0000899243-19-030267.txt : 20191231
0000899243-19-030267.hdr.sgml : 20191231
20191231142413
ACCESSION NUMBER: 0000899243-19-030267
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20191231
FILED AS OF DATE: 20191231
DATE AS OF CHANGE: 20191231
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ALTRIA GROUP, INC.
CENTRAL INDEX KEY: 0000764180
STANDARD INDUSTRIAL CLASSIFICATION: CIGARETTES [2111]
STATE OF INCORPORATION: VA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38403
FILM NUMBER: 191319135
BUSINESS ADDRESS:
STREET 1: 6601 WEST BROAD STREET
CITY: RICHMOND
STATE: VA
ZIP: 23230
BUSINESS PHONE: (804) 274-2200
MAIL ADDRESS:
STREET 1: 6601 WEST BROAD STREET
CITY: RICHMOND
STATE: VA
ZIP: 23230
FORMER NAME:
FORMER CONFORMED NAME: ALTRIA GROUP INC
DATE OF NAME CHANGE: 20030127
FORMER NAME:
FORMER CONFORMED NAME: PHILIP MORRIS COMPANIES INC
DATE OF NAME CHANGE: 19920703
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Altria Summit LLC
CENTRAL INDEX KEY: 0001797821
STATE OF INCORPORATION: VA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38403
FILM NUMBER: 191319136
BUSINESS ADDRESS:
STREET 1: C/O ALTRIA GROUP, INC.
STREET 2: 6601 WEST BROAD STREET
CITY: RICHMOND
STATE: VA
ZIP: 23230
BUSINESS PHONE: (804) 274-2200
MAIL ADDRESS:
STREET 1: C/O ALTRIA GROUP, INC.
STREET 2: 6601 WEST BROAD STREET
CITY: RICHMOND
STATE: VA
ZIP: 23230
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Maple Holdco (Bermuda) Ltd.
CENTRAL INDEX KEY: 0001797904
STATE OF INCORPORATION: D0
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38403
FILM NUMBER: 191319137
BUSINESS ADDRESS:
STREET 1: C/O ALTRIA GROUP, INC.
STREET 2: 6601 WEST BROAD STREET
CITY: RICHMOND
STATE: VA
ZIP: 23230
BUSINESS PHONE: (804) 274-2200
MAIL ADDRESS:
STREET 1: C/O ALTRIA GROUP, INC.
STREET 2: 6601 WEST BROAD STREET
CITY: RICHMOND
STATE: VA
ZIP: 23230
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Maple Acquireco (Canada) ULC
CENTRAL INDEX KEY: 0001797863
STATE OF INCORPORATION: A1
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38403
FILM NUMBER: 191319138
BUSINESS ADDRESS:
STREET 1: C/O ALTRIA GROUP, INC.
STREET 2: 6601 WEST BROAD STREET
CITY: RICHMOND
STATE: VA
ZIP: 23230
BUSINESS PHONE: (804) 274-2200
MAIL ADDRESS:
STREET 1: C/O ALTRIA GROUP, INC.
STREET 2: 6601 WEST BROAD STREET
CITY: RICHMOND
STATE: VA
ZIP: 23230
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Cronos Group Inc.
CENTRAL INDEX KEY: 0001656472
STANDARD INDUSTRIAL CLASSIFICATION: MEDICINAL CHEMICALS & BOTANICAL PRODUCTS [2833]
IRS NUMBER: 000000000
STATE OF INCORPORATION: A6
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 720 KING STREET W
STREET 2: SUITE 320
CITY: TORONTO
STATE: A6
ZIP: M5V 2T3
BUSINESS PHONE: (416) 504-0004
MAIL ADDRESS:
STREET 1: 720 KING STREET W
STREET 2: SUITE 320
CITY: TORONTO
STATE: A6
ZIP: M5V 2T3
FORMER COMPANY:
FORMER CONFORMED NAME: PharmaCan Capital Corp.
DATE OF NAME CHANGE: 20151021
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2019-12-31
0
0001656472
Cronos Group Inc.
CRON
0000764180
ALTRIA GROUP, INC.
6601 WEST BROAD STREET
RICHMOND
VA
23230
0
0
1
0
0001797821
Altria Summit LLC
C/O ALTRIA GROUP, INC.
6601 WEST BROAD STREET
RICHMOND
VA
23230
0
0
1
0
0001797904
Maple Holdco (Bermuda) Ltd.
C/O ALTRIA GROUP, INC.
6601 WEST BROAD STREET
RICHMOND
VA
23230
0
0
1
0
0001797863
Maple Acquireco (Canada) ULC
C/O ALTRIA GROUP, INC.
6601 WEST BROAD STREET
RICHMOND
VA
23230
0
0
1
0
Common shares, no par value ("Common Shares")
156573537
I
See Footnote
Warrant (right to buy)
19.00
2019-03-08
2023-03-08
Common Shares
77320265
I
See Footnote
This Form 3 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person") in connection with the transition by Cronos Group Inc. (the "Issuer") from a foreign private issuer to a domestic issuer, effective January 1, 2020: (i) Altria Group, Inc., a corporation organized under the laws of the Commonwealth of Virginia ("Altria"); (ii) Altria Summit LLC, a limited liability company organized and existing under the laws of the Commonwealth of Virginia ("Altria Summit"); (iii) Maple Holdco (Bermuda) Ltd., a company organized under the laws of Bermuda ("Bermuda Holdco"); and (iv) Maple Acquireco (Canada) ULC, an unlimited liability company organized under the laws of the province of British Columbia, Canada ("Acquireco").
Acquireco is wholly owned by Bermuda Holdco, which is wholly owned by Altria Summit, which is wholly-owned by Altria. Altria Summit is a manager-managed limited liability company and Altria is its sole member.
Reflects 156,573,537 Common Shares of the Issuer directly held by Acquireco.
Reflects a warrant (the "Warrant") to purchase up to an additional 77,320,265 Common Shares of the Issuer directly held by Altria Summit. The Warrant is currently exercisable and is subject to customary anti-dilution adjustments.
The exercise price is expressed in Canadian dollars.
The Reporting Persons are filing this form in advance of January 1, 2020, the effective date of the Issuer's transition from a foreign private issuer to a domestic issuer.
Altria Group, Inc., By: /s/ W. Hildebrandt Surgner, Jr., Vice President, Corporate Secretary and Associate General Counsel
2019-12-31
Altria Summit LLC, By: /s/ Mary C. Bigelow, Vice President and Secretary
2019-12-31
Maple Holdco (Bermuda) Ltd., By: /s/ David A. Wise, President
2019-12-31
Maple Acquireco (Canada) ULC, By: /s/ Mary C. Bigelow, Secretary
2019-12-31