8-KLeadership ChangesMaterial AgreementsExhibits & Filings

ALTRIA GROUP, INC. 8-K Report, Material Agreement (Jan 31, 2019)

Filed January 31, 2019For Securities:MO

Summary

Altria Group, Inc. (MO) filed an 8-K on January 31, 2019, detailing an amendment to its $3.0 billion senior unsecured revolving credit agreement. This amendment, effective upon the closing of its investment in Cronos Group Inc., incorporates covenants and default events specific to this investment, aligning them with the terms of its Term Loan Agreement. The Term Loan Agreement was previously established to fund both the Cronos Group and JUUL Labs investments. The filing also announces a key executive change: Steven D’Ambrosia has been elected as the new Vice President and Controller, effective upon the retirement of Ivan S. Feldman on April 30, 2019. D’Ambrosia, with extensive experience within Altria subsidiaries, will receive compensation and incentive awards consistent with his new role. Additionally, the report outlines the retirement arrangements for Craig A. Johnson, President and CEO of Altria Group Distribution Company, including pro-rated incentive payments, accelerated vesting of stock units, and a consulting agreement.

Key Highlights

  • 1Amendment to $3.0 billion senior unsecured revolving credit agreement, effective upon Cronos Group investment closing.
  • 2Credit agreement amendment introduces covenants and default events related to the Cronos Group investment.
  • 3These new terms align with the existing Term Loan Agreement used to fund Cronos and JUUL investments.
  • 4Steven D’Ambrosia appointed as Vice President and Controller, effective May 1, 2019, succeeding Ivan S. Feldman.
  • 5D’Ambrosia's compensation package includes a base salary of $265,000 and standard incentive awards for his role.
  • 6Craig A. Johnson, President and CEO of AGDC, to retire March 1, 2019, with pro-rated incentive payments and accelerated stock vesting.
  • 7Johnson will provide consulting services post-retirement for $50,000 per month until December 31, 2019.

Frequently Asked Questions

The amendment to Altria's $3.0 billion revolving credit agreement introduces specific covenants and events of default related to the company's previously announced investment in Cronos Group Inc. This ensures that the financing terms are consistent across its major investments, including the one in JUUL Labs, by aligning with the terms of its Term Loan Agreement.

Steven D’Ambrosia has been elected as the new Vice President and Controller, effective upon the retirement of Ivan S. Feldman on April 30, 2019. Mr. D’Ambrosia has a long tenure within Altria subsidiaries. His compensation will include an annual base salary of $265,000, with incentive and equity award targets consistent with his new role.

Craig A. Johnson, President and CEO of Altria Group Distribution Company, is retiring on March 1, 2019. He will receive pro-rated payments under the company's annual incentive award plan and long-term incentive plan, and his unvested stock units will fully vest upon retirement. He will also serve as a consultant to Altria for $50,000 per month until December 31, 2019.

This filing primarily addresses modifications to the credit agreement related to specific investments (Cronos and JUUL) rather than a broad change in overall debt structure or leverage. Investors should review the full amendment (Exhibit 10.1) and the Term Loan Agreement for detailed covenant specifics, but the immediate impact appears to be ensuring alignment and compliance with financing terms for these strategic acquisitions.