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Altria Announces Expiration Of Debt Tender Offer And Final Results

Altria Group, Inc. (Altria) (NYSE: MO) today announced the expiration of and final results for its previously announced cash tender offer for up to $2,000,000,000 aggregate principal amount (the “Tender Cap”) of certain of its senior unsecured notes (the “Notes”). The terms and conditions of the tender offer are described in the Offer to Purchase, dated August 6, 2012, and the related Letter of Transmittal.

The tender offer for the Notes expired at 12:00 midnight, New York City time, on Friday, August 31, 2012 (the “Expiration Date”).

The total aggregate principal amount of Notes validly tendered at or prior to the Expiration Date and not validly withdrawn was $3,735,444,000, which exceeds the Tender Cap. In accordance with the terms of the tender offer set forth in the Offer to Purchase, Altria accepted for purchase a portion of the validly tendered 9.700% Notes due 2018 (the “2018 Notes”) and 9.250% Notes due 2019 (the “2019 Notes”) in an aggregate principal amount equal to the Tender Cap. Altria did not accept for purchase any 9.950% Notes due 2038 (the “2038 Notes”) or 10.200% Notes due 2039 (the “2039 Notes”).

According to information provided by Global Bondholder Services Corporation, the Depositary and Information Agent for the tender offer, $1,738,893,000 aggregate principal amount of the 2018 Notes and $1,285,087,000 aggregate principal amount of the 2019 Notes were validly tendered at or prior to the Expiration Date and not validly withdrawn. In accordance with the terms of the tender offer, Notes have been accepted for purchase by the Company on a prorated basis using a single proration factor applicable equally to both series of Notes. As a result, the Company has accepted for purchase Notes using a proration factor of approximately 0.66, resulting in the purchase of approximately $1,150 million principal amount of the 2018 Notes and approximately $850 million aggregate principal amount of the 2019 Notes. All 2018 Notes and 2019 Notes that were not accepted for purchase will be returned to holders in accordance with the Offer to Purchase. The 2038 Notes and 2039 Notes that were tendered will be returned to the holders in accordance with the Offer to Purchase.
                             

Title of Securities
 

CUSIP Number
 

Early Tender Payment*
 

U.S. Treasury Reference Security
 

U.S. Treasury Reference Yield
 

Fixed Spread (bps)
 

Total Consideration **
 

Tender Offer Consideration **
9.700% Notes due 2018   02209SAD5   $30   0.500% due July 31, 2017   0.787 %   135   $1,435.83   $1,405.83
 
9.250% Notes due 2019   02209SAJ2   $30   1.750% due May 15, 2022   1.771 %   80   $1,421.02   $1,391.02
 

*Per $1,000 principal amount of Notes validly tendered and not validly withdrawn at or prior to the Early Tender Deadline and accepted for purchase.

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