Condensed Consolidating Financial Information | Condensed Consolidating Financial Information PM USA, which is a 100% owned subsidiary of Altria, has guaranteed Altria’s obligations under its outstanding debt securities, borrowings under its Credit Agreement and amounts outstanding under its commercial paper program (the “Guarantees”). Pursuant to the Guarantees, PM USA fully and unconditionally guarantees, as primary obligor, the payment and performance of Altria’s obligations under the guaranteed debt instruments (the “Obligations”), subject to release under certain customary circumstances as noted below. The Guarantees provide that PM USA guarantees the punctual payment when due, whether at stated maturity, by acceleration or otherwise, of the Obligations. The liability of PM USA under the Guarantees is absolute and unconditional irrespective of: any lack of validity, enforceability or genuineness of any provision of any agreement or instrument relating thereto; any change in the time, manner or place of payment of, or in any other term of, all or any of the Obligations, or any other amendment or waiver of or any consent to departure from any agreement or instrument relating thereto; any exchange, release or non-perfection of any collateral, or any release or amendment or waiver of or consent to departure from any other guarantee, for all or any of the Obligations; or any other circumstance that might otherwise constitute a defense available to, or a discharge of, Altria or PM USA. The obligations of PM USA under the Guarantees are limited to the maximum amount as will not result in PM USA’s obligations under the Guarantees constituting a fraudulent transfer or conveyance, after giving effect to such maximum amount and all other contingent and fixed liabilities of PM USA that are relevant under Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal or state law to the extent applicable to the Guarantees. For this purpose, “Bankruptcy Law” means Title 11, U.S. Code, or any similar federal or state law for the relief of debtors. PM USA will be unconditionally released and discharged from the Obligations upon the earliest to occur of: ▪ the date, if any, on which PM USA consolidates with or merges into Altria or any successor; ▪ the date, if any, on which Altria 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’s long-term senior unsecured debt by Standard & Poor’s of A or higher. At December 31, 2019 , the respective principal 100% owned subsidiaries of Altria and PM USA were not limited by long-term debt or other agreements in their ability to pay cash dividends or make other distributions with respect to their equity interests. The following sets forth the condensed consolidating balance sheets as of December 31, 2019 and 2018 , condensed consolidating statements of earnings (losses) and comprehensive earnings (losses) for the years ended December 31, 2019 , 2018 and 2017 , and condensed consolidating statements of cash flows for the years ended December 31, 2019 , 2018 and 2017 for Altria, PM USA and, collectively, Altria’s other subsidiaries that are not guarantors of Altria’s debt instruments (the “Non-Guarantor Subsidiaries”). The financial information may not necessarily be indicative of results of operations or financial position had PM USA and the Non-Guarantor Subsidiaries operated as independent entities. Altria and PM USA account for investments in their subsidiaries under the equity method of accounting. Condensed Consolidating Balance Sheets (in millions of dollars) ____________________________ at December 31, 2019 Altria PM USA Non- Guarantor Subsidiaries Total Consolidating Adjustments Consolidated Assets Cash and cash equivalents $ 2,022 $ — $ 95 $ — $ 2,117 Receivables — 30 122 — 152 Inventories: Leaf tobacco — 494 380 — 874 Other raw materials — 120 72 — 192 Work in process — 4 692 — 696 Finished product — 119 412 — 531 — 737 1,556 — 2,293 Due from Altria and subsidiaries 88 4,005 1,359 (5,452 ) — Income taxes 80 47 38 (49 ) 116 Other current assets 53 17 76 — 146 Total current assets 2,243 4,836 3,246 (5,501 ) 4,824 Property, plant and equipment, at cost — 2,956 2,118 — 5,074 Less accumulated depreciation — 2,166 909 — 3,075 — 790 1,209 — 1,999 Goodwill — — 5,177 — 5,177 Other intangible assets, net — 2 12,685 — 12,687 Investments in equity securities 18,071 — 5,510 — 23,581 Investment in consolidated subsidiaries 19,312 2,831 — (22,143 ) — Due from Altria and subsidiaries 4,790 — — (4,790 ) — Other assets 58 951 603 (609 ) 1,003 Total Assets $ 44,474 $ 9,410 $ 28,430 $ (33,043 ) $ 49,271 Condensed Consolidating Balance Sheets (Continued) (in millions of dollars) ____________________________ at December 31, 2019 Altria PM USA Non- Guarantor Subsidiaries Total Consolidating Adjustments Consolidated Liabilities Current portion of long-term debt $ 1,000 $ — $ — $ — $ 1,000 Accounts payable — 146 179 — 325 Accrued liabilities: Marketing — 320 73 — 393 Settlement charges — 3,340 6 — 3,346 Other 576 482 536 (49 ) 1,545 Dividends payable 1,565 — — — 1,565 Due to Altria and subsidiaries 4,693 514 245 (5,452 ) — Total current liabilities 7,834 4,802 1,039 (5,501 ) 8,174 Long-term debt 27,042 — — — 27,042 Deferred income taxes 3,099 — 2,593 (609 ) 5,083 Accrued pension costs 197 — 276 — 473 Accrued postretirement health care costs — 1,078 719 — 1,797 Due to Altria and subsidiaries — — 4,790 (4,790 ) — Other liabilities 80 87 178 — 345 Total liabilities 38,252 5,967 9,595 (10,900 ) 42,914 Contingencies Redeemable noncontrolling interest — — 38 — 38 Stockholders’ Equity Common stock 935 — 9 (9 ) 935 Additional paid-in capital 5,970 3,310 27,565 (30,875 ) 5,970 Earnings reinvested in the business 36,539 352 (6,997 ) 6,645 36,539 Accumulated other comprehensive losses (2,864 ) (219 ) (1,877 ) 2,096 (2,864 ) Cost of repurchased stock (34,358 ) — — — (34,358 ) Total stockholders’ equity attributable to Altria 6,222 3,443 18,700 (22,143 ) 6,222 Noncontrolling interests — — 97 — 97 Total stockholders’ equity 6,222 3,443 18,797 (22,143 ) 6,319 Total Liabilities and Stockholders’ Equity $ 44,474 $ 9,410 $ 28,430 $ (33,043 ) $ 49,271 Condensed Consolidating Balance Sheets (in millions of dollars) ____________________________ at December 31, 2018 Altria PM USA Non- Guarantor Subsidiaries Total Consolidating Adjustments Consolidated Assets Cash and cash equivalents $ 1,277 $ — $ 56 $ — $ 1,333 Receivables — 18 124 — 142 Inventories: Leaf tobacco — 561 379 — 940 Other raw materials — 123 63 — 186 Work in process — 2 645 — 647 Finished product — 128 430 — 558 — 814 1,517 — 2,331 Due from Altria and subsidiaries 46 3,828 1,194 (5,068 ) — Income taxes 100 94 — (27 ) 167 Other current assets 41 167 118 — 326 Total current assets 1,464 4,921 3,009 (5,095 ) 4,299 Property, plant and equipment, at cost — 2,928 2,022 — 4,950 Less accumulated depreciation — 2,111 901 — 3,012 — 817 1,121 — 1,938 Goodwill — — 5,196 — 5,196 Other intangible assets, net — 2 12,277 — 12,279 Investments in equity securities 17,696 — 12,800 — 30,496 Investment in consolidated subsidiaries 25,996 2,825 — (28,821 ) — Due from Altria and subsidiaries 4,790 — — (4,790 ) — Other assets 193 955 773 (670 ) 1,251 Total Assets $ 50,139 $ 9,520 $ 35,176 $ (39,376 ) $ 55,459 Condensed Consolidating Balance Sheets (Continued) (in millions of dollars) ____________________________ at December 31, 2018 Altria PM USA Non- Guarantor Subsidiaries Total Consolidating Adjustments Consolidated Liabilities Short-term borrowings 12,704 — — — 12,704 Current portion of long-term debt $ 1,144 $ — $ — $ — $ 1,144 Accounts payable 1 91 307 — 399 Accrued liabilities: Marketing — 483 103 — 586 Settlement charges — 3,448 6 — 3,454 Other 295 524 611 (27 ) 1,403 Dividends payable 1,503 — — — 1,503 Due to Altria and subsidiaries 4,499 407 162 (5,068 ) — Total current liabilities 20,146 4,953 1,189 (5,095 ) 21,193 Long-term debt 11,898 — — — 11,898 Deferred income taxes 3,010 — 2,653 (670 ) 4,993 Accrued pension costs 187 — 357 — 544 Accrued postretirement health care costs — 1,072 677 — 1,749 Due to Altria and subsidiaries — — 4,790 (4,790 ) — Other liabilities 111 47 96 — 254 Total liabilities 35,352 6,072 9,762 (10,555 ) 40,631 Contingencies Redeemable noncontrolling interest — — 39 — 39 Stockholders’ Equity Common stock 935 — 9 (9 ) 935 Additional paid-in capital 5,961 3,310 25,047 (28,357 ) 5,961 Earnings reinvested in the business 43,962 359 2,201 (2,560 ) 43,962 Accumulated other comprehensive losses (2,547 ) (221 ) (1,884 ) 2,105 (2,547 ) Cost of repurchased stock (33,524 ) — — — (33,524 ) Total stockholders’ equity attributable to Altria 14,787 3,448 25,373 (28,821 ) 14,787 Noncontrolling interests — — 2 — 2 Total stockholders’ equity 14,787 3,448 25,375 (28,821 ) 14,789 Total Liabilities and Stockholders’ Equity $ 50,139 $ 9,520 $ 35,176 $ (39,376 ) $ 55,459 Condensed Consolidating Statements of Earnings (Losses) and Comprehensive Earnings (Losses) (in millions of dollars) _____________________________ for the year ended December 31, 2019 Altria PM USA Non- Guarantor Subsidiaries Total Consolidating Adjustments Consolidated Net revenues $ — $ 21,065 $ 4,081 $ (36 ) $ 25,110 Cost of sales — 5,997 1,124 (36 ) 7,085 Excise taxes on products — 5,111 203 — 5,314 Gross profit — 9,957 2,754 — 12,711 Marketing, administration and research costs 182 1,591 453 — 2,226 Asset impairment and exit costs 1 39 119 — 159 Operating (expense) income (183 ) 8,327 2,182 — 10,326 Interest and other debt expense (income), net 1,152 (85 ) 213 — 1,280 Net periodic benefit (income) cost, excluding service cost 5 (34 ) (8 ) — (37 ) Earnings from equity investments (1,229 ) — (496 ) — (1,725 ) Impairment of JUUL equity securities — — 8,600 — 8,600 Loss on Cronos-related financial instruments — — 1,442 — 1,442 Earnings (losses) before income taxes and equity earnings of subsidiaries (111 ) 8,446 (7,569 ) — 766 Provision (benefit) for income taxes (243 ) 2,102 205 — 2,064 Equity earnings (losses) of subsidiaries (1,425 ) 450 — 975 — Net earnings (losses) (1,293 ) 6,794 (7,774 ) 975 (1,298 ) Net (earnings) losses attributable to noncontrolling interests — — 5 — 5 Net earnings (losses) attributable to Altria $ (1,293 ) $ 6,794 $ (7,769 ) $ 975 $ (1,293 ) Net earnings (losses) $ (1,293 ) $ 6,794 $ (7,774 ) $ 975 $ (1,298 ) Other comprehensive earnings (losses), net of deferred income taxes (317 ) 2 7 (9 ) (317 ) Comprehensive earnings (losses) (1,610 ) 6,796 (7,767 ) 966 (1,615 ) Comprehensive (earnings) losses attributable to noncontrolling interests — — 5 — 5 Comprehensive earnings (losses) attributable to Altria $ (1,610 ) $ 6,796 $ (7,762 ) $ 966 $ (1,610 ) Condensed Consolidating Statements of Earnings (Losses) and Comprehensive Earnings (Losses) (in millions of dollars) _____________________________ for the year ended December 31, 2018 Altria PM USA Non- Guarantor Subsidiaries Total Consolidating Adjustments Consolidated Net revenues $ — $ 21,422 $ 3,980 $ (38 ) $ 25,364 Cost of sales — 6,153 1,258 (38 ) 7,373 Excise taxes on products — 5,517 220 — 5,737 Gross profit — 9,752 2,502 — 12,254 Marketing, administration and research costs 219 1,892 645 — 2,756 Asset impairment and exit costs — 81 302 — 383 Operating (expense) income (219 ) 7,779 1,555 — 9,115 Interest and other debt expense (income), net 511 (61 ) 215 — 665 Net periodic benefit (income) cost, excluding service cost 16 (41 ) (9 ) — (34 ) Earnings from equity investments (890 ) — — — (890 ) (Gain) loss on ABI/SABMiller business combination 33 — — — 33 Earnings (losses) before income taxes and equity earnings of subsidiaries 111 7,881 1,349 — 9,341 Provision (benefit) for income taxes 36 1,980 358 — 2,374 Equity earnings (losses) of subsidiaries 6,888 402 — (7,290 ) — Net earnings (losses) 6,963 6,303 991 (7,290 ) 6,967 Net (earnings) losses attributable to noncontrolling interests — — (4 ) — (4 ) Net earnings (losses) attributable to Altria $ 6,963 $ 6,303 $ 987 $ (7,290 ) $ 6,963 Net earnings (losses) $ 6,963 $ 6,303 $ 991 $ (7,290 ) $ 6,967 Other comprehensive earnings (losses), net of deferred income taxes (242 ) 104 (54 ) (50 ) (242 ) Comprehensive earnings (losses) 6,721 6,407 937 (7,340 ) 6,725 Comprehensive (earnings) losses attributable to noncontrolling interests — — (4 ) — (4 ) Comprehensive earnings (losses) attributable to Altria $ 6,721 $ 6,407 $ 933 $ (7,340 ) $ 6,721 Condensed Consolidating Statements of Earnings (Losses) and Comprehensive Earnings (Losses) (in millions of dollars) _____________________________ for the year ended December 31, 2017 Altria PM USA Non- Guarantor Subsidiaries Total Consolidating Adjustments Consolidated Net revenues $ — $ 21,826 $ 3,787 $ (37 ) $ 25,576 Cost of sales — 6,394 1,174 (37 ) 7,531 Excise taxes on products — 5,864 218 — 6,082 Gross profit — 9,568 2,395 — 11,963 Marketing, administration and research costs 161 1,713 464 — 2,338 Asset impairment and exit costs — — 32 — 32 Operating (expense) income (161 ) 7,855 1,899 — 9,593 Interest and other debt expense (income), net 510 (20 ) 215 — 705 Net periodic benefit (income) cost, excluding service cost 12 18 7 — 37 Earnings from equity investments (532 ) — — — (532 ) (Gain) loss on ABI/SABMiller business combination (445 ) — — — (445 ) Earnings (losses) before income taxes and equity earnings of subsidiaries 294 7,857 1,677 — 9,828 Provision (benefit) for income taxes (2,624 ) 3,127 (902 ) — (399 ) Equity earnings (losses) of subsidiaries 7,304 558 — (7,862 ) — Net earnings (losses) 10,222 5,288 2,579 (7,862 ) 10,227 Net (earnings) losses attributable to noncontrolling interests — — (5 ) — (5 ) Net earnings (losses) attributable to Altria $ 10,222 $ 5,288 $ 2,574 $ (7,862 ) $ 10,222 Net earnings (losses) $ 10,222 $ 5,288 $ 2,579 $ (7,862 ) $ 10,227 Other comprehensive earnings (losses), net of deferred income taxes 155 3 214 (217 ) 155 Comprehensive earnings (losses) 10,377 5,291 2,793 (8,079 ) 10,382 Comprehensive (earnings) losses attributable to noncontrolling interests — — (5 ) — (5 ) Comprehensive earnings (losses) attributable to Altria $ 10,377 $ 5,291 $ 2,788 $ (8,079 ) $ 10,377 Condensed Consolidating Statements of Cash Flows (in millions of dollars) _____________________________ for the year ended December 31, 2019 Altria PM USA Non- Guarantor Subsidiaries Total Consolidating Adjustments Consolidated Cash Provided by (Used In) Operating Activities Net cash provided by (used in) operating activities $ 7,769 $ 6,936 $ 1,362 $ (8,230 ) $ 7,837 Cash Provided by (Used in) Investing Activities Capital expenditures — (56 ) (190 ) — (246 ) Investment in Cronos — — (1,899 ) — (1,899 ) Acquisitions of businesses and assets — — (421 ) — (421 ) Investment in JUUL — — (5 ) — (5 ) Investment in consolidated subsidiaries (2,518 ) — — 2,518 — Other, net 41 1 131 — 173 Net cash provided by (used in) investing activities (2,477 ) (55 ) (2,384 ) 2,518 (2,398 ) Cash Provided by (Used in) Financing Activities Repayment of short-term borrowings (12,800 ) — — — (12,800 ) Long-term debt issued 16,265 — — — 16,265 Long-term debt repaid (1,144 ) — — — (1,144 ) Repurchases of common stock (845 ) — — — (845 ) Dividends paid on common stock (6,069 ) — — — (6,069 ) Changes in amounts due to/from Altria and subsidiaries 169 (137 ) 2,486 (2,518 ) — Cash dividends paid to parent — (6,801 ) (1,429 ) 8,230 — Other, net (123 ) — 4 — (119 ) Net cash provided by (used in) financing activities (4,547 ) (6,938 ) 1,061 5,712 (4,712 ) Cash, cash equivalents and restricted cash (1) : Increase (decrease) 745 (57 ) 39 — 727 Balance at beginning of year 1,277 100 56 — 1,433 Balance at end of year $ 2,022 $ 43 $ 95 $ — $ 2,160 (1) Restricted cash consisted of cash deposits collateralizing appeal bonds posted by PM USA to obtain stays of judgments pending appeals. See Note 19 . Contingencies . Condensed Consolidating Statements of Cash Flows (in millions of dollars) _____________________________ for the year ended December 31, 2018 Altria PM USA Non- Guarantor Subsidiaries Total Consolidating Adjustments Consolidated Cash Provided by (Used In) Operating Activities Net cash provided by (used in) operating activities $ 6,907 $ 7,580 $ 1,354 $ (7,450 ) $ 8,391 Cash Provided by (Used in) Investing Activities Capital expenditures — (57 ) (181 ) — (238 ) Acquisitions of businesses and assets — — (15 ) — (15 ) Investment in JUUL — — (12,800 ) — (12,800 ) Investment in consolidated subsidiaries (13,003 ) — — 13,003 — Other, net 35 — 30 — 65 Net cash provided by (used in) investing activities (12,968 ) (57 ) (12,966 ) 13,003 (12,988 ) Cash Provided by (Used in) Financing Activities Proceeds from short-term borrowings 12,800 — — — 12,800 Long-term debt repaid (864 ) — — — (864 ) Repurchases of common stock (1,673 ) — — — (1,673 ) Dividends paid on common stock (5,415 ) — — — (5,415 ) Changes in amounts due to/from Altria and subsidiaries 1,415 (1,388 ) 12,976 (13,003 ) — Cash dividends paid to parent — (6,097 ) (1,353 ) 7,450 — Other (128 ) — (4 ) — (132 ) Net cash provided by (used in) financing activities 6,135 (7,485 ) 11,619 (5,553 ) 4,716 Cash, cash equivalents and restricted cash (1) : Increase (decrease) 74 38 7 — 119 Balance at beginning of year 1,203 62 49 — 1,314 Balance at end of year $ 1,277 $ 100 $ 56 $ — $ 1,433 (1) Restricted cash consisted of cash deposits collateralizing appeal bonds posted by PM USA to obtain stays of judgments pending appeals. See Note 19 . Contingencies . Condensed Consolidating Statements of Cash Flows (in millions of dollars) _____________________________ for the year ended December 31, 2017 Altria PM USA Non- Guarantor Subsidiaries Total Consolidating Adjustments Consolidated Cash Provided by (Used In) Operating Activities Net cash provided by (used in) operating activities $ 6,910 $ 4,028 $ 841 $ (6,878 ) $ 4,901 Cash Provided by (Used in) Investing Activities Capital expenditures — (34 ) (165 ) — (199 ) Acquisitions of businesses and assets — — (415 ) — (415 ) Investment in consolidated subsidiaries (460 ) — — 460 — Other, net (5 ) 4 148 — 147 Net cash provided by (used in) investing activities (465 ) (30 ) (432 ) 460 (467 ) Cash Provided by (Used in) Financing Activities Repurchases of common stock (2,917 ) — — — (2,917 ) Dividends paid on common stock (4,807 ) — — — (4,807 ) Changes in amounts due to/from Altria and subsidiaries (1,999 ) 1,410 1,049 (460 ) — Cash dividends paid to parent — (5,429 ) (1,449 ) 6,878 — Other (40 ) — (7 ) — (47 ) Net cash provided by (used in) financing activities (9,763 ) (4,019 ) (407 ) 6,418 (7,771 ) Cash, cash equivalents and restricted cash (1) : Increase (decrease) (3,318 ) (21 ) 2 — (3,337 ) Balance at beginning of year 4,521 83 47 — 4,651 Balance at end of year $ 1,203 $ 62 $ 49 $ — $ 1,314 (1) Restricted cash consisted of cash deposits collateralizing appeal bonds posted by PM USA to obtain stays of judgments pending appeals. See Note 19 . Contingencies . |