MO Shareholder/Stockholder Letter Transcript:
2023
Altria Group, Inc.
Annual Report
From tobacco company
To tobacco harm reduction company.
n
DEAR FELLOW SHAREHOLDERS
n
March 20, 2024
2023 was a pivotal year for Altria. We made significant progress in
a PMTA for NJOY s device with age-gated technology with non-
pursuit of our Vision by enhancing our smoke-free product portfolio,
tobacco flavors in the first half of this year. We also made progress
while our businesses performed well in a challenging environment.
on our heated tobacco product pipeline. We continued regulatory
We continued to deliver strong financial performance and returned
preparations to bring heated tobacco stick products to the U.S.
significant value to our shareholders once again.
market through Horizon, our joint venture with JT Group, and are
Progress Toward Our Vision n In 2023, we remained focused
on Moving Beyond Smoking . Our teams took several transformative
steps that we believe position us for sustained success in the U.S.
on track to file a PMTA for Ploom in the first half of 2025. We also
continued to make progress on the development of our heated
tobacco capsule product, SWIC.
nicotine space, including (i) completing our acquisition of NJOY and
Resilient Traditional Tobacco Businesses n Our traditional
fully integrating it into our family of companies, (ii) accelerating the
tobacco businesses generated strong performance in 2023.
growth of our other smoke-free offerings, (iii) continuing to develop a
The smokeable products segment delivered adjusted operating
promising smoke-free product pipeline and (iv) introducing our 2028
companies income (OCI) of $10.7 billion and expanded adjusted OCI
Enterprise Goals.
margins nearly 1 percentage point to 59.9%.* Marlboro delivered
Upon completion of the NJOY acquisition on June 1st, our
teams took several steps to lay the foundation for NJOY s long
term success. We worked to solidify NJOY s supply chain and
manufacturing capacity to support our expansion plans. We
strengthened NJOY s presence at retail and closed existing inventory
gaps. With the help of AGDC, NJOY expanded distribution to over
75,000 stores, and introduced its first trade program to help enhance
visibility and improve product fixture space at retail.
NJOY consumables shipment volume was approximately 23 million
units since the transaction closed and its retail share improved
sequentially in the fourth quarter. While still early, we are excited by
NJOY s momentum and remain optimistic about its potential in the
U.S. market.
resilient performance once again with its share of the premium
segment growing to 58.8% for full-year 2023, up 0.6 percentage
points from 2022.
Our oral tobacco products segment delivered adjusted OCI of $1.7
billion, an increase of 5.5% versus the prior year, and increased
adjusted OCI margins to 67.4%.* Copenhagen remained the leading
moist smokeless tobacco brand and on! increased volume and
profitability.
Strong Financial Performance and Significant Cash Returns to
Shareholders n We grew full-year adjusted diluted earnings per
share by 2.3%,* reflecting a balance between maximizing profitability
in our core businesses while investing for our future. Our tobacco
businesses generated substantial cash flows, and we returned nearly
Helix grew reported shipment volume for on! to 114.3 million cans in
$7.8 billion to shareholders last year through dividends and share
2023, an increase of nearly 40% versus the prior year. on! retail share
repurchases combined. Our Board of Directors raised the dividend
momentum continued as the brand reached 6.8% of the total U.S.
for the 58th time in 54 years, and we completed our $1 billion share
oral tobacco category and 22% of the U.S. nicotine pouch category
repurchase program.
for full-year 2023. Moreover, Helix improved profitability as the retail
price of on! increased over 37% versus the prior year.
Our teams also made significant progress with our product pipeline.
In oral tobacco, we expect to file a PMTA for on! PLUS in the first half
of this year, and upon FDA authorization, we expect it to contribute
meaningfully to Helix s growth. In August, we launched on! PLUS in
Looking Forward n We are excited by the progress made in
2023, and we are committed to achieving long-term leadership
in each of the smoke-free categories while delivering strong
shareholder returns. We believe we are well positioned to achieve our
2028 Enterprise Goals and remain committed to our Vision.
Sweden one of the largest modern oral nicotine markets in the
world with encouraging results. In e-vapor, we expect to submit
Kathryn B. McQuade n Chair of the Board
Thank you, as always, for your ongoing support of Altria.
William F. Gifford, Jr. n Chief Executive Officer
For important factors that may cause actual results to differ materially from those contained in the forward-looking statements included herein, see Item 1A. Risk Factors
in Part I of the enclosed Annual Report on Form 10-K.
* For explanations and reconciliations of adjusted measures to corresponding GAAP financial measures used herein, see Item 7. Management s Discussion and Analysis of
Financial Condition and Results of Operations in Part II of the enclosed Annual Report on Form 10-K.
SECURITIES AND EXCHANGE COMMISSION
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UNITED
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ALTRIA
GROUP, INC.
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Securities
Act.
Yes
No
Indicate
by
checkby
mark
whether
the
registrant
(1)
has
filed
all
reports
required
to Section
be
filed
by
Section
13reports),
or 15(d)
15(d)
of
the
Securities
Exchange
Act
of 1934
1934
Indicate
check
mark
the
(1)
has
filed
all
required
to
be
filed
by
Section
or
of
the
Securities
Exchange
Act
of
1934
if
the
registrant
is
not
required
to
file
reports
pursuant
to
13
or
Section
15(d)
of
the
Act.
Yes
No
Securities
registered
pursuant
to (or
Section
12(g)
of the
Act:
None
during
the
preceding
12
months
(or
for
such
shorter
period
that
the
registrant
was
required
to
file
such
reports),
and
(2)
has
been
subject
to
such
filing
Indicate
by
check
mark
if
the
registrant
is
not
required
to
file
reports
pursuant
to
Section
13
or
Section
15(d)
of
the
Act.
Yes
No
during
the
preceding
12
months
(or
for
such
shorter
period
that
the
registrant
was
required
to
file
such
reports),
and
(2)
has
been
subject
to
such
filing
requirements
forthe
the
past
90
days
Yes
shorter
No
during
preceding
12
months
(or
for
such
period
that
the
registrant
was
required
to
file
such
reports),
and
(2)
has
been
subject
to
such
filing
during
the
preceding
12 whether
months
(or
for
such
shorter
period
that
the
registrant
was
required
to
file
such
reports),
and
(2)
has
been
subject
to
such
filing
a
well-known
seasoned
issuer,
as
defined
in
Rule
405
of
the
Securities
Act.
Yes
No
Indicate
by
check
mark
if
the
registrant
is
not
required
to
file
reports
pursuant
to
Section
13
or
Section
15(d)
of
the
Act.
Yes
No
the
(1)
has
filed
all
required
to
filed
by
Section
13
or
the
Exchange
Act
requirements
for
the
past
90
days
registrant
Yes
No
Indicate by
check
mark
ifthe
thepast
registrant
is a well-known
seasoned
issuer,
as defined
Rule
of the
Act.
Yes
No
requirements
for
past
90
days
Yes
No
whether
the
registrant
(1)
all reports
reports
required
to be
be in
filed
by405
Section
13Securities
or 15(d)
15(d) of
of
the Securities
Securities
Exchange
Act of
of 1934
1934
requirements
forwhether
90
days
Yes
filed
No
requirements
for the
the
past
90
Yes
has
No
Indicate
by
check
mark
the
registrant
has
submitted
electronically
every
Interactive
Data
File13required
bethe
submitted
to such
Rule
405
of
during
12
(or
for
such
period
that
the
registrant
was
required
to
file
such
reports),
and
(2)
has
been
subject
to
Indicatethe
bypreceding
check
mark
ifmonths
thedays
registrant
is notshorter
required
to file
reports
pursuant
to
Section
13
or
Section
15(d)
of to
the
Act.
pursuant
Yes
No filing
whether
the
registrant
(1)
has
filed
all
reports
required
to
be
filed
by
Section
or
15(d)
of
Securities
Exchange
Act
of
1934
Indicate
by
check
mark
whether
the
registrant
has
submitted
electronically
every
Interactive
Data
File
required
to
be
submitted
pursuant
to
Rule
405
of
during
the
preceding
12
months
(or
for
such
shorter
period
that
the
registrant
was
required
to
file
such
reports),
and
(2)
has
been
subject
to
such
filing
if
the
registrant
is
not
required
to
file
reports
pursuant
to
Section
13
or
Section
15(d)
of
the
Act.
Yes
No
Indicate
by
check
mark
whether
the
registrant
has
submitted
electronically
every
Interactive
Data
File
required
to
be
submitted
pursuant
to
Rule
405
of
Indicate
by
check
mark
whether
the
registrant
has
submitted
electronically
every
Interactive
Data
File
required
to
be
submitted
pursuant
to
Rule
405
of
Regulation
S-T
( 232.405
of
this
chapter)
during
the
preceding
12
months
(or
for
such
shorter
period
that
the
registrant
was
required
to
submit
such
Indicate
by
check
mark
whether
the
registrant
has
submitted
electronically
every
Interactive
Data
File
required
to
be
submitted
pursuant
to
Rule
405
of
requirements
for
the
past
90
days
Yes
No
during
the
preceding
12
months
(or
for
such
shorter
period
that
the
registrant
was
required
to
file
such
reports),
and
(2)
has
been
subject
to
such
filing
Indicate by
check
mark
whether
the
registrant
(1)
has
filed
all reports
required
tofor
be
filed
by Section
13
orthe
15(d)
of thewas
Securities
Exchange
Actsuch
of 1934
Regulation
S-T
( 232.405
of
this
chapter)
during
the
preceding
12
months
(or
for
such
shorter
period
that
the
registrant
was
required
to
submit
requirements
for
the
past
90
days
Yes
No
Regulation
S-T
( 232.405
of
this
chapter)
during
the
preceding
12
months
(or
for
such
shorter
period
that
the
registrant
was
required
to
submit
such
Regulation
S-T
( 232.405
of
this
chapter)
during
the
preceding
12
months
(or
such
shorter
period
that
registrant
required
to
submit
such
Indicate
by S-T
check
mark
whether
the
registrant
(1) the
has preceding
filed all reports
required
to be
filed
by Section
13
or the
15(d)
of the Securities
Exchange
Actsuch
of 1934
files)
Yes
No
Regulation
( 232.405
of
this
chapter)
during
12
months
(or
for
such
shorter
period
that
registrant
was
required
to
submit
requirements
for
the
past
90
days
Yes
No
Indicate
by
check
mark
whether
the
registrant
has
submitted
electronically
every
Interactive
Data
File
required
to
be
submitted
pursuant
to
Rule
405
during
the
preceding
12
months
(or
for
such
shorter
period
that
the
registrant
was
required
to
file
such
reports),
and
(2)
has
been
subject
to
such
filing
files)
Yes
No
files)
mark
Yeswhether
No
files)
Yes
No
Indicate
by
check
the for
registrant
hasa submitted
electronically
every
File required
be(2)
submitted
pursuant
to
Rule filing
405orof
of
during the
preceding
12
months
(or
such shorter
period
that
the registrant
wasInteractive
required
toData
file
such
reports), to
and
has beenreporting
subject to
such
files)
Yes
No
Indicate
by
check
mark
whether
the
registrant
is
large
accelerated
filer, an(or
accelerated
filer,
a period
non-accelerated
filer,
a smaller
company,
Regulation
S-T
( 232.405
of
this
chapter)
during
the
preceding
12
months
for
such
shorter
that
the
registrant
was
required
to
submit
such
requirements
for
the
past
90
days
Yes
No
Indicate
by
check
mark
whether
the
registrant
has
submitted
electronically
every
Interactive
Data
File
required
to
be
submitted
pursuant
to
Rule
405or
of
Indicate
by
check
mark
whether
the
registrant
is
aathe
large
accelerated
filer,
an
accelerated
filer,
non-accelerated
filer,
smaller
reporting
company,
Regulation
S-T
( 232.405
of
this
chapter)
during
12
months
(or
for
such
shorter
that
the
registrant
was
required
to
submit
such
Indicate
by
check
mark
whether
the
registrant
is preceding
a large
accelerated
filer,
an
accelerated
filer,aaaperiod
non-accelerated
filer,
a aasmaller
reporting
company,
or
requirements
for
the
past
90
days
Yes
No
Indicate
by
check
mark
whether
the
registrant
is
large
accelerated
filer,
an
accelerated
filer,
non-accelerated
filer,
smaller
reporting
company,
or
emerging
growth
company.
See
the
definitions
of
large
accelerated
filer,
accelerated
filer, a period
smaller
reporting
company
and
emerging
growth
Indicate
by
check
mark
whether
the
registrant
is
athe
large
accelerated
filer,
an(or
accelerated
filer,
non-accelerated
filer,
a smaller
reporting
company,
orof
files)
Yes
No
Regulation
S-T
( 232.405
of
this
chapter)
during
preceding
12
months
for
such
shorter
that
the
registrant
was
required
to
submit
such
emerging
growth
company.
See
the
definitions
of
large
accelerated
filer,
accelerated
filer,
smaller
reporting
company
and
emerging
growth
Indicate
by
check
mark
whether
the
registrant
has
submitted
electronically
every
Interactive
Data
File
required
to
be
submitted
pursuant
to
Rule
405
emerging
growth
company.
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the
definitions
of
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filer,
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filer,
smaller
reporting
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and
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whether
No See the
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the
definitions
of
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filer,
accelerated
filer,
smaller
reporting
company
and
emerging
growth
Indicate
bygrowth
check
mark
registrant
has
submitted
electronically
every
Interactive
Data
File required
to be
submitted
pursuant
to Rule
405 of
company
inS-T
Rule
12b-2
of12b-2
Exchange
Act.
emerging
growth
company.
See
the
definitions
of
large
accelerated
filer,
accelerated
filer,
smaller
company
and
emerging
growth
company
in
of
the
Exchange
Act.
files)
Yes
Rule
No
Indicate
by
check
mark
whether
the
registrant
is
aathe
large
accelerated
filer,
an
accelerated
filer,
aa period
non-accelerated
filer,
aa smaller
reporting
company,
Regulation
( 232.405
ofthe
this
chapter)
during
preceding
12 months
(or
for such shorter
thatreporting
the registrant
was required
to submit
suchor
company
in
Rule
12b-2
of
the
Exchange
Act.
company
in
Rule
12b-2
of
the
Exchange
Act.
Indicate
by
check
mark
whether
the
registrant
is
large
accelerated
filer,
an
accelerated
filer,
non-accelerated
filer,
smaller
reporting
company,
Regulation
S-T
( 232.405
of
this
chapter)
during
the
preceding
12
months
(or
for
such
shorter
period
that
the
registrant
was
required
to
submit
such
company
in Yes
Rulecompany.
12b-2
of the
Exchange
Act. of large accelerated filer, accelerated filer, smaller reporting company and emerging growthor
emerging
See
the
definitions
files)
whether
No
Indicate
bygrowth
check
mark
the
registrant
a large accelerated filer, an accelerated filer, a non-accelerated
filer,
a filer
smallerand
reporting
Accelerated
growthor
Large
accelerated
filer
isof
emerging
growth
company.
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the
definitions
reporting
company
emerging
filer
company,
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accelerated
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files)
Yes
No
large accelerated filer, accelerated filer, smaller Accelerated
Accelerated
filer
Large
accelerated
filer
Accelerated
filer
growthor
Large
accelerated
filer
company
in
Rule
12b-2
of
the
Act.
emerging
company.
SeeExchange
the registrant
definitions
of
largeaccelerated
acceleratedfiler,
filer,
accelerated
filer, a non-accelerated
smaller reporting
company
and
emerging
Indicate bygrowth
check
mark
whether
the
is
a
large
an
accelerated
filer,
filer,
a
smaller
reporting
company,
Accelerated
filer
Large
accelerated
filer
company
in
Rule
12b-2
of
the
Exchange
Act.
Smaller
reporting
company
Non-accelerated
filer
Smallerfiler,
reporting
company
company,
Non-accelerated
filer
Indicate
by
check
mark
whether
the
registrant
is
a
large
accelerated
filer,
an
accelerated
filer,
a
non-accelerated
a
smaller
reporting
Smaller reporting
reporting
company
of large accelerated filer, accelerated filer, smaller reporting
growthor
Non-accelerated
filer
company growth
in Rulecompany.
12b-2 offiler
the
Exchange
Act.
Smaller
company
Non-accelerated
emerging
See
the
definitions
company
and
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Smaller
reporting
company
Accelerated
filer
Non-accelerated
filer
growth
Large
accelerated
filer
emerging growth
company.
See
the
definitions
of
large
accelerated
filer,
accelerated
filer,
smaller
reporting
company
and
emerging
Emerging
growth
company
Emerging
growth
company
Accelerated
filer
accelerated
filerExchange Act.
company Large
in Rule
12b-2 of the
Emerging
growth
company
Emerging
growth
company
company IfLarge
in
Rule
12b-2
of
the
Exchange
Act.
Accelerated
filer
with
accelerated
filer
Emerging
growth
Smaller
reporting
Non-accelerated
filer
an emerging
growth
company,
indicate
by check
the registrant
electednot
nottotouse
usethe
the extended
extended
transition
period
forcompany
complying
with
any any
If an emerging
growth
company,
indicate
by
check
markmark
if theif registrant
hashas
elected
transition
period
for
complying
Smaller
reporting
company
with
Non-accelerated
filer
If
an
emerging
growth
company,
indicate
by
check
mark
if
the
registrant
has
elected
not
to
use
the
extended
transition
period
for
complying
any
Accelerated
filer
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
Large
accelerated
fileraccounting
new
orfinancial
revised
financial
standards
provided
pursuant
to Section
13(a)
ofthe
theExchange
Exchange
Act.
Smaller
reporting
company
Non-accelerated
filer
new
revised
accounting
standards
provided
pursuant
to
Section
13(a)
of
Act.
Emerging
growth
If an or
emerging
growth
company,
indicate
by
check
mark
if
the
registrant
has
elected
not
to
use
the
extended
transition
period
for
complying
with
any
Accelerated
filer company
Largefinancial
accelerated
filer standards
provided
Emerging
growth
new
or
revised
accounting
pursuant
to
Section
13(a)
of
the
Exchange
Act.
new
or
revised
financial
accounting
standards
provided
pursuant
to
Section
13(a)
of
the
Exchange
Act.
Indicate
by
check
mark
whether
the
registrant
has
filed
a
report
on
and
attestation
to
its
management s
assessment
of
the
effectiveness
of
its
internal
Smaller
reporting
company
Non-accelerated
filer
new
or
revised
financial
accounting
standards
provided
pursuant
to
Section
13(a)
of
the
Exchange
Act.
Emerging
growth
Indicate
by
check
mark
whether
the
registrant
has
filed
a
report
on
and
attestation
to
its
management s
assessment
of
the
effectiveness
of
its
internal
If
growth
company,
indicate
by
check
mark
if
has
not
to
the
transition
period
for
with
Smaller
reporting
company
Section
internal
Non-accelerated
filer
control
over
financial
reporting
under
404(b)
theregistrant
Sarbanes-Oxley
Actto
(15its
U.S.C.
7262(b))
byassessment
the
registered
public
accounting
firm
that
Indicate
by
check
mark
whether
the
registrant
has
filed
a report
on
and
attestation
management s
of
the
effectiveness
of
its
If an
an emerging
emerging
growth
company,
indicate
by
check
mark
ifofthe
the
registrant
has elected
elected
not
to use
use
the extended
extended
transition
period
for complying
complying
with any
any
Indicate
by
check
mark
whether
the
registrant
has
report
on
and
attestation
to
its
management s
of
the
effectiveness
of
its
control
over
financial
reporting
under
Section
404(b)
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the
Sarbanes-Oxley
Act
(15
U.S.C.
7262(b))
byassessment
the registered
public
accounting
thatany
Emerging
company
Indicate
by
check
mark
whether
the
registrant
has filed
filed
report
on
and
attestation
to the
its
management s
assessment
ofgrowth
the
effectiveness
of firm
its internal
internal
new
or
revised
financial
accounting
standards
provided
to
Section
13(a)
of
Exchange
Act.
If
an
emerging
growth
company,
indicate
by
check
mark
if
the
registrant
has
elected
not
to
use
the
extended
transition
period
for
complying
with
prepared
or
issued
its
audit
report.
control
over
financial
reporting
under
Section
404(b)
of
the
Sarbanes-Oxley
Act
(15
U.S.C.
7262(b))
by
the
registered
public
accounting
firm
that
Emerging
growth
company
new
or
revised
financial
accounting
standards
provided
pursuant
to
Section
13(a)
of
the
Exchange
Act.
control
over
financial
reporting
under
Section
404(b)
of
the
Sarbanes-Oxley
Act
(15
U.S.C.
7262(b))
by
the
registered
public
accounting
firm
that
prepared
or issued
its audit
report.
standards
control
over
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reporting
under
Section
404(b)
of the
Sarbanes-Oxley
Act
(15
U.S.C.
7262(b))
byassessment
the registered
public for
accounting
firm
thatany
new
revised
financial
accounting
provided
to indicate
Section
13(a)
of
the
Exchange
Indicate
by
check
mark
whether
the
registrant
has
filed
report
on
to
its
of
of
its
If
an or
emerging
growth
company,
indicate
bySection
check
mark
if the
registrant
has
elected
notmanagement s
to
use
the
extended
transition
period
complying
with
prepared
or
issued
its
audit
report.
If securities
are
registered
pursuant
to
12(b)aapursuant
of
the Act,
by
check
whether
theAct.
financial
statements
of effectiveness
the registrant
included
in the
prepared
or
issued
its
audit
report.
Indicate
by
check
mark
whether
the
registrant
has
filed
report
on and
and attestation
attestation
tomark
its
management s
assessment
of the
the
effectiveness
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its internal
internal
If
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growth
company,
indicate
by check
mark
ifAct,
the
registrant
has
elected
notwhether
to
use the
extended
transition
period
for
complying
with
any
prepared
or
issued
its
audit
report.
If
securities
are
registered
pursuant
to
Section
12(b)
of
the
indicate
by
check
mark
the
financial
statements
of
the
registrant
in the
control
over
financial
reporting
under
404(b)
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was approximately
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par
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on
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of
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on
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New
York
Stock
Exchange.
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by
check
mark
whether
the
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(as
defined
in Rule
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of
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the
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market
value
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stock
held
by
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the
registrant
DOCUMENTS
INCORPORATED
BY
REFERENCE
based
on
the
closing
sale
price
of
the
common
as
reported
on
the
New
York
Stock
Exchange.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No
DOCUMENTS
INCORPORATED
REFERENCE
based
on the30,
closing
price of the
common
stock
as registrant s
reported
on common
the New York
Exchange.
As of June
2023, sale
the aggregate
market
value
of the
stock Stock
heldBY
by
non-affiliates of the registrant was approximately $80 billion
As of June 30, 2023, the aggregate market value of the registrant s common stock held by non-affiliates of the registrant was approximately $80 billion
Portions
of the
registrant s
proxy
statement
for
use
in
connection
with
its
annual meeting of shareholders to be held on
based on the
closing
sale pricedefinitive
of the common
stock
as
reported
on
the
New
York
Stock
Exchange.
DOCUMENTS
INCORPORATED
BY
REFERENCE
based16,
on the
closing
price
of the
stock
as reported
on the
New
York Stock
Portions
of
the
registrant s
definitive
proxy
statement
use
in connection
with
its
meeting
of shareholders
to be held
May
2024,
to
besale
filed
with
thecommon
U.S.
Securities
and for
Exchange
Commission
onExchange.
or annual
about April
4, 2024,
are incorporated
by on
May
16, 2024,
to beIIIfiled
with the U.S. Securities and Exchange Commission on or about April 4, 2024, are incorporated by
reference
into
Part
hereof.
Portions
thePart
registrant s
definitive proxy statement for use in connection with its annual meeting of shareholders to be held on
referenceofinto
III hereof.
May 16, 2024, to be filed with the U.S. Securities and Exchange Commission on or about April 4, 2024, are incorporated by
reference into Part III hereof.
TABLETABLE
OF CONTENTS
OF CONTENTS
PART IPART I
Item 1. Item 1.BusinessBusiness
Item 1A.Item 1A.
Risk Factors
Risk Factors
Item 1B.Item 1B.
Unresolved
Staff Comments
Unresolved
Staff Comments
Item 1C.Item 1C.
Cybersecurity
Cybersecurity
Item 2. Item 2.Properties
Properties
Item 3. Item 3.Legal Proceedings
Legal Proceedings
Item 4. Item 4.Mine Safety
MineDisclosures
Safety Disclosures
PART IIPART II
Item 5. Item 5.Market Market
for Registrant s
Common
Equity, Equity,
Related Related
Stockholder
Matters Matters
and Issuer
of
for Registrant s
Common
Stockholder
andPurchases
Issuer Purchases
of
Equity Securities
Equity Securities
Item 6. Item 6.[Reserved]
[Reserved]
Item 7. Item 7.Management s
Discussion
and Analysis
of Financial
Condition
and Results
of Operations
Management s
Discussion
and Analysis
of Financial
Condition
and Results
of Operations
Item 7A.Item 7A.
Quantitative
and Qualitative
Disclosures
About Market
Risk Risk
Quantitative
and Qualitative
Disclosures
About Market
Financial
Statements
and Supplementary
Item 8. Item 8.Financial
Statements
and Supplementary
Data Data
in and Disagreements
with Accountants
on Accounting
and Financial
Disclosure
Item 9. Item 9.ChangesChanges
in and Disagreements
with Accountants
on Accounting
and Financial
Disclosure
and Procedures
Item 9A.Item 9A.
ControlsControls
and Procedures
Other Information
Item 9B.Item 9B.
Other Information
Disclosure
Regarding
Jurisdictions
that Prevent
Inspections
Item 9C.Item 9C.
Disclosure
Regarding
ForeignForeign
Jurisdictions
that Prevent
Inspections
PART III
PART III
Directors,
Executive
and Corporate
Governance
Item 10.Item 10.
Directors,
Executive
OfficersOfficers
and Corporate
Governance
Executive
Compensation
Item 11.Item 11.
Executive
Compensation
Ownership
of Certain
Beneficial
and Management
and Related
Stockholder
Item 12.Item 12.
SecuritySecurity
Ownership
of Certain
Beneficial
OwnersOwners
and Management
and Related
Stockholder
Matters Matters
Relationships
and Related
Transactions,
and Director
Independence
Item 13.Item 13.
Certain Certain
Relationships
and Related
Transactions,
and Director
Independence
Principal
Accounting
and Services
Item 14.Item 14.
Principal
Accounting
Fees andFees
Services
PART IV
PART IV
and Financial
Statement
Schedules
Item 15.Item 15.
ExhibitsExhibits
and Financial
Statement
Schedules
Form
10-K Summary
Item 16.Item 16.
Form 10-K
Summary
Signatures
Signatures
b
Page
Page
1
5
13
13
15
16
16
1
5
13
17
17
18
18
49
50
103
103
103
103
18
18
49
50
103
103
103
104
104
103
104
104
104
104
104
104
105
108
109
105
108
109
13
15
16
16
103
103
Part I
Item 1. Business.
General Development of Business
When used in this Annual Report on Form 10-K ( Form 10-K ), the terms Altria, we, us and our refer to either (i) Altria
Group, Inc. and its consolidated subsidiaries or (ii) Altria Group, Inc. only and not its consolidated subsidiaries, as appropriate in the
context.
We have a leading portfolio of tobacco products for U.S. tobacco consumers age 21+. Our Vision is to responsibly lead the transition of
adult smokers to a smoke-free future ( Vision ). We are Moving Beyond SmokingTM, leading the way in moving adult smokers away
from cigarettes by taking action to transition millions to potentially less harmful choices - believing it is a substantial opportunity for
adult tobacco consumers, our businesses and society.
Our wholly owned subsidiaries include Philip Morris USA Inc. ( PM USA ), which is engaged in the manufacture and sale of cigarettes
in the United States; John Middleton Co. ( Middleton ), which is engaged in the manufacture and sale of machine-made large cigars and
pipe tobacco and is a wholly owned subsidiary of PM USA; UST LLC ( UST ), which, through its wholly owned subsidiary U.S.
Smokeless Tobacco Company LLC ( USSTC ), is engaged in the manufacture and sale of moist smokeless tobacco products ( MST )
and snus products; Helix Innovations LLC ( Helix ), which operates in the United States and Canada, and Helix Innovations GmbH and
its affiliates ( Helix ROW ), which operate internationally in the rest-of-world, are engaged in the manufacture and sale of oral nicotine
pouches; and NJOY, LLC ( NJOY ), which is engaged in the manufacture and sale of e-vapor products. Other wholly owned
subsidiaries include Altria Group Distribution Company, which provides sales and distribution services to our domestic operating
companies; and Altria Client Services LLC ( ALCS ), which provides various support services to our companies in areas such as legal,
regulatory, research and product development, consumer engagement, finance, human resources and external affairs.
On June 1, 2023, we completed our acquisition of NJOY Holdings, Inc. ( NJOY Holdings ), the parent of NJOY, for total consideration
of approximately $2.9 billion ( NJOY Transaction ), which consisted of approximately $2.75 billion in cash payments (net of cash
acquired) plus the fair value of certain contingent consideration. As a result of the acquisition, NJOY became a wholly owned
subsidiary of Altria. For further details, see Note 3. Acquisition of NJOY to our consolidated financial statements in Item 8. Financial
Statements and Supplementary Data of this Form 10-K ( Item 8 ).
In March 2023, we entered into a stock transfer agreement with JUUL Labs, Inc. ( Stock Transfer Agreement ) pursuant to which we
transferred to JUUL Labs, Inc. ( JUUL ) all of our beneficially owned JUUL equity securities. In exchange, we received a nonexclusive, irrevocable global license to certain of JUUL s heated tobacco intellectual property.
In October 2022, we entered into a joint venture with JTI (US) Holding, Inc. ( JTIUH ), a subsidiary of Japan Tobacco Inc. ( Japan
Tobacco ), for the U.S. marketing and commercialization of heated tobacco stick ( HTS ) products. The joint venture entity, Horizon
Innovations LLC ( Horizon ), is structured to exist in perpetuity and is responsible for the U.S. commercialization of HTS products
owned by either party. PM USA holds a 75% economic interest in Horizon with JTIUH having a 25% economic interest. The parties
plan to collaborate on a global smoke-free partnership. Horizon is governed by a board of managers, which is comprised of four
individuals designated by PM USA and three individuals designated by JTIUH. For further information, see Other Tobacco Products
below.
In October 2021, we sold International Wine & Spirits Ltd. ( IWS ), which included Ste. Michelle Wine Estates Ltd. ( Ste. Michelle ),
in an all-cash transaction with a net purchase price of approximately $1.2 billion and the assumption of certain liabilities of IWS and its
subsidiaries ( Ste. Michelle Transaction ).
In December 2020 and April 2021, we purchased the remaining 20% interest in (i) Helix ROW and (ii) Helix, respectively. The total
purchase price of the December 2020 and April 2021 transactions was approximately $250 million.
At December 31, 2023, our reportable segments were smokeable products and oral tobacco products. Our all other category included (i)
the financial results of NJOY (beginning June 1, 2023); (ii) Horizon; (iii) Helix ROW; and (iv) the IQOS System (as defined below)
heated tobacco business due to the relative financial contribution of these businesses to our consolidated results. Prior to the Ste.
Michelle Transaction, wine produced and/or sold by Ste. Michelle was a reportable segment. For further information, see Note 16.
Segment Reporting to our consolidated financial statements in Item 8. ( Note 16 ).
Our investments include Anheuser-Busch InBev SA/NV ( ABI ) and Cronos Group Inc. ( Cronos ), which we account for under the
equity method of accounting using a one-quarter lag.
For further discussion of our investments, see Note 7. Investments in Equity Securities to our consolidated financial statements in Item 8
( Note 7 ).
11
4/4/2024 Letter Continued (Full PDF)