8-KEarnings & ResultsOther EventsExhibits & Filings

ALTRIA GROUP, INC. 8-K Report, Financial Results (Oct 23, 2008)

Filed October 23, 2008For Securities:MO

Summary

This Form 8-K filing by Altria Group, Inc. on October 23, 2008, primarily serves to announce the company's third-quarter earnings conference call and provide a transcript of the prepared remarks. While the filing itself does not detail the financial results, it refers investors to the conference call and its accompanying materials for this information. A significant focus is placed on the proposed acquisition of UST Inc., with Altria providing details on the proxy statement filings and urging shareholders to review them for crucial information regarding the transaction. Investors should note that this report is furnished, not filed, and therefore its content, including the transcript, is not subject to the same liability as filed information. The primary actionable item for investors is to access the transcript of the earnings call and closely follow the ongoing proxy statement filings related to the UST acquisition, as these documents will contain the detailed financial performance and key information about the significant business combination. The filing also includes standard disclaimers regarding participant solicitation in the UST merger and directs investors to SEC filings and company websites for more information. The company is also noting its intent to satisfy filing obligations under Rule 14a-12 of the Exchange Act, which pertains to soliciting material used in connection with a proxy solicitation.

Key Highlights

  • 1Altria Group, Inc. held its third-quarter earnings conference call on October 23, 2008.
  • 2A transcript of the prepared remarks from the third-quarter earnings conference call is attached as Exhibit 99.1.
  • 3The filing provides information and guidance regarding the proposed acquisition of UST Inc.
  • 4Investors are strongly urged to read UST's preliminary and definitive proxy statements and other relevant SEC filings concerning the UST acquisition.
  • 5The information furnished under Item 2.02 (including Exhibit 99.1) is not considered 'filed' for purposes of Section 18 of the Securities Exchange Act of 1934.
  • 6Altria and UST may be considered participants in the solicitation of proxies for the UST merger.
  • 7The filing indicates Altria's intention to satisfy its filing obligation under Rule 14a-12 of the Exchange Act.

Frequently Asked Questions

The main purpose of this 8-K filing is to announce Altria Group's third-quarter earnings conference call and to furnish the transcript of the prepared remarks. It also provides information and guidance regarding the proposed acquisition of UST Inc.

The detailed financial results are not presented directly in this 8-K filing. Investors are directed to the transcript of the prepared remarks from the third-quarter earnings conference call (Exhibit 99.1) for this information.

The proposed acquisition of UST Inc. is a significant strategic transaction for Altria. The filing emphasizes that UST will be filing proxy statements with the SEC, and investors are urged to read these documents as they will contain important information about the transaction.

No, the information furnished under Item 2.02 of this Form 8-K, including Exhibit 99.1, is not deemed 'filed' for the purposes of Section 18 of the Securities Exchange Act of 1934. This means it is not subject to the liabilities of that section.