Standard & Poor’s of A or higher.
|
|
|
|
Altria
Group, Inc.
|
|
PM USA
|
|
Non-
Guarantor
Subsidiaries
|
|
Total
Consolidating
Adjustments
|
|
Consolidated
|
||||||||||
|
Assets
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Cash and cash equivalents
|
|
$
|
3,745
|
|
|
$
|
—
|
|
|
$
|
30
|
|
|
$
|
—
|
|
|
$
|
3,775
|
|
|
Receivables
|
|
21
|
|
|
9
|
|
|
82
|
|
|
—
|
|
|
112
|
|
|||||
|
Inventories:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Leaf tobacco
|
|
—
|
|
|
489
|
|
|
375
|
|
|
—
|
|
|
864
|
|
|||||
|
Other raw materials
|
|
—
|
|
|
124
|
|
|
50
|
|
|
—
|
|
|
174
|
|
|||||
|
Work in process
|
|
—
|
|
|
7
|
|
|
332
|
|
|
—
|
|
|
339
|
|
|||||
|
Finished product
|
|
—
|
|
|
206
|
|
|
233
|
|
|
—
|
|
|
439
|
|
|||||
|
|
|
—
|
|
|
826
|
|
|
990
|
|
|
—
|
|
|
1,816
|
|
|||||
|
Due from Altria Group, Inc. and subsidiaries
|
|
5,634
|
|
|
4,253
|
|
|
1,216
|
|
|
(11,103
|
)
|
|
—
|
|
|||||
|
Deferred income taxes
|
|
—
|
|
|
1,246
|
|
|
16
|
|
|
(46
|
)
|
|
1,216
|
|
|||||
|
Other current assets
|
|
240
|
|
|
81
|
|
|
109
|
|
|
(233
|
)
|
|
197
|
|
|||||
|
Total current assets
|
|
9,640
|
|
|
6,415
|
|
|
2,443
|
|
|
(11,382
|
)
|
|
7,116
|
|
|||||
|
Property, plant and equipment, at cost
|
|
2
|
|
|
3,256
|
|
|
1,505
|
|
|
—
|
|
|
4,763
|
|
|||||
|
Less accumulated depreciation
|
|
2
|
|
|
2,100
|
|
|
593
|
|
|
—
|
|
|
2,695
|
|
|||||
|
|
|
—
|
|
|
1,156
|
|
|
912
|
|
|
—
|
|
|
2,068
|
|
|||||
|
Goodwill
|
|
—
|
|
|
—
|
|
|
5,174
|
|
|
—
|
|
|
5,174
|
|
|||||
|
Other intangible assets, net
|
|
—
|
|
|
2
|
|
|
12,071
|
|
|
—
|
|
|
12,073
|
|
|||||
|
Investment in SABMiller
|
|
6,749
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,749
|
|
|||||
|
Investment in consolidated subsidiaries
|
|
9,653
|
|
|
3,009
|
|
|
—
|
|
|
(12,662
|
)
|
|
—
|
|
|||||
|
Finance assets, net
|
|
—
|
|
|
—
|
|
|
2,385
|
|
|
—
|
|
|
2,385
|
|
|||||
|
Other assets
|
|
136
|
|
|
534
|
|
|
137
|
|
|
(366
|
)
|
|
441
|
|
|||||
|
Total Assets
|
|
$
|
26,178
|
|
|
$
|
11,116
|
|
|
$
|
23,122
|
|
|
$
|
(24,410
|
)
|
|
$
|
36,006
|
|
|
|
|
Altria
Group, Inc.
|
|
PM USA
|
|
Non-
Guarantor
Subsidiaries
|
|
Total
Consolidating
Adjustments
|
|
Consolidated
|
||||||||||
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Current portion of long-term debt
|
|
$
|
1,984
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,984
|
|
|
Accounts payable
|
|
—
|
|
|
125
|
|
|
134
|
|
|
—
|
|
|
259
|
|
|||||
|
Accrued liabilities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Marketing
|
|
—
|
|
|
444
|
|
|
24
|
|
|
—
|
|
|
468
|
|
|||||
|
Employment costs
|
|
74
|
|
|
7
|
|
|
45
|
|
|
—
|
|
|
126
|
|
|||||
|
Settlement charges
|
|
—
|
|
|
4,137
|
|
|
6
|
|
|
—
|
|
|
4,143
|
|
|||||
|
Other
|
|
353
|
|
|
467
|
|
|
258
|
|
|
(46
|
)
|
|
1,032
|
|
|||||
|
Income taxes
|
|
—
|
|
|
666
|
|
|
167
|
|
|
(233
|
)
|
|
600
|
|
|||||
|
Dividends payable
|
|
886
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
886
|
|
|||||
|
Due to Altria Group, Inc. and subsidiaries
|
|
5,227
|
|
|
180
|
|
|
5,696
|
|
|
(11,103
|
)
|
|
—
|
|
|||||
|
Total current liabilities
|
|
8,524
|
|
|
6,026
|
|
|
6,330
|
|
|
(11,382
|
)
|
|
9,498
|
|
|||||
|
Long-term debt
|
|
11,595
|
|
|
—
|
|
|
299
|
|
|
—
|
|
|
11,894
|
|
|||||
|
Deferred income taxes
|
|
2,075
|
|
|
—
|
|
|
4,948
|
|
|
(366
|
)
|
|
6,657
|
|
|||||
|
Accrued pension costs
|
|
231
|
|
|
—
|
|
|
1,092
|
|
|
—
|
|
|
1,323
|
|
|||||
|
Accrued postretirement health care costs
|
|
—
|
|
|
1,750
|
|
|
751
|
|
|
—
|
|
|
2,501
|
|
|||||
|
Other liabilities
|
|
184
|
|
|
185
|
|
|
159
|
|
|
—
|
|
|
528
|
|
|||||
|
Total liabilities
|
|
22,609
|
|
|
7,961
|
|
|
13,579
|
|
|
(11,748
|
)
|
|
32,401
|
|
|||||
|
Contingencies
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Redeemable noncontrolling interest
|
|
—
|
|
|
—
|
|
|
35
|
|
|
—
|
|
|
35
|
|
|||||
|
Stockholders’ Equity
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Common stock
|
|
935
|
|
|
—
|
|
|
9
|
|
|
(9
|
)
|
|
935
|
|
|||||
|
Additional paid-in capital
|
|
5,656
|
|
|
3,321
|
|
|
10,272
|
|
|
(13,593
|
)
|
|
5,656
|
|
|||||
|
Earnings reinvested in the business
|
|
24,817
|
|
|
255
|
|
|
1,058
|
|
|
(1,313
|
)
|
|
24,817
|
|
|||||
|
Accumulated other comprehensive losses
|
|
(2,068
|
)
|
|
(421
|
)
|
|
(1,832
|
)
|
|
2,253
|
|
|
(2,068
|
)
|
|||||
|
Cost of repurchased stock
|
|
(25,771
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(25,771
|
)
|
|||||
|
Total stockholders’ equity attributable to Altria Group, Inc.
|
|
3,569
|
|
|
3,155
|
|
|
9,507
|
|
|
(12,662
|
)
|
|
3,569
|
|
|||||
|
Noncontrolling interests
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
|||||
|
Total stockholders’ equity
|
|
3,569
|
|
|
3,155
|
|
|
9,508
|
|
|
(12,662
|
)
|
|
3,570
|
|
|||||
|
Total Liabilities and Stockholders’ Equity
|
|
$
|
26,178
|
|
|
$
|
11,116
|
|
|
$
|
23,122
|
|
|
$
|
(24,410
|
)
|
|
$
|
36,006
|
|
|
|
|
Altria
Group, Inc.
|
|
PM USA
|
|
Non-
Guarantor
Subsidiaries
|
|
Total
Consolidating
Adjustments
|
|
Consolidated
|
||||||||||
|
Assets
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Cash and cash equivalents
|
|
$
|
2,862
|
|
|
$
|
—
|
|
|
$
|
38
|
|
|
$
|
—
|
|
|
$
|
2,900
|
|
|
Receivables
|
|
101
|
|
|
7
|
|
|
85
|
|
|
—
|
|
|
193
|
|
|||||
|
Inventories:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Leaf tobacco
|
|
—
|
|
|
512
|
|
|
364
|
|
|
—
|
|
|
876
|
|
|||||
|
Other raw materials
|
|
—
|
|
|
127
|
|
|
46
|
|
|
—
|
|
|
173
|
|
|||||
|
Work in process
|
|
—
|
|
|
3
|
|
|
346
|
|
|
—
|
|
|
349
|
|
|||||
|
Finished product
|
|
—
|
|
|
117
|
|
|
231
|
|
|
—
|
|
|
348
|
|
|||||
|
|
|
—
|
|
|
759
|
|
|
987
|
|
|
—
|
|
|
1,746
|
|
|||||
|
Due from Altria Group, Inc. and subsidiaries
|
|
834
|
|
|
3,424
|
|
|
1,171
|
|
|
(5,429
|
)
|
|
—
|
|
|||||
|
Deferred income taxes
|
|
—
|
|
|
1,246
|
|
|
16
|
|
|
(46
|
)
|
|
1,216
|
|
|||||
|
Other current assets
|
|
—
|
|
|
193
|
|
|
175
|
|
|
(108
|
)
|
|
260
|
|
|||||
|
Total current assets
|
|
3,797
|
|
|
5,629
|
|
|
2,472
|
|
|
(5,583
|
)
|
|
6,315
|
|
|||||
|
Property, plant and equipment, at cost
|
|
2
|
|
|
3,253
|
|
|
1,495
|
|
|
—
|
|
|
4,750
|
|
|||||
|
Less accumulated depreciation
|
|
2
|
|
|
2,073
|
|
|
573
|
|
|
—
|
|
|
2,648
|
|
|||||
|
|
|
—
|
|
|
1,180
|
|
|
922
|
|
|
—
|
|
|
2,102
|
|
|||||
|
Goodwill
|
|
—
|
|
|
—
|
|
|
5,174
|
|
|
—
|
|
|
5,174
|
|
|||||
|
Other intangible assets, net
|
|
—
|
|
|
2
|
|
|
12,076
|
|
|
—
|
|
|
12,078
|
|
|||||
|
Investment in SABMiller
|
|
6,637
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,637
|
|
|||||
|
Investment in consolidated subsidiaries
|
|
9,521
|
|
|
3,018
|
|
|
—
|
|
|
(12,539
|
)
|
|
—
|
|
|||||
|
Finance assets, net
|
|
—
|
|
|
—
|
|
|
2,581
|
|
|
—
|
|
|
2,581
|
|
|||||
|
Due from Altria Group, Inc. and subsidiaries
|
|
4,500
|
|
|
—
|
|
|
—
|
|
|
(4,500
|
)
|
|
—
|
|
|||||
|
Other assets
|
|
136
|
|
|
530
|
|
|
141
|
|
|
(365
|
)
|
|
442
|
|
|||||
|
Total Assets
|
|
$
|
24,591
|
|
|
$
|
10,359
|
|
|
$
|
23,366
|
|
|
$
|
(22,987
|
)
|
|
$
|
35,329
|
|
|
|
|
Altria
Group, Inc.
|
|
PM USA
|
|
Non-
Guarantor
Subsidiaries
|
|
Total
Consolidating
Adjustments
|
|
Consolidated
|
||||||||||
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Current portion of long-term debt
|
|
$
|
1,459
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,459
|
|
|
Accounts payable
|
|
4
|
|
|
155
|
|
|
292
|
|
|
—
|
|
|
451
|
|
|||||
|
Accrued liabilities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Marketing
|
|
—
|
|
|
526
|
|
|
42
|
|
|
—
|
|
|
568
|
|
|||||
|
Employment costs
|
|
27
|
|
|
10
|
|
|
147
|
|
|
—
|
|
|
184
|
|
|||||
|
Settlement charges
|
|
—
|
|
|
3,610
|
|
|
6
|
|
|
—
|
|
|
3,616
|
|
|||||
|
Other
|
|
469
|
|
|
506
|
|
|
272
|
|
|
(154
|
)
|
|
1,093
|
|
|||||
|
Dividends payable
|
|
888
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
888
|
|
|||||
|
Due to Altria Group, Inc. and subsidiaries
|
|
3,965
|
|
|
409
|
|
|
1,055
|
|
|
(5,429
|
)
|
|
—
|
|
|||||
|
Total current liabilities
|
|
6,812
|
|
|
5,216
|
|
|
1,814
|
|
|
(5,583
|
)
|
|
8,259
|
|
|||||
|
Long-term debt
|
|
12,120
|
|
|
—
|
|
|
299
|
|
|
—
|
|
|
12,419
|
|
|||||
|
Deferred income taxes
|
|
2,034
|
|
|
—
|
|
|
4,983
|
|
|
(365
|
)
|
|
6,652
|
|
|||||
|
Accrued pension costs
|
|
235
|
|
|
—
|
|
|
1,500
|
|
|
—
|
|
|
1,735
|
|
|||||
|
Accrued postretirement health care costs
|
|
—
|
|
|
1,759
|
|
|
745
|
|
|
—
|
|
|
2,504
|
|
|||||
|
Due to Altria Group, Inc. and subsidiaries
|
|
—
|
|
|
—
|
|
|
4,500
|
|
|
(4,500
|
)
|
|
—
|
|
|||||
|
Other liabilities
|
|
222
|
|
|
178
|
|
|
156
|
|
|
—
|
|
|
556
|
|
|||||
|
Total liabilities
|
|
21,423
|
|
|
7,153
|
|
|
13,997
|
|
|
(10,448
|
)
|
|
32,125
|
|
|||||
|
Contingencies
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Redeemable noncontrolling interest
|
|
—
|
|
|
—
|
|
|
34
|
|
|
—
|
|
|
34
|
|
|||||
|
Stockholders’ Equity
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Common stock
|
|
935
|
|
|
—
|
|
|
9
|
|
|
(9
|
)
|
|
935
|
|
|||||
|
Additional paid-in capital
|
|
5,688
|
|
|
3,321
|
|
|
10,272
|
|
|
(13,593
|
)
|
|
5,688
|
|
|||||
|
Earnings reinvested in the business
|
|
24,316
|
|
|
314
|
|
|
943
|
|
|
(1,257
|
)
|
|
24,316
|
|
|||||
|
Accumulated other comprehensive losses
|
|
(2,040
|
)
|
|
(429
|
)
|
|
(1,891
|
)
|
|
2,320
|
|
|
(2,040
|
)
|
|||||
|
Cost of repurchased stock
|
|
(25,731
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(25,731
|
)
|
|||||
|
Total stockholders’ equity attributable to Altria Group, Inc.
|
|
3,168
|
|
|
3,206
|
|
|
9,333
|
|
|
(12,539
|
)
|
|
3,168
|
|
|||||
|
Noncontrolling interests
|
|
—
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
2
|
|
|||||
|
Total stockholders’ equity
|
|
3,168
|
|
|
3,206
|
|
|
9,335
|
|
|
(12,539
|
)
|
|
3,170
|
|
|||||
|
Total Liabilities and Stockholders’ Equity
|
|
$
|
24,591
|
|
|
$
|
10,359
|
|
|
$
|
23,366
|
|
|
$
|
(22,987
|
)
|
|
$
|
35,329
|
|
|
|
|
|
|
|
|
Altria
Group, Inc.
|
|
PM USA
|
|
Non-
Guarantor
Subsidiaries
|
|
Total
Consolidating
Adjustments
|
|
Consolidated
|
||||||||||
|
Net revenues
|
|
$
|
—
|
|
|
$
|
4,822
|
|
|
$
|
711
|
|
|
$
|
(5
|
)
|
|
$
|
5,528
|
|
|
Cost of sales
|
|
—
|
|
|
1,099
|
|
|
205
|
|
|
(5
|
)
|
|
1,299
|
|
|||||
|
Excise taxes on products
|
|
—
|
|
|
1,495
|
|
|
60
|
|
|
—
|
|
|
1,555
|
|
|||||
|
Gross profit
|
|
—
|
|
|
2,228
|
|
|
446
|
|
|
—
|
|
|
2,674
|
|
|||||
|
Marketing, administration and research costs
|
|
46
|
|
|
419
|
|
|
52
|
|
|
—
|
|
|
517
|
|
|||||
|
Amortization of intangibles
|
|
—
|
|
|
—
|
|
|
5
|
|
|
—
|
|
|
5
|
|
|||||
|
Operating (expense) income
|
|
(46
|
)
|
|
1,809
|
|
|
389
|
|
|
—
|
|
|
2,152
|
|
|||||
|
Interest and other debt expense, net
|
|
161
|
|
|
—
|
|
|
100
|
|
|
—
|
|
|
261
|
|
|||||
|
Earnings from equity investment in SABMiller
|
|
(256
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(256
|
)
|
|||||
|
Earnings before income taxes and equity earnings of subsidiaries
|
|
49
|
|
|
1,809
|
|
|
289
|
|
|
—
|
|
|
2,147
|
|
|||||
|
(Benefit) provision for income taxes
|
|
(9
|
)
|
|
667
|
|
|
104
|
|
|
—
|
|
|
762
|
|
|||||
|
Equity earnings of subsidiaries
|
|
1,327
|
|
|
44
|
|
|
—
|
|
|
(1,371
|
)
|
|
—
|
|
|||||
|
Net earnings
|
|
1,385
|
|
|
1,186
|
|
|
185
|
|
|
(1,371
|
)
|
|
1,385
|
|
|||||
|
Net earnings attributable to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
|
Net earnings attributable to Altria Group, Inc.
|
|
$
|
1,385
|
|
|
$
|
1,186
|
|
|
$
|
185
|
|
|
$
|
(1,371
|
)
|
|
$
|
1,385
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Net earnings
|
|
$
|
1,385
|
|
|
$
|
1,186
|
|
|
$
|
185
|
|
|
$
|
(1,371
|
)
|
|
$
|
1,385
|
|
|
Other comprehensive (losses) earnings, net of deferred income taxes
|
|
(28
|
)
|
|
8
|
|
|
59
|
|
|
(67
|
)
|
|
(28
|
)
|
|||||
|
Comprehensive earnings
|
|
1,357
|
|
|
1,194
|
|
|
244
|
|
|
(1,438
|
)
|
|
1,357
|
|
|||||
|
Comprehensive earnings attributable to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
|
Comprehensive earnings attributable to
Altria Group, Inc.
|
|
$
|
1,357
|
|
|
$
|
1,194
|
|
|
$
|
244
|
|
|
$
|
(1,438
|
)
|
|
$
|
1,357
|
|
|
|
|
Altria
Group, Inc.
|
|
PM USA
|
|
Non-
Guarantor
Subsidiaries
|
|
Total
Consolidating
Adjustments
|
|
Consolidated
|
||||||||||
|
Net revenues
|
|
$
|
—
|
|
|
$
|
4,922
|
|
|
$
|
731
|
|
|
$
|
(6
|
)
|
|
$
|
5,647
|
|
|
Cost of sales
|
|
—
|
|
|
1,599
|
|
|
199
|
|
|
(6
|
)
|
|
1,792
|
|
|||||
|
Excise taxes on products
|
|
—
|
|
|
1,577
|
|
|
76
|
|
|
—
|
|
|
1,653
|
|
|||||
|
Gross profit
|
|
—
|
|
|
1,746
|
|
|
456
|
|
|
—
|
|
|
2,202
|
|
|||||
|
Marketing, administration and research costs
|
|
34
|
|
|
431
|
|
|
69
|
|
|
—
|
|
|
534
|
|
|||||
|
Asset impairment and exit costs
|
|
—
|
|
|
20
|
|
|
1
|
|
|
—
|
|
|
21
|
|
|||||
|
Amortization of intangibles
|
|
—
|
|
|
—
|
|
|
5
|
|
|
—
|
|
|
5
|
|
|||||
|
Operating (expense) income
|
|
(34
|
)
|
|
1,295
|
|
|
381
|
|
|
—
|
|
|
1,642
|
|
|||||
|
Interest and other debt expense (income), net
|
|
185
|
|
|
(1
|
)
|
|
109
|
|
|
—
|
|
|
293
|
|
|||||
|
Earnings from equity investment in SABMiller
|
|
(520
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(520
|
)
|
|||||
|
Earnings before income taxes and equity earnings of subsidiaries
|
|
301
|
|
|
1,296
|
|
|
272
|
|
|
—
|
|
|
1,869
|
|
|||||
|
Provision for income taxes
|
|
84
|
|
|
482
|
|
|
108
|
|
|
—
|
|
|
674
|
|
|||||
|
Equity earnings of subsidiaries
|
|
978
|
|
|
49
|
|
|
—
|
|
|
(1,027
|
)
|
|
—
|
|
|||||
|
Net earnings
|
|
1,195
|
|
|
863
|
|
|
164
|
|
|
(1,027
|
)
|
|
1,195
|
|
|||||
|
Net earnings attributable to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
|
Net earnings attributable to Altria Group, Inc.
|
|
$
|
1,195
|
|
|
$
|
863
|
|
|
$
|
164
|
|
|
$
|
(1,027
|
)
|
|
$
|
1,195
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Net earnings
|
|
$
|
1,195
|
|
|
$
|
863
|
|
|
$
|
164
|
|
|
$
|
(1,027
|
)
|
|
$
|
1,195
|
|
|
Other comprehensive earnings (losses), net of deferred income taxes
|
|
202
|
|
|
(1
|
)
|
|
21
|
|
|
(20
|
)
|
|
202
|
|
|||||
|
Comprehensive earnings
|
|
1,397
|
|
|
862
|
|
|
185
|
|
|
(1,047
|
)
|
|
1,397
|
|
|||||
|
Comprehensive earnings attributable to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
|
Comprehensive earnings attributable to
Altria Group, Inc.
|
|
$
|
1,397
|
|
|
$
|
862
|
|
|
$
|
185
|
|
|
$
|
(1,047
|
)
|
|
$
|
1,397
|
|
|
|
|
Altria
Group, Inc.
|
|
PM USA
|
|
Non-
Guarantor
Subsidiaries
|
|
Total
Consolidating
Adjustments
|
|
Consolidated
|
||||||||||
|
Cash Provided by (Used In) Operating Activities
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Net cash provided by (used in) operating activities
|
|
$
|
902
|
|
|
$
|
2,344
|
|
|
$
|
(139
|
)
|
|
$
|
(1,314
|
)
|
|
$
|
1,793
|
|
|
Cash Provided by (Used In) Investing Activities
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Capital expenditures
|
|
—
|
|
|
(4
|
)
|
|
(11
|
)
|
|
—
|
|
|
(15
|
)
|
|||||
|
Proceeds from finance assets
|
|
—
|
|
|
—
|
|
|
203
|
|
|
—
|
|
|
203
|
|
|||||
|
Net cash (used in) provided by investing activities
|
|
—
|
|
|
(4
|
)
|
|
192
|
|
|
—
|
|
|
188
|
|
|||||
|
Cash Provided by (Used In) Financing Activities
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Repurchases of common stock
|
|
(91
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(91
|
)
|
|||||
|
Dividends paid on common stock
|
|
(886
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(886
|
)
|
|||||
|
Changes in amounts due to/from Altria Group, Inc. and subsidiaries
|
|
961
|
|
|
(1,052
|
)
|
|
91
|
|
|
—
|
|
|
—
|
|
|||||
|
Cash dividends paid to parent
|
|
—
|
|
|
(1,245
|
)
|
|
(69
|
)
|
|
1,314
|
|
|
—
|
|
|||||
|
Other
|
|
(3
|
)
|
|
(43
|
)
|
|
(83
|
)
|
|
—
|
|
|
(129
|
)
|
|||||
|
Net cash used in financing activities
|
|
(19
|
)
|
|
(2,340
|
)
|
|
(61
|
)
|
|
1,314
|
|
|
(1,106
|
)
|
|||||
|
Cash and cash equivalents:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Increase (decrease)
|
|
883
|
|
|
—
|
|
|
(8
|
)
|
|
—
|
|
|
875
|
|
|||||
|
Balance at beginning of period
|
|
2,862
|
|
|
—
|
|
|
38
|
|
|
—
|
|
|
2,900
|
|
|||||
|
Balance at end of period
|
|
$
|
3,745
|
|
|
$
|
—
|
|
|
$
|
30
|
|
|
$
|
—
|
|
|
$
|
3,775
|
|
|
|
|
Altria
Group, Inc.
|
|
PM USA
|
|
Non-
Guarantor
Subsidiaries
|
|
Total
Consolidating
Adjustments
|
|
Consolidated
|
||||||||||
|
Cash Provided by (Used In) Operating Activities
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Net cash provided by (used in) operating activities
|
|
$
|
533
|
|
|
$
|
2,519
|
|
|
$
|
(233
|
)
|
|
$
|
(982
|
)
|
|
$
|
1,837
|
|
|
Cash Provided by (Used In) Investing Activities
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Capital expenditures
|
|
—
|
|
|
(5
|
)
|
|
(11
|
)
|
|
—
|
|
|
(16
|
)
|
|||||
|
Proceeds from finance assets
|
|
—
|
|
|
—
|
|
|
303
|
|
|
—
|
|
|
303
|
|
|||||
|
Net cash (used in) provided by investing activities
|
|
—
|
|
|
(5
|
)
|
|
292
|
|
|
—
|
|
|
287
|
|
|||||
|
Cash Provided by (Used In) Financing Activities
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Repurchases of common stock
|
|
(266
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(266
|
)
|
|||||
|
Dividends paid on common stock
|
|
(838
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(838
|
)
|
|||||
|
Changes in amounts due to/from Altria Group, Inc. and subsidiaries
|
|
1,466
|
|
|
(1,549
|
)
|
|
83
|
|
|
—
|
|
|
—
|
|
|||||
|
Cash dividends paid to parent
|
|
—
|
|
|
(923
|
)
|
|
(59
|
)
|
|
982
|
|
|
—
|
|
|||||
|
Other
|
|
—
|
|
|
(42
|
)
|
|
(92
|
)
|
|
—
|
|
|
(134
|
)
|
|||||
|
Net cash provided by (used in) financing activities
|
|
362
|
|
|
(2,514
|
)
|
|
(68
|
)
|
|
982
|
|
|
(1,238
|
)
|
|||||
|
Cash and cash equivalents:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Increase (decrease)
|
|
895
|
|
|
—
|
|
|
(9
|
)
|
|
—
|
|
|
886
|
|
|||||
|
Balance at beginning of period
|
|
3,245
|
|
|
—
|
|
|
25
|
|
|
—
|
|
|
3,270
|
|
|||||
|
Balance at end of period
|
|
$
|
4,140
|
|
|
$
|
—
|
|
|
$
|
16
|
|
|
$
|
—
|
|
|
$
|
4,156
|
|
|
|
Net Earnings
|
|
Diluted EPS
|
||||
|
|
(in millions, except per share data)
|
||||||
|
For the three months ended March 31, 2012
|
$
|
1,195
|
|
|
$
|
0.59
|
|
|
|
|
|
|
||||
|
2012 Asset impairment, exit and implementation costs
|
3
|
|
|
—
|
|
||
|
2012 SABMiller special items
|
(197
|
)
|
|
(0.10
|
)
|
||
|
Subtotal 2012 special items
|
(194
|
)
|
|
(0.10
|
)
|
||
|
|
|
|
|
||||
|
2013 NPM Adjustment
|
311
|
|
|
0.15
|
|
||
|
2013 Implementation costs
|
(1
|
)
|
|
—
|
|
||
|
2013 SABMiller special items
|
(9
|
)
|
|
—
|
|
||
|
2013 Tobacco and health judgments
|
(4
|
)
|
|
—
|
|
||
|
Subtotal 2013 special items
|
297
|
|
|
0.15
|
|
||
|
|
|
|
|
||||
|
Fewer shares outstanding
|
—
|
|
|
0.01
|
|
||
|
Operations
|
87
|
|
|
0.04
|
|
||
|
For the three months ended March 31, 2013
|
$
|
1,385
|
|
|
$
|
0.69
|
|
|
|
|
|
|
||||
|
•
|
higher earnings from Altria Group, Inc.’s equity investment in SABMiller (excluding special items);
|
|
•
|
lower interest and other debt expense, net; and
|
|
•
|
higher income from the smokeable products and smokeless products segments.
|
|
Expense (Income), Net Included in Reported Diluted EPS
|
|||||||
|
|
2013
|
|
2012
|
||||
|
Loss on early extinguishment of debt
|
$
|
—
|
|
|
$
|
0.28
|
|
|
NPM Adjustment
|
(0.15
|
)
|
|
—
|
|
||
|
Asset impairment, exit and implementation costs
|
—
|
|
|
0.01
|
|
||
|
SABMiller special items
|
0.01
|
|
|
(0.08
|
)
|
||
|
PMCC leveraged lease benefit
|
—
|
|
|
(0.03
|
)
|
||
|
Tax items*
|
—
|
|
|
(0.03
|
)
|
||
|
|
$
|
(0.14
|
)
|
|
$
|
0.15
|
|
|
* Excludes the tax impact of the PMCC leveraged lease benefit.
|
|||||||
|
|
|
For the Three Months Ended
March 31, |
||||||
|
|
|
2013
|
|
2012
|
||||
|
|
|
(in millions)
|
||||||
|
Net revenues:
|
|
|
|
|
||||
|
Smokeable products
|
|
$
|
4,968
|
|
|
$
|
5,100
|
|
|
Smokeless products
|
|
390
|
|
|
380
|
|
||
|
Wine
|
|
126
|
|
|
113
|
|
||
|
All other
|
|
44
|
|
|
54
|
|
||
|
Net revenues
|
|
$
|
5,528
|
|
|
$
|
5,647
|
|
|
|
|
|
|
|
||||
|
Excise taxes on products:
|
|
|
|
|
||||
|
Smokeable products
|
|
$
|
1,524
|
|
|
$
|
1,622
|
|
|
Smokeless products
|
|
26
|
|
|
27
|
|
||
|
Wine
|
|
5
|
|
|
4
|
|
||
|
Excise taxes on products
|
|
$
|
1,555
|
|
|
$
|
1,653
|
|
|
|
|
|
|
|
||||
|
Operating income:
|
|
|
|
|
||||
|
Operating companies income:
|
|
|
|
|
||||
|
Smokeable products
|
|
$
|
1,920
|
|
|
$
|
1,439
|
|
|
Smokeless products
|
|
222
|
|
|
192
|
|
||
|
Wine
|
|
20
|
|
|
15
|
|
||
|
All other
|
|
50
|
|
|
52
|
|
||
|
Amortization of intangibles
|
|
(5
|
)
|
|
(5
|
)
|
||
|
General corporate expenses
|
|
(55
|
)
|
|
(51
|
)
|
||
|
Operating income
|
|
$
|
2,152
|
|
|
$
|
1,642
|
|
|
•
|
Asset Impairment, Exit and Implementation Costs
: For the
three months ended
March 31, 2013
, there were no asset impairment and exit costs. Implementation costs of
$1 million
were recorded in marketing, administration and research costs in the smokeable products segment during the three months ended March 31, 2013.
|
|
|
|
|
For the Three Months Ended March 31, 2012
|
||||||||||
|
|
|
|
Asset Impairment and Exit Costs
|
|
Implementation (Gain) Costs
|
|
Total
|
||||||
|
|
|
(in millions)
|
|||||||||||
|
Smokeable products
|
|
|
$
|
7
|
|
|
$
|
(21
|
)
|
|
$
|
(14
|
)
|
|
Smokeless products
|
|
|
14
|
|
|
5
|
|
|
19
|
|
|||
|
General corporate
|
|
|
—
|
|
|
(1
|
)
|
|
(1
|
)
|
|||
|
Total
|
|
|
$
|
21
|
|
|
$
|
(17
|
)
|
|
$
|
4
|
|
|
•
|
SABMiller Special Items
: Altria Group, Inc.’s earnings from its equity investment in SABMiller for the
three months ended
March 31, 2013
included costs for SABMiller’s “business capability programme.” Altria Group, Inc.’s earnings from its equity investment in SABMiller for the three months ended
March 31, 2012
included gains resulting from SABMiller’s strategic alliance transactions with Anadolu Efes and Castel, partially offset by costs related to SABMiller’s acquisition of Foster’s Group Limited and costs for SABMiller’s “business capability programme.”
|
|
•
|
Tobacco and Health Judgments
:
For the
three months ended
March 31, 2013
, Altria Group, Inc. recorded pre-tax charges of $5 million in the smokeable products segment related to certain tobacco and health judgments. These charges were included in marketing, administration and research costs on Altria Group, Inc.’s condensed consolidated statement of earnings. In addition, for the three months ended March 31, 2013, Altria Group, Inc. recorded interest costs related to these judgments of $1 million. For further discussion, see Note 10.
Contingencies
to the condensed consolidated financial statements in Item 1 (“Note 10”).
|
|
•
|
NPM Adjustment:
For the three months ended March 31, 2013, PM USA recorded a reduction to cost of sales of $483 million on its condensed consolidated statement of earnings, which increased operating companies income in the smokeable products segment. This reduction to cost of sales resulted from the NPM Adjustment discussed further below and under
Possible Adjustments in MSA Payments for 2003 - 2012
in Note 10.
|
|
•
|
the requirement to issue “corrective statements” in various media in connection with the Federal Government’s lawsuit described in detail in Note 10;
|
|
•
|
restrictions and requirements imposed by the Family Smoking Prevention and Tobacco Control Act (“FSPTCA”) enacted in June 2009, and restrictions and requirements that have been, and in the future may be, imposed by the U.S. Food and Drug Administration (“FDA”) under this statute;
|
|
•
|
increases in the minimum age to purchase tobacco products above the current federal minimum age of 18, restrictions on the sale of tobacco products by certain retail establishments, the sale of certain tobacco products with certain characterizing flavors and the sale of tobacco products in certain package sizes;
|
|
•
|
the diminishing prevalence of cigarette smoking and increased efforts by tobacco control advocates and others (including employers) to further restrict tobacco use;
|
|
•
|
illicit trade practices, including the sale of counterfeit tobacco products by third parties; the sale of tobacco products by third parties over the Internet and by other means designed to avoid the collection of applicable taxes; diversion into one market of products intended for sale in another; the potential assertion of claims and other issues relating to contraband shipments of tobacco products; and the imposition of additional legislative or regulatory requirements related to illicit trade practices; and
|
|
•
|
prohibits any express or implied claims that a tobacco product is or may be less harmful than other tobacco products without FDA authorization;
|
|
•
|
imposes reporting obligations relating to contraband activity and grants the FDA authority to impose other recordkeeping and reporting obligations to address counterfeit and contraband products;
|
|
•
|
changes the language of the cigarette and smokeless tobacco product health warnings, enlarges their size and requires the development by the FDA of graphic warnings for cigarettes, and gives the FDA the authority to require new warnings;
|
|
•
|
authorizes the FDA to adopt product regulations and related actions, including:
|
|
•
|
to impose tobacco product standards that are appropriate for the protection of the public health through a regulatory process, including, among other possibilities, restrictions on ingredients, constituents or other properties, performance or design criteria, as well as to impose testing, measurement, reporting and disclosure requirements;
|
|
•
|
to subject tobacco products that are modified or first introduced into the market after March 22, 2011 to application and premarket review and authorization requirements (the “New Product Application Process”) if the FDA does not find them to be “substantially equivalent” to products commercially marketed as of February 15, 2007, and to deny any such new product application thus preventing the distribution and sale of any product affected by such denial;
|
|
•
|
to determine that certain existing tobacco products modified or introduced into the market for the first time between February 15, 2007 and March 22, 2011 are not "substantially equivalent" to products commercially marketed as of February 15, 2007, in which case the FDA could require the removal of such products or subject them to the New Product Application Process and, if any such applications are denied, prevent the continued distribution and sale of such products (see
FDA Regulatory Actions
below);
|
|
•
|
to restrict or otherwise regulate menthol cigarettes, as well as other tobacco products with characterizing flavors;
|
|
•
|
to regulate nicotine yields and to reduce or eliminate harmful constituents or harmful ingredients or other components of tobacco products; and
|
|
•
|
to impose manufacturing standards for tobacco products; and
|
|
•
|
equips the FDA with a variety of investigatory and enforcement tools, including the authority to inspect tobacco product manufacturing and other facilities.
|
|
•
|
Draft Guidance for Industry and FDA Staff: Demonstrating the Substantial Equivalence of a New Tobacco Product: Responses to Frequently Asked Questions
|
|
•
|
impose restrictions at retail;
|
|
•
|
result in increased illicit trade activities; or
|
|
•
|
otherwise significantly increase the cost of doing business.
|
|
•
|
prohibits sampling of cigarettes and prohibits sampling of smokeless tobacco products except in qualified adult-only facilities;
|
|
•
|
prohibits brand name sponsorship of any athletic, musical, artistic, or other social or cultural event, or any entry or team in any event.
|
|
|
|
For the Three Months Ended
March 31, |
||||||||||||||
|
|
|
Net Revenues
|
|
Operating Companies Income
|
||||||||||||
|
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
|
|
|
(in millions)
|
||||||||||||||
|
Smokeable products
|
|
$
|
4,968
|
|
|
$
|
5,100
|
|
|
$
|
1,920
|
|
|
$
|
1,439
|
|
|
Smokeless products
|
|
390
|
|
|
380
|
|
|
222
|
|
|
192
|
|
||||
|
Total smokeable and smokeless products
|
|
$
|
5,358
|
|
|
$
|
5,480
|
|
|
$
|
2,142
|
|
|
$
|
1,631
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shipment Volume
|
||||||||
|
|
|
For the Three Months Ended March 31,
|
|||||||
|
|
|
2013
|
|
2012
|
|
Change
|
|||
|
|
(sticks in millions)
|
||||||||
|
Cigarettes:
|
|
|
|
|
|
|
|||
|
Marlboro
|
|
25,435
|
|
|
26,913
|
|
|
(5.5
|
)%
|
|
Other premium
|
|
1,782
|
|
|
2,036
|
|
|
(12.5
|
)%
|
|
Discount
|
|
2,284
|
|
|
2,159
|
|
|
5.8
|
%
|
|
Total cigarettes
|
|
29,501
|
|
|
31,108
|
|
|
(5.2
|
)%
|
|
Cigars:
|
|
|
|
|
|
|
|||
|
Black & Mild
|
|
269
|
|
|
323
|
|
|
(16.7
|
)%
|
|
Other
|
|
4
|
|
|
5
|
|
|
(20.0
|
)%
|
|
Total cigars
|
|
273
|
|
|
328
|
|
|
(16.8
|
)%
|
|
Total smokeable products
|
|
29,774
|
|
|
31,436
|
|
|
(5.3
|
)%
|
|
|
Retail Share
|
||||||||
|
|
|
For the Three Months Ended March 31,
|
|||||||
|
Cigarettes:
|
|
2013
|
|
2012
|
|
Percentage Point Change
|
|||
|
Marlboro
|
|
43.6
|
%
|
|
43.4
|
%
|
|
0.2
|
|
|
Other premium
|
|
3.1
|
|
|
3.3
|
|
|
(0.2
|
)
|
|
Discount
|
|
3.8
|
|
|
3.3
|
|
|
0.5
|
|
|
Total cigarettes
|
|
50.5
|
%
|
|
50.0
|
%
|
|
0.5
|
|
|
Cigars:
|
|
|
|
|
|
|
|||
|
Black & Mild
|
|
28.4
|
%
|
|
31.5
|
%
|
|
(3.1
|
)
|
|
Other
|
|
0.2
|
|
|
0.3
|
|
|
(0.1
|
)
|
|
Total cigars
|
|
28.6
|
%
|
|
31.8
|
%
|
|
(3.2
|
)
|
|
|
|
Restated Retail Share
|
|||||||||||
|
|
|
For the Three Months Ended
|
|||||||||||
|
|
|
|
12/31/12
|
|
09/30/12
|
|
06/30/12
|
|
03/31/12
|
||||
|
Cigarettes:
|
|
|
|
|
|
|
|
|
|
||||
|
Marlboro
|
|
|
43.5
|
%
|
|
43.7
|
%
|
|
43.7
|
%
|
|
43.4
|
%
|
|
Other premium
|
|
|
3.2
|
|
|
3.2
|
|
|
3.3
|
|
|
3.3
|
|
|
Discount
|
|
|
3.7
|
|
|
3.6
|
|
|
3.4
|
|
|
3.3
|
|
|
Total cigarettes
|
|
|
50.4
|
%
|
|
50.5
|
%
|
|
50.4
|
%
|
|
50.0
|
%
|
|
Cigars:
|
|
|
|
|
|
|
|
|
|
||||
|
Black & Mild
|
|
|
29.7
|
%
|
|
30.6
|
%
|
|
30.3
|
%
|
|
31.5
|
%
|
|
Other
|
|
|
0.3
|
|
|
0.2
|
|
|
0.2
|
|
|
0.3
|
|
|
Total cigars
|
|
|
30.0
|
%
|
|
30.8
|
%
|
|
30.5
|
%
|
|
31.8
|
%
|
|
|
|
Restated Retail Share
|
|||||||
|
|
|
For the Year-ended 12/31/12
|
|
For the Nine Months Ended 09/30/12
|
|
For the Six Months Ended 06/30/12
|
|||
|
Cigarettes:
|
|
|
|
|
|
|
|||
|
Marlboro
|
|
43.6
|
%
|
|
43.6
|
%
|
|
43.5
|
%
|
|
Other premium
|
|
3.2
|
|
|
3.3
|
|
|
3.3
|
|
|
Discount
|
|
3.5
|
|
|
3.4
|
|
|
3.4
|
|
|
Total cigarettes
|
|
50.3
|
%
|
|
50.3
|
%
|
|
50.2
|
%
|
|
Cigars:
|
|
|
|
|
|
|
|||
|
Black & Mild
|
|
30.5
|
%
|
|
30.8
|
%
|
|
30.9
|
%
|
|
Other
|
|
0.3
|
|
|
0.2
|
|
|
0.2
|
|
|
Total cigars
|
|
30.8
|
%
|
|
31.0
|
%
|
|
31.1
|
%
|
|
•
|
Effective December 3, 2012, PM USA increased the list price on all of its cigarette brands by $0.06 per pack.
|
|
•
|
Effective June 18, 2012, PM USA increased the list price on all of its cigarette brands by $0.06 per pack.
|
|
•
|
Effective March 14, 2012, Middleton reduced the list price on all of its untipped cigarillo brands by $0.39 per five-pack.
|
|
|
|
Shipment Volume
|
|||||||
|
|
|
For the Three Months Ended March 31,
|
|||||||
|
|
|
2013
|
|
2012
|
|
Change
|
|||
|
|
|
(cans and packs in millions)
|
|||||||
|
Copenhagen
|
|
93.5
|
|
|
85.9
|
|
|
8.8
|
%
|
|
Skoal
|
|
64.4
|
|
|
64.6
|
|
|
(0.3
|
)%
|
|
Copenhagen and Skoal
|
|
157.9
|
|
|
150.5
|
|
|
4.9
|
%
|
|
Other
|
|
17.8
|
|
|
19.4
|
|
|
(8.2
|
)%
|
|
Total smokeless products
|
|
175.7
|
|
|
169.9
|
|
|
3.4
|
%
|
|
|
Retail Share
|
||||||||
|
|
|
For the Three Months Ended March 31,
|
|||||||
|
|
|
2013
|
|
2012
|
|
Percentage Point Change
|
|||
|
Copenhagen
|
|
28.7
|
%
|
|
27.4
|
%
|
|
1.3
|
|
|
Skoal
|
|
21.9
|
|
|
22.7
|
|
|
(0.8
|
)
|
|
Copenhagen
and
Skoal
|
|
50.6
|
|
|
50.1
|
|
|
0.5
|
|
|
Other
|
|
4.4
|
|
|
5.3
|
|
|
(0.9
|
)
|
|
Total smokeless products
|
|
55.0
|
%
|
|
55.4
|
%
|
|
(0.4
|
)
|
|
|
|
|
Restated Retail Share
|
||||||||||
|
|
|
|
For the Three Months Ended
|
||||||||||
|
|
|
|
12/31/12
|
|
09/30/12
|
|
06/30/12
|
|
03/31/12
|
||||
|
Copenhagen
|
|
|
28.5
|
%
|
|
28.3
|
%
|
|
27.4
|
%
|
|
27.4
|
%
|
|
Skoal
|
|
|
22.2
|
|
|
22.4
|
|
|
22.7
|
|
|
22.7
|
|
|
Copenhagen and Skoal
|
|
|
50.7
|
|
|
50.7
|
|
|
50.1
|
|
|
50.1
|
|
|
Other
|
|
|
4.6
|
|
|
4.7
|
|
|
4.9
|
|
|
5.3
|
|
|
Total smokeless products
|
|
|
55.3
|
%
|
|
55.4
|
%
|
|
55.0
|
%
|
|
55.4
|
%
|
|
|
|
Restated Retail Share
|
|||||||
|
|
|
For the Year-ended 12/31/12
|
|
For the Nine Months Ended 09/30/12
|
|
For the Six Months Ended 06/30/12
|
|||
|
Copenhagen
|
|
27.9
|
%
|
|
27.7
|
%
|
|
27.4
|
%
|
|
Skoal
|
|
22.5
|
|
|
22.6
|
|
|
22.7
|
|
|
Copenhagen and Skoal
|
|
50.4
|
|
|
50.3
|
|
|
50.1
|
|
|
Other
|
|
4.8
|
|
|
4.9
|
|
|
5.1
|
|
|
Total smokeless products
|
|
55.2
|
%
|
|
55.2
|
%
|
|
55.2
|
%
|
|
•
|
Effective December 9, 2012, USSTC increased the list price on all of its brands by $0.05 per can or pouch.
|
|
•
|
Effective December 3, 2012, PM USA increased the list price on
Marlboro
Snus tins and flip-top box (“FTB”) by $0.05 per tin or FTB.
|
|
•
|
Effective June 18, 2012, PM USA increased the list price on
Marlboro
Snus tins and FTB by $0.05 per tin or FTB.
|
|
•
|
Effective May 25, 2012, USSTC increased the list price on all of its brands by $0.05 per can.
|
|
|
|
For the Three Months Ended
March 31, |
||||||
|
|
|
2013
|
|
2012
|
||||
|
|
(in millions)
|
|||||||
|
Net revenues
|
|
$
|
126
|
|
|
$
|
113
|
|
|
Operating companies income
|
|
$
|
20
|
|
|
$
|
15
|
|
|
|
Shipment Volume
|
||||||||
|
|
|
For the Three Months Ended
March 31, |
|||||||
|
|
|
2013
|
|
2012
|
|
Change*
|
|||
|
|
(cases in thousands)
|
||||||||
|
Chateau Ste. Michelle
|
|
530
|
|
|
528
|
|
|
0.3
|
%
|
|
Columbia Crest
|
|
385
|
|
|
341
|
|
|
12.9
|
%
|
|
14 Hands
|
|
317
|
|
|
216
|
|
|
46.8
|
%
|
|
Other
|
|
453
|
|
|
453
|
|
|
—
|
%
|
|
Total wine
|
|
1,685
|
|
|
1,538
|
|
|
9.5
|
%
|
|
*Percent volume change calculation is based on units to the nearest hundred.
|
|||||||||
|
|
Short-term Debt
|
|
Long-term Debt
|
|
Outlook
|
|
|
|
|
|
|
|
|
Moody’s
|
P-2
|
|
Baa1
|
|
Stable
|
|
Standard & Poor’s
|
A-2
|
|
BBB
|
|
Stable
|
|
Fitch
|
F2
|
|
BBB+
|
|
Stable
|
|
|
|
|
|
|
|
|
|
|
•
|
develop new products and markets within and potentially outside of the United States and broaden brand portfolios in order to compete effectively with lower-priced products;
|
|
Period
|
|
Total Number of Shares Purchased
(1)
|
|
Average Price Paid Per Share
|
|
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
(2)
|
|
Approximate Dollar Value of Shares that May Yet be Purchased Under the Plans or Programs
|
||||||
|
|
|
|
|
|
|
|
|
|
||||||
|
January 1-31, 2013
|
|
1,377
|
|
|
$
|
31.19
|
|
|
46,620,000
|
|
|
$
|
57,021,354
|
|
|
February 1-28, 2013
|
|
1,316,203
|
|
|
$
|
34.39
|
|
|
47,120,000
|
|
|
$
|
39,806,349
|
|
|
March 1-31, 2013
|
|
1,175,041
|
|
|
$
|
33.88
|
|
|
48,294,813
|
|
|
$
|
—
|
|
|
For the Quarter Ended March 31, 2013
|
|
2,492,621
|
|
|
$
|
34.15
|
|
|
|
|
|
|||
|
(1)
|
The total number of shares purchased include (a) shares purchased under the October 2011 share repurchase program (which totaled 500,000 shares in February and 1,174,813 shares in March) and (b) shares withheld by Altria Group, Inc. in an amount equal to statutory withholding for employees who vested in restricted and deferred stock and used shares to pay all or a portion of the related taxes (which totaled 1,377 shares in January, 816,203 shares in February and 228 shares in March).
|
|
(2)
|
Aggregate number of shares repurchased under the October 2011 share repurchase program as of the end of the period presented.
|
|
10.1
|
Form of Restricted Stock Agreement, dated as of January 29, 2013 (incorporated by reference to Exhibit 10.1 to Altria Group, Inc.’s Current Report on Form 8-K filed on January 31, 2013).
|
|
10.2
|
Form of Deferred Stock Agreement, dated as of January 29, 2013.
|
|
12
|
Statements regarding computation of ratios of earnings to fixed charges.
|
|
31.1
|
Certification of Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
31.2
|
Certification of Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
32.1
|
Certification of Chief Executive Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
32.2
|
Certification of Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
99.1
|
Certain Litigation Matters.
|
|
99.2
|
Trial Schedule for Certain Cases.
|
|
99.3
|
Definitions of Terms Related to Financial Covenants included in Altria Group, Inc.’s 5-year Revolving Credit Agreement, dated as of June 30, 2011 (incorporated by reference to Exhibit 99.3 to Altria Group, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2011).
|
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
|---|
| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
|---|
No information found
Customers
| Customer name | Ticker |
|---|---|
| Delta Air Lines, Inc. | DAL |
| Simon Property Group, Inc. | SPG |
| Southwest Airlines Co. | LUV |
No Suppliers Found
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
|---|