Obligation Philip Morris Global Inc. 4.125% ( US718172AW92 ) en USD

Philip Morris Global Inc.

84.65 % ▼

Etats-unis

US718172AW92 ( en USD )

4.125% par an ( paiement semestriel )

03/03/2043

Prospectus brochure de l'obligation Philip Morris International Inc US718172AW92 en USD 4.125%, échéance 03/03/2043

2 000 USD

850 000 000 USD

718172AW9

A- ( Qualité moyenne supérieure )

A2 ( Qualité moyenne supérieure )

04/03/2026 ( Dans 25 jours )

Philip Morris International Inc. est une entreprise multinationale de tabac qui produit et vend des cigarettes et des produits de tabac sans fumée dans plus de 180 pays, à l'exception des États-Unis.

L'obligation de type US718172AW92 (Code CUSIP : 718172AW9) émise par Philip Morris International Inc, une multinationale américaine de premier plan dans l'industrie du tabac et des produits sans combustion, bénéficiant des notations A- de Standard & Poor's et A2 de Moody's, est un titre de dette libellé en USD, originaire des États-Unis, avec un taux d'intérêt nominal de 4.125% versé deux fois par an, une maturité fixée au 3 mars 2043, et dont le montant total de l'émission s'élève à 850 000 000 USD, avec une taille minimale à l'achat de 2 000 USD, se négociant actuellement sur le marché à 80.995% de sa valeur nominale.

Final Prospectus Supplement
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Filed Pursuant to Rule 424(b)(5)
Registration No. 333-172490
CALCULATION OF REGISTRATION FEE

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

Registered

Per Unit

Offering Price

(1) (2)
Floating Rate Notes due February 26, 2015

$400,000,000

100.000%

$400,000,000

$ 54,560.00
2.625% Notes due March 6, 2023

$600,000,000

98.199%

$589,194,000

$ 80,366.06
4.125% Notes due March 4, 2043

$850,000,000

97.197%

$826,174,500

$112,690.20

(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 $247,616.26.
(2)
Paid herewith.
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Prospectus Supplement to Prospectus dated February 28, 2011
Philip Morris International Inc.

$400,000,000 Floating Rate Notes due 2015
$600,000,000 2.625% Notes due 2023
$850,000,000 4.125% Notes due 2043

The notes due 2015 will mature on February 26, 2015, the notes due 2023 will mature on March 6, 2023 and the notes due 2043 will mature on March 4, 2043. Interest on the notes due 2015 is payable quarterly on
February 26, May 26, August 26 and November 26 of each year, beginning on May 26, 2013. Interest on the notes due 2023 is payable semiannually on March 6 and September 6 of each year, beginning September 6, 2013.
Interest on the notes due 2043 is payable semiannually on March 4 and September 4 of each year, beginning September 4, 2013. We may not redeem the notes prior to maturity unless 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.
Application will be made to have the notes listed on the New York Stock Exchange.
See "Risk Factors" on page S-5 of this prospectus supplement.
Neither the Securities and Exchange Commission nor any other regulatory body 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

Floating Rate Notes due 2015
100.000%

$
400,000,000 0.150%

$
600,000 99.850%

$
399,400,000
2.625% Notes due 2023
98.199%

$
589,194,000 0.450%

$
2,700,000 97.749%

$
586,494,000
4.125% Notes due 2043
97.197%

$
826,174,500 0.750%

$
6,375,000 96.447%

$
819,799,500
The public offering prices set forth above do not include accrued interest. Interest on the notes of each series will accrue from March 4, 2013.

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 March 4, 2013.
Joint Book-Running Managers

Barclays

Citigroup

Goldman, Sachs & Co.

HSBC

SOCIETE GENERALE
Co-Managers

Banca IMI

ING

Santander
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TABLE OF CONTENTS

PROSPECTUS SUPPLEMENT

PROSPECTUS

ABOUT THIS PROSPECTUS SUPPLEMENT

S-1

ABOUT THIS PROSPECTUS

i

FORWARD-LOOKING AND CAUTIONARY STATEMENTS

S-2

WHERE YOU CAN FIND MORE INFORMATION

i

SUMMARY OF THE OFFERING

S-3

DOCUMENTS INCORPORATED BY REFERENCE

ii
RISK FACTORS

S-5

FORWARD-LOOKING AND CAUTIONARY STATEMENTS

iii
THE COMPANY

S-6

THE COMPANY

1
USE OF PROCEEDS

S-7

RISK FACTORS

2
RATIOS OF EARNINGS TO FIXED CHARGES

S-7

USE OF PROCEEDS

2
SUMMARY OF SELECTED HISTORICAL FINANCIAL DATA

S-8

RATIOS OF EARNINGS TO FIXED CHARGES

2
DESCRIPTION OF NOTES

S-9

DESCRIPTION OF DEBT SECURITIES

3
CERTAIN U.S. FEDERAL INCOME TAX CONSIDERATIONS

S-18

DESCRIPTION OF DEBT WARRANTS

15
UNDERWRITING

S-23

PLAN OF DISTRIBUTION

17
OFFERING RESTRICTIONS

S-25

LEGAL MATTERS

17
DOCUMENTS INCORPORATED BY REFERENCE

S-27

EXPERTS

17
LEGAL MATTERS

S-27

EXPERTS

S-27

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.

In connection with the issuance of the notes, Barclays Capital Inc., Citigroup Global Markets Inc., Goldman, Sachs & Co., HSBC Securities (USA) Inc. and SG Americas Securities, LLC 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, HSBC Securities (USA) 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.

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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. The notes are offered globally for sale in those
jurisdictions in the United States, Europe, Asia and elsewhere where it is lawful to make such offers. 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
This prospectus supplement and the attached prospectus have been prepared on the basis that any offer of notes in any Member State of the European Economic Area (the "EEA") that has implemented the Prospectus
Directive (2003/71/EC) (each, a "Relevant Member State") will be made pursuant to an exemption under the Prospectus Directive, as implemented in that Relevant Member State, from the requirement to produce a prospectus
for offers of notes. Accordingly, any person making or intending to make any offer in that Relevant Member State of notes which are the subject of the offering contemplated by this prospectus supplement and the attached
prospectus may only do so in circumstances in which no obligation arises for us or any of the underwriters to produce a prospectus pursuant to Article 3 of the Prospectus Directive in relation to such offer. Neither we nor the
underwriters have authorized, nor do we or they authorize, the making of any offer of notes in circumstances in which an obligation arises for us or the underwriters to publish a prospectus for such offer.
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 within the meaning of Article 2(1)(e) of the
Prospectus Directive and that are also (1) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (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 ("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.

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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, 2012 and the portions of our Definitive Proxy Statement on Schedule 14A filed with the SEC on March 30, 2012 that are incorporated by reference
in our Annual Report on Form 10-K for the year ended December 31, 2011 and our Current Reports on Form 8-K filed with the SEC on February 7, 2013 (the Item 8.01 Form 8-K only), February 12, 2013, February 15, 2013
and February 20, 2013.
Application will be made to have the notes listed on the New York Stock Exchange. We cannot guarantee that listing will be obtained.
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 of America.

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FORWARD-LOOKING AND CAUTIONARY STATEMENTS
We may from time to time make 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" 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. 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 our securities. In connection with the "safe harbor" provisions of the Private Securities Litigation Reform Act
of 1995, we have identified important factors 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 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 the documents incorporated by reference. You should understand that
it is not possible to predict or identify all risk factors. Consequently, you should not consider risks discussed 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.

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SUMMARY OF THE OFFERING
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
$400,000,000 total principal amount of floating rate notes due 2015, maturing February 26, 2015.

$600,000,000 total principal amount of 2.625% notes due 2023, maturing March 6, 2023.

$850,000,000 total principal amount of 4.125% notes due 2043, maturing March 4, 2043.

Interest Rates
The notes due 2015 will bear interest from March 4, 2013 at a rate per annum, reset quarterly, equal to three month LIBOR plus 0.05%.
The notes due 2023 will bear interest from March 4, 2013 at the rate of 2.625% per annum.

The notes due 2043 will bear interest from March 4, 2013 at the rate of 4.125% per annum.

Interest Payment Dates
For the notes due 2015, February 26, May 26, August 26 and November 26, of each year, beginning on May 26, 2013.
For the notes due 2023, March 6 and September 6, of each year, beginning on September 6, 2013.

For the notes due 2043, March 4 and September 4, of each year, beginning on September 4, 2013.

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 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 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.

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Use of Proceeds
We will receive net proceeds (before expenses) from this offering of approximately $1,805,693,500. We intend to add the net proceeds
to our general funds, which may be used:

· to meet our working capital requirements;

· to repurchase our common stock;

· to refinance debt; or

· for general corporate purposes.

If we do not use the net proceeds immediately, we will temporarily invest them in short-term, interest-bearing obligations.

Listing
Application will be made to list the notes on the New York Stock Exchange.

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

Governing Law
The notes 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.

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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, 2012,
which we have incorporated by reference in this prospectus supplement.

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