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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/17/22 Altria Group, Inc. 8-K:1,9 8/17/22 12:886K Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size
1: 8-K Current Report HTML 34K
2: EX-10.1 Extension and Amendment No. 3 to the Credit HTML 579K
Agreement
7: R1 Document and Entity Information HTML 58K
10: XML IDEA XML File -- Filing Summary XML 12K
8: XML XBRL Instance -- d333359d8k_htm XML 26K
9: EXCEL IDEA Workbook of Financial Reports XLSX 8K
4: EX-101.DEF XBRL Definitions -- mo-20220817_def XML 43K
5: EX-101.LAB XBRL Labels -- mo-20220817_lab XML 72K
6: EX-101.PRE XBRL Presentations -- mo-20220817_pre XML 45K
3: EX-101.SCH XBRL Schema -- mo-20220817 XSD 18K
11: JSON XBRL Instance as JSON Data -- MetaLinks 15± 22K
12: ZIP XBRL Zipped Folder -- 0001193125-22-223264-xbrl Zip 126K
| FORM 8-K |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM i 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): i August 17, 2022
i ALTRIA GROUP, INC.
(Exact name of registrant as specified in its charter)
| i Virginia | i 1-08940 | i 13-3260245 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| i 6601 West Broad Street, i Richmond, i Virginia | i 23230 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: i (804) i 274-2200
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| i ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| i ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| i ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| i ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading Symbols |
Name of each exchange on which registered | ||
| i Common Stock, $0.33 1/3 par value | i MO | i New York Stock Exchange | ||
| i 1.000% Notes due 2023 | i MO23A | i New York Stock Exchange | ||
| i 1.700% Notes due 2025 | i MO25 | i New York Stock Exchange | ||
| i 2.200% Notes due 2027 | i MO27 | i New York Stock Exchange | ||
| i 3.125% Notes due 2031 | i MO31 | i New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company i ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 1.01. | Entry into a Material Definitive Agreement. |
On August 17, 2022, Altria Group, Inc. (“Altria”) entered into an Extension and Amendment No. 3 (the “Extension and Amendment Agreement”) to its $3.0 billion senior unsecured 5-year revolving credit agreement, dated as of August 1, 2018, as amended by Amendment No. 1 to the Credit Agreement, dated as of January 25, 2019, and Extension and Amendment No. 2 to the Credit Agreement, dated as of August 18, 2021 (collectively, the “Credit Agreement”), with the lenders party thereto and JPMorgan Chase Bank, N.A. (“JPMCB”) and Citibank, N.A. (“Citibank”), as administrative agents. The Extension and Amendment Agreement extends the maturity date of the Credit Agreement from August 1, 2024 to August 1, 2025. In addition, the Extension and Amendment Agreement amends the Credit Agreement to update the benchmark interest rate to a rate based on Term SOFR (as defined in the Extension and Amendment Agreement) and make certain other market updates.
All other terms and conditions of the Credit Agreement remain in full force and effect.
Some of the lenders under the Credit Agreement and their affiliates have various relationships with Altria and its subsidiaries involving the provision of financial services, including cash management, investment banking and trust services.
The foregoing description of the Extension and Amendment Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Extension and Amendment Agreement, which is attached as Exhibit 10.1 and incorporated by reference in this Current Report on Form 8-K. The Credit Agreement was previously filed as Exhibit 10.1 to Altria’s Current Report on Form 8-K (File No. 1-08940) filed on August 1, 2018, Amendment No. 1 to the Credit Agreement was previously filed as Exhibit 10.1 to Altria’s Current Report on Form 8-K (File No. 1-08940) filed on January 31, 2019 and Extension and Amendment No. 2 to the Credit Agreement was previously filed as Exhibit 10.1 to Altria’s Current Report on Form 8-K (File No. 1-08940) filed on August 18, 2021.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits |
| 10.1 | Extension and Amendment No. 3 to the Credit Agreement, dated as of August 17, 2022, among Altria, the lenders party thereto and JPMCB and Citibank, as administrative agents. | |
| 104 | The cover page from this Current Report on Form 8-K, formatted in Inline XBRL (included as Exhibit 101) | |
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ALTRIA GROUP, INC. | ||
| By: | ||
| Name: | W. Hildebrandt Surgner, Jr. | |
| Title: | Vice President, Corporate Secretary and | |
| Associate General Counsel | ||
DATE: August 17, 2022
3
| This ‘8-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 8/1/25 | ||||
| 8/1/24 | ||||
| Filed on / For Period end: | 8/17/22 | |||
| 8/18/21 | 8-K | |||
| 1/31/19 | 8-K | |||
| 1/25/19 | 8-K | |||
| 8/1/18 | 8-K | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/27/23 Altria Group, Inc. 10-K 12/31/22 137:20M 10/27/22 Altria Group, Inc. 10-Q 9/30/22 96:11M |