Obbligazione Philip Morris Global Inc. 2.1% ( US718172CP24 ) in USD

Philip Morris Global Inc.

100 USD ▲

Stati Uniti

US718172CP24 ( in USD )

2.1% per anno ( pagato 2 volte l'anno)

30/04/2030

Prospetto opuscolo dell'obbligazione Philip Morris International Inc US718172CP24 en USD 2.1%, scadenza 30/04/2030

2 000 USD

750 000 000 USD

718172CP2

A ( Upper medium grade - Investment-grade )

A2 ( Upper medium grade - Investment-grade )

01/05/2026 ( In 82 giorni )

Philip Morris International Inc. è una società multinazionale di tabacco con sede in Svizzera, focalizzata sulla produzione e vendita di sigarette e prodotti a tabacco riscaldato a livello globale, escluso gli Stati Uniti.

The Obbligazione issued by Philip Morris Global Inc. ( United States ) , in USD, with the ISIN code US718172CP24, pays a coupon of 2.1% per year.
The coupons are paid 2 times per year and the Obbligazione maturity is 30/04/2030

The Obbligazione issued by Philip Morris Global Inc. ( United States ) , in USD, with the ISIN code US718172CP24, was rated A2 ( Upper medium grade - Investment-grade ) by Moody's credit rating agency.

The Obbligazione issued by Philip Morris Global Inc. ( United States ) , in USD, with the ISIN code US718172CP24, was rated A ( Upper medium grade - Investment-grade ) by Standard & Poor's ( S&P ) credit rating agency.

Final Prospectus Supplement
424B2 1 d891666d424b2.htm FINAL PROSPECTUS SUPPLEMENT
Table of Contents
Filed Pursuant to Rule 424(b)(2)
Registration No. 333-236366
CALCULATION OF REGISTRATION FEE

Maximum
Maximum
Amount of
Amount to be
Offering Price
Aggregate
Registration
Title of Each Class of Securities to be Registered

Registered

Per Unit

Offering Price

Fee(1)(2)
1.125% Notes due May 1, 2023

$750,000,000

99.665%

$747,487,500

$97,023.88
1.500% Notes due May 1, 2025

$750,000,000

99.512%

$746,340,000

$96,874.93
2.100% Notes due May 1, 2030

$750,000,000

99.383%

$745,372,500

$96,749.35

(1)
Calculated in accordance with Rule 457(r) under the Securities Act of 1933, as amended. The total registration fee due for this offering is
$290,648.16.
(2)
Paid herewith.
Table of Contents
Prospectus Supplement to Prospectus dated February 11, 2020
Philip Morris International Inc.

$750,000,000 1.125% Notes due 2023
$750,000,000 1.500% Notes due 2025
$750,000,000 2.100% Notes due 2030

The notes due 2023 will mature on May 1, 2023, the notes due 2025 will mature on May 1, 2025 and the notes due 2030 will mature on May 1, 2030.
Interest on the notes due 2023 is payable semiannually on May 1 and November 1 of each year, beginning November 1, 2020. Interest on the notes due 2025
is payable semiannually on May 1 and November 1 of each year, beginning November 1, 2020. Interest on the notes due 2030 is payable semiannually on
May 1 and November 1 of each year, beginning November 1, 2020. We may redeem any of the notes due 2023, the notes due 2025 and the notes due 2030
at the applicable redemption prices set forth in this prospectus supplement, plus accrued and unpaid interest thereon to, but excluding, the applicable
redemption date. See "Description of Notes--Optional Redemption" of this prospectus supplement. We may also redeem the notes of each series prior to
maturity if specified events occur involving United States taxation. The notes will be our senior unsecured obligations and will rank equally in right of
payment with all of our other senior unsecured indebtedness from time to time outstanding. The notes will be issued only in denominations of $2,000 and
integral multiples of $1,000 in excess thereof.
See "Risk Factors" on page S-6 of this prospectus supplement.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or
determined if this prospectus supplement or the attached prospectus is truthful or complete. Any representation to the contrary is a criminal
offense.

Public
Underwriting
Proceeds to Us

Offering Price

Discount

(before expenses)

Per
Per
Per

Note

Total
Note

Total

Note

Total

1.125% Notes due 2023
99.665%
$ 747,487,500 0.200%
$ 1,500,000 99.465%
$ 745,987,500
https://www.sec.gov/Archives/edgar/data/1413329/000119312520128357/d891666d424b2.htm[4/30/2020 3:10:14 PM]

Final Prospectus Supplement
1.500% Notes due 2025
99.512%
$ 746,340,000 0.300%
$ 2,250,000 99.212%
$ 744,090,000
2.100% Notes due 2030
99.383%
$ 745,372,500 0.450%
$ 3,375,000 98.933%
$ 741,997,500
The notes will not be listed on any securities exchange or included in any automated quotation system.
The public offering prices set forth above do not include accrued interest. Interest on the notes of each series will accrue from May 1, 2020.

The underwriters expect to deliver the notes of each series to purchasers in book-entry form only through The Depository Trust Company, or DTC,
Clearstream Banking, société anonyme, or Clearstream, or Euroclear Bank S.A./N.V., or Euroclear, on or about May 1, 2020.
Joint Book-Running Managers

Citigroup

Goldman Sachs & Co. LLC

Mizuho Securities
Banca IMI

BBVA

Deutsche Bank Securities

SMBC Nikko
Co-Managers

BofA Securities

COMMERZBANK

UBS Investment Bank
Prospectus Supplement dated April 29, 2020
Table of Contents
TABLE OF CONTENTS

PROSPECTUS SUPPLEMENT

PROSPECTUS

ABOUT THIS PROSPECTUS SUPPLEMENT

S-1
ABOUT THIS PROSPECTUS

i
FORWARD-LOOKING AND CAUTIONARY
WHERE YOU CAN FIND MORE INFORMATION

i
STATEMENTS

S-2
DOCUMENTS INCORPORATED BY REFERENCE

ii
SUMMARY

S-3
FORWARD-LOOKING AND CAUTIONARY STATEMENTS

iii
RISK FACTORS

S-6
THE COMPANY

1
THE COMPANY

S-7
RISK FACTORS

2
USE OF PROCEEDS

S-8
USE OF PROCEEDS

3
SUMMARY OF SELECTED HISTORICAL FINANCIAL
DESCRIPTION OF DEBT SECURITIES

4
DATA

S-9
DESCRIPTION OF DEBT WARRANTS

16
DESCRIPTION OF NOTES

S-10
PLAN OF DISTRIBUTION

18
CERTAIN U.S. FEDERAL INCOME TAX
LEGAL MATTERS

18
CONSIDERATIONS

S-19
EXPERTS

18
UNDERWRITING

S-24
OFFERING RESTRICTIONS

S-26
DOCUMENTS INCORPORATED BY REFERENCE

S-29
LEGAL MATTERS

S-29
EXPERTS

S-29

We have not, and the underwriters have not, authorized anyone to provide you with any information other than that contained or
incorporated by reference in this prospectus supplement, any related free writing prospectus and the attached prospectus. We take no
responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. If the information varies
between this prospectus supplement and the attached prospectus, the information in this prospectus supplement supersedes the information in the
attached prospectus. We are not making an offer of these securities in any jurisdiction where the offer or sale is not permitted. Neither the
delivery of this prospectus supplement, any related free writing prospectus or the attached prospectus, nor any sale made hereunder and
thereunder, shall under any circumstances create any implication that there has been no change in our affairs since the date of this prospectus
supplement, any related free writing prospectus or the attached prospectus, regardless of the time of delivery of such document or any sale of
securities offered hereby or thereby, or that the information contained or incorporated by reference herein or therein is correct as of any time
subsequent to the date of such information.

https://www.sec.gov/Archives/edgar/data/1413329/000119312520128357/d891666d424b2.htm[4/30/2020 3:10:14 PM]

Final Prospectus Supplement

In connection with the issuance of the notes, Banca IMI S.p.A., BBVA Securities Inc., Citigroup Global Markets Inc., Deutsche Bank
Securities Inc., Goldman Sachs & Co. LLC, Mizuho Securities USA LLC and SMBC Nikko Securities America, Inc. or their respective affiliates
may over-allot or effect transactions that stabilize or maintain the market price of the notes at levels higher than that which might otherwise
prevail. In any jurisdiction where there can only be one stabilizing agent, Citigroup Global Markets Inc. or its affiliates shall effect such
transactions. This stabilizing, if commenced, may be discontinued at any time and will be carried out in compliance with applicable laws,
regulations and rules.

i
Table of Contents
The distribution of this prospectus supplement and the attached prospectus and the offering or sale of the notes in some jurisdictions may be restricted
by law. Persons into whose possession this prospectus supplement and the attached prospectus come are required by us and the underwriters to inform
themselves about, and to observe, any applicable restrictions. This prospectus supplement and the attached prospectus may not be used for or in connection
with an offer or solicitation by any person in any jurisdiction in which that offer or solicitation is not authorized or to any person to whom it is unlawful to
make that offer or solicitation. See "Offering Restrictions" in this prospectus supplement.
Notice to Prospective Investors in the European Economic Area and the United Kingdom
The notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail
investor in the European Economic Area ("EEA") or in the United Kingdom (the "UK"). For these purposes, a retail investor means a person who is one
(or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II"); or (ii) a customer within the
meaning of Directive (EU) 2016/97, as amended, where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of
MiFID II; or (iii) not a qualified investor as defined in Regulation (EU) 2017/1129 (as amended, the "Prospectus Regulation"). Consequently no key
information document required by Regulation (EU) No 1286/2014 (as amended, the "PRIIPs Regulation") for offering or selling the notes or otherwise
making them available to retail investors in the EEA or in the UK has been, or will be, prepared and therefore offering or selling the notes or otherwise
making them available to any retail investor in the EEA or in the UK may be unlawful under the PRIIPs Regulation. This prospectus supplement and the
attached prospectus have been prepared on the basis that any offer of notes in any member state of the EEA or in the UK will be made pursuant to an
exemption under the Prospectus Regulation from the requirement to publish a prospectus for offers of notes. Neither this prospectus supplement nor the
attached prospectus is a prospectus for the purposes of the Prospectus Regulation.
Additional Notice to Prospective Investors in the United Kingdom
This prospectus supplement and attached prospectus are only being distributed to, and are only directed at, persons in the United Kingdom that are
qualified investors as defined in the Prospectus Regulation and that are also (1) investment professionals falling within Article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the "Order") or (2) high net worth entities, and other persons to whom it
may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (each such person being referred to as a "Relevant Person"). This
prospectus supplement and attached prospectus and their contents are confidential and should not be distributed, published or reproduced (in whole or in
part) or disclosed by recipients to any other persons in the United Kingdom. Any person in the United Kingdom that is not a Relevant Person should not
act or rely on this prospectus supplement and/or attached prospectus or any of their contents.
This prospectus supplement and attached prospectus have not been approved for the purposes of Section 21 of the UK Financial Services and
Markets Act 2000 (as amended, "FSMA") by a person authorized under FSMA. This prospectus supplement and the attached prospectus are being
distributed and communicated to persons in the United Kingdom only in circumstances in which Section 21(1) of FSMA does not apply.
The notes are not being offered or sold to any person in the United Kingdom except in circumstances which will not result in an offer of securities to
the public in the United Kingdom within the meaning of Part VI of FSMA.
Notice to Prospective Investors in Canada
The notes may be sold only to purchasers purchasing, or deemed to be purchasing, as principal that are accredited investors, as defined in National
Instrument 45-106 Prospectus Exemptions or subsection 73.3(1) of the Securities Act (Ontario), and are permitted clients, as defined in National Instrument
31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations. Any resale of the notes must be made in accordance with an
exemption from, or in a transaction not subject to, the prospectus requirements of applicable securities laws.

ii
https://www.sec.gov/Archives/edgar/data/1413329/000119312520128357/d891666d424b2.htm[4/30/2020 3:10:14 PM]

Final Prospectus Supplement
Table of Contents
Securities legislation in certain provinces or territories of Canada may provide a purchaser with remedies for rescission or damages if this prospectus
supplement or the accompanying prospectus (including any amendment thereto) contains a misrepresentation, provided that the remedies for rescission or
damages are exercised by the purchaser within the time limit prescribed by the securities legislation of the purchaser's province or territory. The purchaser
should refer to any applicable provisions of the securities legislation of the purchaser's province or territory for particulars of these rights or consult with a
legal advisor.
Pursuant to section 3A.3 of National Instrument 33-105 Underwriting Conflicts (NI 33-105), the underwriters are not required to comply with the
disclosure requirements of NI 33-105 regarding underwriter conflicts of interest in connection with this offering.

iii
Table of Contents
ABOUT THIS PROSPECTUS SUPPLEMENT
This prospectus supplement contains the terms of this offering of notes. This prospectus supplement, or the information incorporated by reference in
this prospectus supplement, may add, update or change information in the attached prospectus. If information in this prospectus supplement or the
information that is incorporated by reference in this prospectus supplement is inconsistent with the attached prospectus, this prospectus supplement, or the
information incorporated by reference in this prospectus supplement, will apply and will supersede that information in the attached prospectus.
It is important for you to read and consider all information contained in this prospectus supplement, the attached prospectus and any related free
writing prospectus in making your investment decision. You should also read and consider the information in the documents we have referred you to in
"Documents Incorporated by Reference" in this prospectus supplement and "Where You Can Find More Information" in the attached prospectus, including
our Annual Report on Form 10-K for the year ended December 31, 2019, the portions of our Definitive Proxy Statement on Schedule 14A filed with the
SEC on March 26, 2020 that are incorporated by reference therein, our Quarterly Report on Form 10-Q for the quarter ended March 31, 2020, and our
Current Reports on Form 8-K filed with the SEC on February 3, 2020, February 11, 2020, February 11, 2020, March 2, 2020 (with respect to Item 5.02 and
Exhibit 10.1 of Item 9.01 only), and March 6, 2020.
Trademarks and servicemarks in this prospectus supplement and the attached prospectus appear in bold italic type and are the property of or licensed
by our subsidiaries.
Philip Morris International Inc. is a Virginia holding company incorporated in 1987. Unless otherwise indicated, all references in this prospectus
supplement to "PMI," "us," "our," or "we" refer to Philip Morris International Inc. and its subsidiaries.
References herein to "$," "dollars" and "U.S. dollars" are to United States dollars, and all financial data included or incorporated by reference herein
have been presented in accordance with accounting principles generally accepted in the United States.

S-1
Table of Contents
FORWARD-LOOKING AND CAUTIONARY STATEMENTS
We may from time to time make written or oral forward-looking statements, including in information included or incorporated by reference in this
prospectus supplement and the attached prospectus. You can identify these forward-looking statements by use of words such as "strategy," "expects,"
"continues," "plans," "anticipates," "believes," "will," "estimates," "intends," "projects," "goals," "targets," "forecasts" and other words of similar
meaning. You can also identify them by the fact that they do not relate strictly to historical or current facts.
We cannot guarantee that any forward-looking statement will be realized, although we believe we have been prudent in our plans and assumptions.
Our reduced-risk products ("RRPs") constitute a new product category in its early stages that is less predictable than our mature cigarette business.
Achievement of future results is subject to risks, uncertainties and inaccurate assumptions. Should known or unknown risks or uncertainties materialize, or
should underlying assumptions prove inaccurate, actual results could vary materially from those anticipated, estimated or projected. You should bear this in
mind as you consider forward-looking statements and whether to invest in or remain invested in the notes. In connection with the "safe harbor" provisions
of the Private Securities Litigation Reform Act of 1995, we have identified important factors in this prospectus supplement and in the documents
incorporated by reference that, individually or in the aggregate, could cause actual results and outcomes to differ materially from those contained in any
https://www.sec.gov/Archives/edgar/data/1413329/000119312520128357/d891666d424b2.htm[4/30/2020 3:10:14 PM]

Final Prospectus Supplement
forward-looking statements made by us; any such statement is qualified by reference to these cautionary statements. We elaborate on these and other risks
we face in this prospectus supplement and in the documents incorporated by reference, including our Quarterly Report on Form 10-Q for the quarter ended
March 31, 2020, which discusses certain risks we face related to the COVID-19 pandemic. You should understand that it is not possible to predict or
identify all risk factors. Consequently, you should not consider risks discussed in this prospectus supplement and in the documents incorporated by
reference to be a complete discussion of all potential risks or uncertainties. We do not undertake to update any forward-looking statement that we may
make from time to time, except in the normal course of our public disclosure obligations.

S-2
Table of Contents
SUMMARY
The following summary contains basic information about the notes and is not intended to be complete. It does not contain all the information
that is important to you. For a more detailed description of the notes, please refer to the section entitled "Description of Notes" in this prospectus
supplement and the section entitled "Description of Debt Securities" in the attached prospectus.

Issuer
Philip Morris International Inc.

Securities Offered
$750,000,000 total principal amount of 1.125% notes due 2023, maturing May 1, 2023.
$750,000,000 total principal amount of 1.500% notes due 2025, maturing May 1, 2025.
$750,000,000 total principal amount of 2.100% notes due 2030, maturing May 1, 2030.

Interest Rates
The notes due 2023 will bear interest from May 1, 2020 at the rate of 1.125% per annum.
The notes due 2025 will bear interest from May 1, 2020 at the rate of 1.500% per annum.
The notes due 2030 will bear interest from May 1, 2020 at the rate of 2.100% per annum.

Interest Payment Dates
For the notes due 2023, May 1 and November 1 of each year, beginning on November 1,
2020.
For the notes due 2025, May 1 and November 1 of each year, beginning on November 1,
2020.
For the notes due 2030, May 1 and November 1 of each year, beginning on November 1,
2020.

Ranking
The notes will be our senior unsecured obligations and will rank equally in right of payment
with all of our existing and future senior unsecured indebtedness. Because we are a holding
company, the notes will effectively rank junior to any indebtedness or other liabilities of our
subsidiaries. The indenture does not limit the amount of debt or other liabilities we or our
subsidiaries may issue.

Optional Redemption
We may, at our option, redeem the notes due 2023, in whole at any time or in part from time
to time, at a price equal to the greater of the principal amount of the notes due 2023 to be
redeemed or a "make-whole" amount, plus in either case, accrued and unpaid interest, if any,
thereon to, but excluding, the redemption date.
Prior to April 1, 2025 (the date that is one month prior to the scheduled maturity date for the
notes due 2025), we may, at our option, redeem the notes due 2025, in whole at any time or
in part

S-3
https://www.sec.gov/Archives/edgar/data/1413329/000119312520128357/d891666d424b2.htm[4/30/2020 3:10:14 PM]

Final Prospectus Supplement
Table of Contents
from time to time, at a price equal to the greater of the principal amount of the notes due
2025 to be redeemed or a "make-whole" amount, plus in either case, accrued and unpaid
interest, if any, thereon to, but excluding, the redemption date.

On or after April 1, 2025 (the date that is one month prior to the scheduled maturity date for
the notes due 2025), we may, at our option, redeem the notes due 2025, in whole at any time

or in part from time to time at a redemption price equal to 100% of the principal amount of
the notes due 2025 to be redeemed, plus accrued and unpaid interest, if any, thereon to, but
excluding, the redemption date.

Prior to February 1, 2030 (the date that is three months prior to the scheduled maturity date
for the notes due 2030), we may, at our option, redeem the notes due 2030, in whole at any

time or in part from time to time, at a price equal to the greater of the principal amount of the
notes due 2030 to be redeemed or a "make-whole" amount, plus in either case, accrued and
unpaid interest, if any, thereon to, but excluding, the redemption date.

On or after February 1, 2030 (the date that is three months prior to the scheduled maturity
date for the notes due 2030), we may, at our option, redeem the notes due 2030, in whole at

any time or in part from time to time at a redemption price equal to 100% of the principal
amount of the notes due 2030 to be redeemed, plus accrued and unpaid interest, if any,
thereon to, but excluding, the redemption date.

See "Description of Notes--Optional Redemption."

Optional Tax Redemption
We may redeem all, but not part, of the notes of each series upon the occurrence of specified
tax events described under the heading "Description of Notes--Redemption for Tax
Reasons" in this prospectus supplement.

Covenants
We will issue the notes of each series under an indenture containing covenants that restrict
our ability, with significant exceptions, to:

· incur debt secured by liens; and

· engage in sale and leaseback transactions.

Use of Proceeds
We will receive net proceeds (after underwriting discounts and before offering expenses)
from this offering of approximately $2,232,075,000. We intend to add the net proceeds to
our general funds, which may be used:

· for general corporate purposes;

· to repay outstanding commercial paper;

· to meet our working capital requirements; or

· to repurchase our common stock.

If we do not use the net proceeds immediately, we may temporarily invest them in short-

term, interest-bearing obligations.

S-4
Table of Contents
No Listing
The notes will be new securities for which there is currently no public market. The notes will
https://www.sec.gov/Archives/edgar/data/1413329/000119312520128357/d891666d424b2.htm[4/30/2020 3:10:14 PM]

Final Prospectus Supplement
not be listed on any securities exchange or included in any automated quotation system.

Clearance and Settlement
The notes of each series will be cleared through DTC, Clearstream and Euroclear.

Governing Law
The notes of each series will be governed by the laws of the State of New York.

Risk Factors
Investing in the notes involves risks. See "Risk Factors" and the documents incorporated or
deemed to be incorporated by reference herein for a discussion of the factors you should
consider carefully before deciding to invest in the notes.

Trustee
HSBC Bank USA, National Association.

S-5
Table of Contents
RISK FACTORS
You should carefully consider all the information included and incorporated by reference in this prospectus supplement and the accompanying
prospectus before deciding to invest in the notes. In particular, we urge you to consider carefully the factors set forth under "Forward-Looking and
Cautionary Statements" in this prospectus supplement and "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2019 and
our Quarterly Report on Form 10-Q for the quarter ended March 31, 2020, including risks we face to our business, results of operations, cash flows and
financial position during the continuation of the COVID-19 pandemic, which we have incorporated by reference in this prospectus supplement.

S-6
Table of Contents
THE COMPANY
We are leading a transformation in the tobacco industry to create a smoke-free future and ultimately replace cigarettes with smoke-free products to
the benefit of adults who would otherwise continue to smoke, society, the company and its shareholders. We are a leading international tobacco company
engaged in the manufacture and sale of cigarettes, as well as smoke-free products and associated electronic devices and accessories, and other nicotine-
containing products in markets outside the United States. In addition, we ship a version of our Platform 1 device and its consumables authorized by the
U.S. Food and Drug Administration ("FDA") to Altria Group, Inc. for sale in the United States under license. We are building a future on a new category
of smoke-free products that, while not risk-free, are a much better choice than continuing to smoke. Through multidisciplinary capabilities in product
development, state-of-the-art facilities and scientific substantiation, we aim to ensure that our smoke-free products meet adult consumer preferences and
rigorous regulatory requirements. Our IQOS smoke-free product brand portfolio includes heat-not-burn tobacco and nicotine-containing vapor products.
We manage our business in six operating segments:

·
European Union;

·
Eastern Europe;

·
Middle East & Africa, which includes our international duty free business;

·
South & Southeast Asia;

·
East Asia & Australia; and

·
Latin America & Canada, which includes transactions under license with Altria Group, Inc. for the distribution of our Platform 1 product in

the United States.
Our cigarettes are sold in more than 180 markets, and in many of these markets they hold the number one or number two market share position. We
have a wide range of premium, mid-price and low-price brands. Our portfolio comprises both international and local brands. In addition to the manufacture
and sale of cigarettes, we are engaged in the development and commercialization of RRPs. RRPs is the term we use to refer to products that present, are
likely to present, or have the potential to present less risk of harm to smokers who switch to these products versus continuing smoking.
https://www.sec.gov/Archives/edgar/data/1413329/000119312520128357/d891666d424b2.htm[4/30/2020 3:10:14 PM]

Final Prospectus Supplement
Our principal executive offices are located at Philip Morris International Inc., 120 Park Avenue, New York, New York 10017-5579, our telephone
number is +1 (917) 663-2000 and our website is www.pmi.com. The information contained in, or that can be accessed through, our website is not a part of
this prospectus supplement or the attached prospectus.

S-7
Table of Contents
USE OF PROCEEDS
We will receive net proceeds (after underwriting discounts and before offering expenses) from this offering of approximately 2,232,075,000. We
intend to add the net proceeds to our general funds, which may be used:

·
for general corporate purposes;

·
to repay outstanding commercial paper;

·
to meet our working capital requirements; or

·
to repurchase our common stock.
If we do not use the net proceeds immediately, we may temporarily invest them in short-term, interest-bearing obligations.

S-8
Table of Contents
SUMMARY OF SELECTED HISTORICAL FINANCIAL DATA
The following table presents our summary of selected historical financial data which have been derived from and should be read along with, and are
qualified in their entirety by reference to, our financial statements and the accompanying notes to those statements and the section "Management's
Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report on Form 10-K for the year ended December 31, 2019
and our Quarterly Report on Form 10-Q for the quarter ended March 31, 2020, which we have incorporated by reference in this prospectus supplement.
The summary of selected historical financial data is not necessarily indicative of our future performance.

Three Months
Year Ended
Ended

December 31,

March 31,

2018

2019

2019

2020

(in millions except

per share amounts)

Consolidated Statement of Earnings Data:

Revenues including excise taxes
$ 79,823
$ 77,921
$17,705
$
18,253
Excise taxes on products
50,198
48,116
10,954

11,100

Net revenues
29,625
29,805
6,751

7,153
Cost of sales
10,758
10,513
2,465

2,402

Gross profit
18,867
19,292
4,286

4,751
Marketing, administration and research costs

7,408

8,695
2,217

1,944
Amortization of intangibles

82

66

19

18

Operating income
11,377
10,531
2,050

2,789
Interest expense, net

665

570

152

129
Pension and other employee benefit costs

41

89

21

23

Earnings before income taxes
10,671

9,872
1,877

2,637
Provision for income taxes

2,445

2,293

424

596
Equity investments and securities (income)/loss, net

(60)

(149)

(11)

54

Net earnings

8,286

7,728
1,464

1,987
Net earnings attributable to noncontrolling interests

375

543

110

161

Net earnings attributable to PMI
$ 7,911
$
7,185
$ 1,354
$
1,826

Earnings Per Share Data:

Basic earnings per share
$
5.08
$
4.61
$
0.87
$
1.17
Diluted earnings per share
$
5.08
$
4.61
$
0.87
$
1.17
As of
As of

December 31,

March 31,

2018

2019

2020

https://www.sec.gov/Archives/edgar/data/1413329/000119312520128357/d891666d424b2.htm[4/30/2020 3:10:14 PM]

Final Prospectus Supplement

(in millions)

(in millions)
Balance Sheet Data:

Cash and cash equivalents
$ 6,593
$
6,861

$
3,746
Trade receivables (less allowances of $20 in 2019 and $25 in 2018)

2,950

3,080

2,785
Other receivables

614

637

549
Inventories

8,804

9,235

9,045
Other current assets

481

701

736

Total current assets
19,442
20,514

16,861
Property, plant and equipment, at cost
14,557
14,446

13,700
Less accumulated depreciation

7,356

7,815

7,593

7,201

6,631

6,107
Goodwill

7,189

5,858

5,284
Other intangible assets, net

2,278

2,113

1,850
Investments in unconsolidated subsidiaries and equity securities

1,269

4,635

4,390
Deferred income taxes

977

1,153

1,113
Other assets

1,445

1,971

1,889

Total assets
$ 39,801
$ 42,875

$
37,494

Short-term borrowings

730

338

1,438
Current portion of long-term debt

4,054

4,051

1,933
Accounts payable

2,068

2,299

2,073
Other current liabilities
10,339
12,145

11,140
Long-term debt
26,975
26,656

24,999
Deferred income taxes

898

908

838
Employment costs

3,083

3,634

3,560
Income taxes and other liabilities

2,393

2,443

2,576
Total stockholders' deficit
(10,739)

(9,599)

(11,063)

Total liabilities and stockholders' (deficit) equity
$ 39,801
$ 42,875

$
37,494

S-9
Table of Contents
DESCRIPTION OF NOTES
The following description of the particular terms of the notes, which we refer to as the "notes," supplements the description of the general terms and
provisions of the debt securities set forth under "Description of Debt Securities" beginning on page 4 in the attached prospectus. The attached prospectus
contains a detailed summary of additional provisions of the notes and of the indenture, dated as of April 25, 2008, between Philip Morris International Inc.
and HSBC Bank USA, National Association, as trustee, under which the notes will be issued. The following description supersedes the description of the
debt securities in the attached prospectus, to the extent of any inconsistency. Terms used in this prospectus supplement that are otherwise not defined will
have the meanings given to them in the attached prospectus.
Certain Terms of the 1.125% Notes due 2023
The notes due 2023 are a series of debt securities described in the attached prospectus, which will be senior debt securities, will be initially issued in
the aggregate principal amount of $750,000,000 and will mature on May 1, 2023.
The notes due 2023 will bear interest at the rate of 1.125% per annum from May 1, 2020, payable semiannually in arrears on May 1 and November 1
of each year, commencing November 1, 2020, to the persons in whose names the notes due 2023 are registered at the close of business on the preceding
April 15 or October 15, each a record date, as the case may be.
Interest will be computed on the basis of a 360-day year consisting of twelve 30-day months.
Certain Terms of the 1.500% Notes due 2025
The notes due 2025 are a series of debt securities described in the attached prospectus, which will be senior debt securities, will be initially issued in
the aggregate principal amount of $750,000,000 and will mature on May 1, 2025.
The notes due 2025 will bear interest at the rate of 1.500% per annum from May 1, 2020, payable semiannually in arrears on May 1 and November 1
of each year, commencing November 1, 2020, to the persons in whose names the notes due 2025 are registered at the close of business on the preceding
April 15 or October 15, each a record date, as the case may be.
Interest will be computed on the basis of a 360-day year consisting of twelve 30-day months.
https://www.sec.gov/Archives/edgar/data/1413329/000119312520128357/d891666d424b2.htm[4/30/2020 3:10:14 PM]

Final Prospectus Supplement
Certain Terms of the 2.100% Notes due 2030
The notes due 2030 are a series of debt securities described in the attached prospectus, which will be senior debt securities, will be initially issued in
the aggregate principal amount of $750,000,000 and will mature on May 1, 2030.
The notes due 2030 will bear interest at the rate of 2.100% per annum from May 1, 2020, payable semiannually in arrears on May 1 and November 1
of each year, commencing November 1, 2020, to the persons in whose names the notes due 2030 are registered at the close of business on the preceding
April 15 or October 15, each a record date, as the case may be.
Interest will be computed on the basis of a 360-day year consisting of twelve 30-day months.
General
In some circumstances, we may elect to discharge our obligations on the notes through full defeasance or covenant defeasance. See "Description of
Debt Securities--Defeasance" beginning on page 12 of the attached prospectus for more information about how we may do this.
We may, without the consent of the holders of either series of notes, issue additional notes having the same ranking and the same interest rate,
maturity and other terms as the notes of such series, except for the public offering price and issue date. Any additional notes of a series having such similar
terms, together with the applicable series of notes, will constitute a single series of notes under the indenture. No additional notes of a series may be issued
if an event of default has occurred with respect to the applicable series of notes.
The notes will not be entitled to any sinking fund.

S-10
Table of Contents
Optional Redemption
We may, at our option, redeem the notes due 2023, in whole at any time or in part from time to time (equal to $2,000 or an integral multiple of
$1,000 in excess thereof). The redemption price will be equal to the greater of (i) 100% of the principal amount of the notes due 2023 to be redeemed and
(ii) the sum of the present values of each remaining scheduled payment of principal and interest that would be due if such notes matured on May 1, 2023
(exclusive of interest accrued to the date of redemption) discounted to the redemption date, on a semiannual basis (assuming a 360-day year consisting of
twelve 30-day months), at a rate equal to the applicable Treasury Rate (as defined below) plus 15 basis points plus, in either case, accrued and unpaid
interest, if any, thereon to, but excluding, the redemption date.
Prior to April 1, 2025 (the date that is one month prior to the scheduled maturity date for the notes due 2025), we may, at our option, redeem the
notes due 2025, in whole at any time or in part from time to time (equal to $2,000 or an integral multiple of $1,000 in excess thereof). The redemption
price will be equal to the greater of (i) 100% of the principal amount of the notes due 2025 to be redeemed and (ii) the sum of the present values of each
remaining scheduled payment of principal and interest that would be due if such notes matured on April 1, 2025 (exclusive of interest accrued to the date of
redemption) discounted to the redemption date, on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the
applicable Treasury Rate (as defined below) plus 20 basis points plus, in either case, accrued and unpaid interest, if any, thereon to, but excluding, the
redemption date.
On or after April 1, 2025 (the date that is one month prior to the scheduled maturity date for the notes due 2025), we may, at our option, redeem the
notes due 2025, in whole at any time or in part from time to time (equal to $2,000 or an integral multiple of $1,000 in excess thereof) at a redemption price
equal to 100% of the principal amount of the notes due 2025 to be redeemed, plus accrued and unpaid interest, if any, thereon to, but excluding, the
redemption date.
Prior to February 1, 2030 (the date that is three months prior to the scheduled maturity date for the notes due 2030), we may, at our option, redeem
the notes due 2030, in whole at any time or in part from time to time (equal to $2,000 or an integral multiple of $1,000 in excess thereof). The redemption
price will be equal to the greater of (i) 100% of the principal amount of the notes due 2030 to be redeemed and (ii) the sum of the present values of each
remaining scheduled payment of principal and interest that would be due if such notes matured on February 1, 2030 (exclusive of interest accrued to the
date of redemption) discounted to the redemption date, on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months), at a rate
equal to the applicable Treasury Rate (as defined below) plus 25 basis points plus, in either case, accrued and unpaid interest, if any, thereon to, but
excluding, the redemption date.
On or after February 1, 2030 (the date that is three months prior to the scheduled maturity date for the notes due 2030), we may, at our option,
redeem the notes due 2030, in whole at any time or in part from time to time (equal to $2,000 or an integral multiple of $1,000 in excess thereof) at a
redemption price equal to 100% of the principal amount of the notes due 2030 to be redeemed, plus accrued and unpaid interest, if any, thereon to, but
excluding, the redemption date.
https://www.sec.gov/Archives/edgar/data/1413329/000119312520128357/d891666d424b2.htm[4/30/2020 3:10:14 PM]

Document Outline

#1">
- #1">