Altria Group (MO) 10-K/A risk factor changes: FY2018 vs FY2017
The 2018-12-31 10-K/A against the 2017-12-31 one, compared heading by heading and sentence by sentence. One of these filings carries no fiscal year tag, so its year is the calendar year of the period end.
All filing items35 rewritten12 added11 removed49 unchanged
Summary
counted, not written
- Item 1A headings could not be compared: the parser did not find an Item 1A in both filings.
- Sentence by sentence, 12 added, 11 removed, 35 rewritten and 49 unchanged across 2 items that differ.
Sentences by item
2 items, with every count and a link to each item that changed
| Item | Added | Removed | Rewritten | Unchanged |
|---|---|---|---|---|
| Cover and table of contents | 12 | 8 | 27 | 28 |
| Item 15. Exhibits and Financial Statement Schedules. | 0 | 3 | 8 | 21 |
Underlined words on a shaded ground are new in FY2018; struck-through words were in FY2017. Sentences that are wholly new or wholly gone are labelled rather than marked.
Cover and table of contents
27 rewritten, 12 added, 8 removed, 28 unchanged
10-K/A 1 [removed: a2017form10-ka.htm] [added: a2018form10-ka.htm] FORM 10-K/A
| [removed: ý] [added: x] | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, [removed: 2017][added: 2018]
| Virginia | [removed: |] 13-3260245 |
| (State or other jurisdiction of incorporation or organization) | [removed: |] (I.R.S. Employer Identification No.) |
| 6601 West Broad Street, Richmond, Virginia | [removed: |] 23230 |
| (Address of principal executive offices) | [removed: |] (Zip Code) |
| Title of each class | [added: Trading Symbols] | Name of each exchange on which registered |
| Common Stock, $0.33 [removed: 1⁄3] [added: 1/3] par value | [added: MO] | New York Stock Exchange |
[added: |] Securities registered pursuant to Section 12(g) of the Act: None [added: |]
[added: |] Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. [added: þ Yes ¨ No |]
[added: |] Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. [added: ¨ Yes þ No |]
[added: |] Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 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 for the past 90 days þ Yes ¨ No [added: |]
[added: |] Indicate by check mark whether the registrant has submitted electronically [removed: and posted on its corporate Website, if any,] every Interactive Data File required to be submitted [removed: and posted] 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 [removed: and post] such files) þ Yes ¨ No [added: |]
[added: |] Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or [removed: an] emerging growth company. [added: See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. |]
| Large accelerated filer [removed: | |] þ [removed: | |] Accelerated filer [removed: | |] ¨ |
| Non-accelerated filer [removed: | |] ¨ (Do not check if [removed: a] smaller reporting company) [removed: | |] Smaller [removed: reporting] [added: operating] company [removed: | |] ¨ |
| [removed: | | | |] Emerging growth company [removed: | |] ¨ |
[added: |] 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 new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [added: ¨ |]
[added: |] Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). [added: ¨ Yes þ No |]
As of June 30, [removed: 2017,] [added: 2018,] the aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was approximately [removed: $143] [added: $107] billion based on the closing sale price of the common stock as reported on the New York Stock Exchange.
| Class | [removed: |] Outstanding at February [removed: 13, 2018] [added: 12, 2019] |
| Common Stock, $0.33 [removed: 1⁄3] [added: 1/3] par value | [removed: | 1,900,449,362] [added: 1,874,430,847] shares |
This Amendment No. 1 to the Annual Report on Form 10-K [added: (this “Amendment”)] of Altria Group, Inc. [removed: (this “Amendment”)] [added: (“Altria”)] amends [removed: Altria Group, Inc.’s] [added: Altria’s] Annual Report on Form 10-K for the year ended December 31, [removed: 2017,] [added: 2018,] which Altria [removed: Group, Inc.] filed with the Securities and Exchange Commission (“SEC”) on February [removed: 27, 2018] [added: 26, 2019] (the “Original Form 10-K”).
Altria [removed: Group, Inc.] is filing this Amendment to amend Item 15 to include the consolidated financial statements of its foreign equity investee, Anheuser-Busch InBev SA/NV (“AB InBev”) as of and for the years ended December 31, [removed: 2017, 2016] [added: 2018, 2017] and [removed: 2015] [added: 2016] (the “AB InBev Financial Statements”) in accordance with Rule 3-09 of SEC Regulation S-X.
Except as otherwise expressly noted, this Amendment does not modify or update in any way (i) the consolidated financial position, the results of operations or cash flows of [removed: Altria Group, Inc.,] [added: Altria,] or (ii) the disclosures in or exhibits to the Original Form 10-K; nor does it reflect events occurring after the filing of the Original Form 10-K.
Accordingly, this Amendment should be read in conjunction with the Original Form 10-K and [removed: Altria Group, Inc.’s] [added: Altria’s] other filings made with the SEC subsequent to the filing of the Original Form 10-K.
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| 1.000% Notes due 2023 | MO23A | New York Stock Exchange |
| 1.700% Notes due 2025 | MO25 | New York Stock Exchange |
| 2.200% Notes due 2027 | MO27 | New York Stock Exchange |
| 3.125% Notes due 2031 | MO31 | New York Stock Exchange |
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þ Yes ¨ No
¨ Yes þ No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K þ
See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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Item 15. Exhibits and Financial Statement Schedules.
8 rewritten, 0 added, 3 removed, 21 unchanged
(a) The AB InBev Financial Statements [removed: included] [added: found on pages F-1 to F-87] in Exhibit 99.4 are incorporated by reference in response to the requirements of this Item 15(a).
| 23.1 | | | [Consent of [removed: DELOITTE] [added: Deloitte] Bedrijfsrevisoren / Reviseurs d’Entreprises [removed: /BV o.v.v.e.] CVBA/ [removed: SC s.f.d.] SCRL, independent registered public accounting [removed: firm.](https://www.sec.gov/Archives/edgar/data/764180/000076418018000051/exhibit231may2018consentof.htm)] [added: firm.](https://www.sec.gov/Archives/edgar/data/764180/000076418019000049/exhibit231may2019consentof.htm)] |
| 31.3 | | | [Certification of Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/764180/000076418018000051/exhibit313may2018.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/764180/000076418019000049/exhibit313may2019.htm)] |
| 31.4 | | | [Certification of Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/764180/000076418018000051/exhibit314may2018.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/764180/000076418019000049/exhibit314may2019.htm)] |
| 32.3 | | | [Certification of Chief Executive Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/764180/000076418018000051/exhibit323may2018.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/764180/000076418019000049/exhibit323may2019.htm)] |
| 32.4 | | | [Certification of Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/764180/000076418018000051/exhibit324may2018.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/764180/000076418019000049/exhibit324may2019.htm)] |
| 99.4 | | | [Anheuser-Busch InBev SA/NV consolidated financial statements as of and for the years ended December 31, [removed: 2017, 2016] [added: 2018, 2017] and [removed: 2015;] [added: 2016;] and Independent Registered Public Accounting [removed: Firms’] [added: Firm’s] Reports as of and for the years ended December 31, [removed: 2017, 2016] [added: 2018, 2017] and [removed: 2015.] [added: 2016.] Incorporated by reference to Anheuser-Busch InBev SA/NV’s Annual Report on Form 20-F for the year ended December 31, [removed: 2017.](http://www.sec.gov/Archives/edgar/data/1668717/000119312518087899/d462340d20f.htm)] [added: 2018.](http://www.sec.gov/Archives/edgar/data/1668717/000119312519083684/d694548d20f.htm)] |
Date: May [removed: 31, 2018][added: 29, 2019]
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| 23.2 | | | [Consent of PricewaterhouseCoopers Bedrijfsrevisoren BCVBA, independent registered public accounting firm.](https://www.sec.gov/Archives/edgar/data/764180/000076418018000051/exhibit232may2018consentof.htm) |
| 23.3 | | | [Consent of DELOITTE TOUCHE TOHMATSU Auditores Independentes, independent registered public accounting firm.](https://www.sec.gov/Archives/edgar/data/764180/000076418018000051/exhibit233may2018consentof.htm) |