Condensed Consolidating Financial Information | Condensed Consolidating Financial Information: PM USA, which is a 100% owned subsidiary of Altria Group, Inc., has guaranteed Altria Group, Inc.’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 Group, Inc.’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 Group, Inc. 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 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 Ratings Services of A or higher. At March 31, 2020 , the respective principal 100% owned subsidiaries of Altria Group, Inc. 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 March 31, 2020 and December 31, 2019 , condensed consolidating statements of earnings and comprehensive earnings for the three months ended March 31, 2020 and 2019 , and condensed consolidating statements of cash flows for the three months ended March 31, 2020 and 2019 for Altria Group, Inc., PM USA and, collectively, Altria Group, Inc.’s other subsidiaries that are not guarantors of Altria Group, Inc.’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 Group, Inc. and PM USA account for investments in their subsidiaries under the equity method of accounting. Condensed Consolidating Balance Sheets March 31, 2020 (in millions of dollars) Altria Group, Inc. PM USA Non- Guarantor Subsidiaries Total Consolidating Adjustments Consolidated Assets Cash and cash equivalents $ 5,548 $ 1 $ 67 $ — $ 5,616 Receivables — 17 130 — 147 Inventories: Leaf tobacco — 508 387 — 895 Other raw materials — 123 70 — 193 Work in process — 6 461 — 467 Finished product — 87 364 — 451 — 724 1,282 — 2,006 Due from Altria Group, Inc. and subsidiaries 91 5,660 1,361 (7,112 ) — Other current assets 301 23 68 (226 ) 166 Total current assets 5,940 6,425 2,908 (7,338 ) 7,935 Property, plant and equipment, at cost — 2,970 2,133 — 5,103 Less accumulated depreciation — 2,186 920 — 3,106 — 784 1,213 — 1,997 Goodwill — — 5,177 — 5,177 Other intangible assets, net — 2 12,666 — 12,668 Investments in equity securities 18,453 — 5,408 — 23,861 Investment in consolidated subsidiaries 18,905 2,867 — (21,772 ) — Due from Altria Group, Inc. and subsidiaries 4,790 — — (4,790 ) — Other assets 71 950 567 (608 ) 980 Total Assets $ 48,159 $ 11,028 $ 27,939 $ (34,508 ) $ 52,618 Condensed Consolidating Balance Sheets (Continued) March 31, 2020 (in millions of dollars) Altria Group, Inc. PM USA Non- Guarantor Subsidiaries Total Consolidating Adjustments Consolidated Liabilities Short-term borrowings $ 3,000 $ — $ — $ — $ 3,000 Accounts payable 1 136 141 — 278 Accrued liabilities: Marketing — 391 76 — 467 Settlement charges — 4,410 9 — 4,419 Other 312 343 377 — 1,032 Income taxes 6 508 105 (226 ) 393 Dividends payable 1,565 — — — 1,565 Due to Altria Group, Inc. and subsidiaries 6,278 587 247 (7,112 ) — Total current liabilities 11,162 6,375 955 (7,338 ) 11,154 Long-term debt 26,971 — — — 26,971 Deferred income taxes 3,228 — 2,571 (608 ) 5,191 Accrued pension costs 196 — 231 — 427 Accrued postretirement health care costs — 1,076 722 — 1,798 Due to Altria Group, Inc. and subsidiaries — — 4,790 (4,790 ) — Other liabilities 59 90 253 — 402 Total liabilities 41,616 7,541 9,522 (12,736 ) 45,943 Contingencies Redeemable noncontrolling interest — — 38 — 38 Stockholders’ Equity Common stock 935 — 9 (9 ) 935 Additional paid-in capital 5,959 3,310 27,566 (30,876 ) 5,959 Earnings reinvested in the business 36,528 393 (7,441 ) 7,048 36,528 Accumulated other comprehensive losses (2,533 ) (216 ) (1,849 ) 2,065 (2,533 ) Cost of repurchased stock (34,346 ) — — — (34,346 ) Total stockholders’ equity attributable to Altria Group, Inc. 6,543 3,487 18,285 (21,772 ) 6,543 Noncontrolling interests — — 94 — 94 Total stockholders’ equity 6,543 3,487 18,379 (21,772 ) 6,637 Total Liabilities and Stockholders’ Equity $ 48,159 $ 11,028 $ 27,939 $ (34,508 ) $ 52,618 Condensed Consolidating Balance Sheets December 31, 2019 (in millions of dollars) Altria Group, Inc. PM USA Non- Total 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 Group, Inc. and subsidiaries 88 4,005 1,359 (5,452 ) — Other current assets 133 64 114 (49 ) 262 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 Group, Inc. 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) December 31, 2019 (in millions of dollars) Altria Group, Inc. PM USA Non- Total 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 570 482 481 — 1,533 Income taxes 6 — 55 (49 ) 12 Dividends payable 1,565 — — — 1,565 Due to Altria Group, Inc. 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 Group, Inc. 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 Group, Inc. 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 Statements of Earnings and Comprehensive Earnings For the Three Months Ended March 31, 2020 (in millions of dollars) Altria Group, Inc. PM USA Non- Total Consolidated Net revenues $ — $ 5,359 $ 1,008 $ (8 ) $ 6,359 Cost of sales — 1,532 649 (8 ) 2,173 Excise taxes on products — 1,267 46 — 1,313 Gross profit — 2,560 313 — 2,873 Marketing, administration and research costs 22 387 128 — 537 Operating income (expense) (22 ) 2,173 185 — 2,336 Interest and other debt expense (income), net 237 (18 ) 56 — 275 Net periodic benefit (income) cost, excluding service cost — (22 ) (5 ) — (27 ) Earnings from equity investments (134 ) — (23 ) — (157 ) Loss on Cronos-related financial instruments — — 137 — 137 Earnings (losses) before income taxes and equity earnings of subsidiaries (125 ) 2,213 20 — 2,108 Provision (benefit) for income taxes (32 ) 550 40 — 558 Equity earnings of subsidiaries 1,645 126 — (1,771 ) — Net earnings 1,552 1,789 (20 ) (1,771 ) 1,550 Net (earnings) losses attributable to noncontrolling interests — — 2 — 2 Net earnings attributable to Altria $ 1,552 $ 1,789 $ (18 ) $ (1,771 ) $ 1,552 Net earnings $ 1,552 $ 1,789 $ (20 ) $ (1,771 ) $ 1,550 Other comprehensive earnings (losses), net of deferred income taxes 331 3 28 (31 ) 331 Comprehensive earnings 1,883 1,792 8 (1,802 ) 1,881 Comprehensive (earnings) losses attributable to noncontrolling interests — — 2 — 2 Comprehensive earnings attributable to Altria $ 1,883 $ 1,792 $ 10 $ (1,802 ) $ 1,883 Condensed Consolidating Statements of Earnings and Comprehensive Earnings For the Three Months Ended March 31, 2019 (in millions of dollars) Altria Group, Inc. PM USA Non- Total Consolidated Net revenues $ — $ 4,725 $ 913 $ (10 ) $ 5,628 Cost of sales — 1,340 248 (10 ) 1,578 Excise taxes on products — 1,185 54 — 1,239 Gross profit — 2,200 611 — 2,811 Marketing, administration and research costs 35 384 114 — 533 Asset impairment and exit costs 1 35 4 — 40 Operating income (expense) (36 ) 1,781 493 — 2,238 Interest and other debt expense (income), net 355 (25 ) 54 — 384 Net periodic benefit (income) cost, excluding service cost 1 — (2 ) — (1 ) Earnings from equity investments (86 ) — — — (86 ) Loss on Cronos-related financial instruments — — 425 — 425 Earnings (losses) before income taxes and equity earnings of subsidiaries (306 ) 1,806 16 — 1,516 Provision (benefit) for income taxes (75 ) 459 11 — 395 Equity earnings of subsidiaries 1,351 95 — (1,446 ) — Net earnings 1,120 1,442 5 (1,446 ) 1,121 Net (earnings) losses attributable to noncontrolling interests — — (1 ) — (1 ) Net earnings attributable to Altria $ 1,120 $ 1,442 $ 4 $ (1,446 ) $ 1,120 Net earnings $ 1,120 $ 1,442 $ 5 $ (1,446 ) $ 1,121 Other comprehensive earnings (losses), net of deferred income taxes (170 ) 5 23 (28 ) (170 ) Comprehensive earnings 950 1,447 28 (1,474 ) 951 Comprehensive (earnings) losses attributable to noncontrolling interests — — (1 ) — (1 ) Comprehensive earnings attributable to Altria $ 950 $ 1,447 $ 27 $ (1,474 ) $ 950 Condensed Consolidating Statements of Cash Flows For the Three Months Ended March 31, 2020 (in millions of dollars) 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 $ 1,515 $ 3,351 $ 437 $ (2,174 ) $ 3,129 Cash Provided by (Used in) Investing Activities Capital expenditures — (15 ) (37 ) — (52 ) Investment in consolidated subsidiaries (1 ) — — 1 — Other, net — — — — — Net cash provided by (used in) investing activities (1 ) (15 ) (37 ) 1 (52 ) Cash Provided by (Used in) Financing Activities Proceeds from short-term borrowings 3,000 — — — 3,000 Long-term debt repaid (1,000 ) — — — (1,000 ) Dividends paid on common stock (1,563 ) — — — (1,563 ) Changes in amounts due to/from Altria Group, Inc. and subsidiaries 1,584 (1,582 ) (1 ) (1 ) — Cash dividends paid to parent — (1,748 ) (426 ) 2,174 — Other, net (9 ) — (1 ) — (10 ) Net cash provided by (used in) financing activities 2,012 (3,330 ) (428 ) 2,173 427 Cash, cash equivalents and restricted cash (1) : Increase (decrease) 3,526 6 (28 ) — 3,504 Balance at beginning of period 2,022 43 95 — 2,160 Balance at end of period $ 5,548 $ 49 $ 67 $ — $ 5,664 (1) Restricted cash consisted of cash deposits collateralizing appeal bonds posted by PM USA to obtain stays of judgments pending appeals. See Note 11 . Contingencies . Condensed Consolidating Statements of Cash Flows For the Three Months Ended March 31, 2019 (in millions of dollars) 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 $ 1,642 $ 2,520 $ 166 $ (2,039 ) $ 2,289 Cash Provided by (Used in) Investing Activities Capital expenditures — (9 ) (29 ) — (38 ) Investment in Cronos — — (1,831 ) — (1,831 ) Investment in consolidated subsidiaries (1,947 ) — — 1,947 — Other, net (3 ) — (78 ) — (81 ) Net cash provided by (used in) investing activities (1,950 ) (9 ) (1,938 ) 1,947 (1,950 ) Cash Provided by (Used in) Financing Activities Repayment of short-term borrowings (12,800 ) — — — (12,800 ) Long-term debt issued 16,265 — — — 16,265 Repurchases of common stock (151 ) — — — (151 ) Dividends paid on common stock (1,502 ) — — — (1,502 ) Changes in amounts due to/from Altria Group, Inc. and subsidiaries 657 (771 ) 2,061 (1,947 ) — Cash dividends paid to parent — (1,737 ) (302 ) 2,039 — Other (120 ) — (9 ) — (129 ) Net cash provided by (used in) financing activities 2,349 (2,508 ) 1,750 92 1,683 Cash, cash equivalents and restricted cash (1) : Increase (decrease) 2,041 3 (22 ) — 2,022 Balance at beginning of period 1,277 100 56 — 1,433 Balance at end of period $ 3,318 $ 103 $ 34 $ — $ 3,455 (1) Restricted cash consisted of cash deposits collateralizing appeal bonds posted by PM USA to obtain stays of judgments pending appeals. See Note 11 . Contingencies . |