Obligation Philip Morris Global 2.125% ( US718172BU28 ) en USD

Philip Morris Global

100 % ▲

Etas-Unis

US718172BU28 ( en USD )

2.125% par an ( paiement semestriel )

10/05/2023 - Obligation échue

Prospectus brochure de l'obligation Philip Morris International US718172BU28 en USD 2.125%, échue

2 000 USD

500 000 000 USD

718172BU2

A- ( Qualité moyenne supérieure )

A2 ( Qualité moyenne supérieure )

Philip Morris International est une entreprise multinationale de tabac produisant et vendant des cigarettes et des produits de tabac chauffé dans le monde entier, à l'exception des États-Unis.

L'Obligation émise par Philip Morris Global ( Etas-Unis ) , en USD, avec le code ISIN US718172BU28, paye un coupon de 2.125% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 10/05/2023

L'Obligation émise par Philip Morris Global ( Etas-Unis ) , en USD, avec le code ISIN US718172BU28, a été notée A2 ( Qualité moyenne supérieure ) par l'agence de notation Moody's.

L'Obligation émise par Philip Morris Global ( Etas-Unis ) , en USD, avec le code ISIN US718172BU28, a été notée A- ( Qualité moyenne supérieure ) par l'agence de notation Standard & Poor's ( S&P ).

FINAL PROSPECTUS SUPPLEMENT
424B2 1 d186069d424b2.htm FINAL PROSPECTUS SUPPLEMENT
Table of Contents
Filed Pursuant to Rule 424(b)(2)
Registration No. 333-194059
CALCULATION OF REGISTRATION FEE

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

Registered

Per Unit

Offering Price
Registration Fee(1)(2)
2.125% Notes due May 10, 2023

$500,000,000

99.002%

$495,010,000

$49,847.51
4.250% Notes due November 10, 2044

$500,000,000

106.777%

$533,885,000

$53,762.22

(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
$103,609.73
(2)
Paid herewith.
Table of Contents

Prospectus Supplement to Prospectus dated February 21, 2014
Philip Morris International Inc.

$500,000,000 2.125% Notes due 2023
$500,000,000 4.250% Notes due 2044

The notes due 2023 will mature on May 10, 2023 and the notes due 2044 will mature on November 10, 2044. The notes due 2044 offered
hereby will be a further issuance of, be fully fungible with, rank equally in right of payment with and form a single series with the $750,000,000
principal amount of 4.250% Notes due 2044 initially issued by us on November 10, 2014. Interest on the notes due 2023 is payable semiannually
on May 10 and November 10 of each year, beginning November 10, 2016. Interest on the notes due 2044 is payable semiannually on May 10 and
November 10 of each year, beginning November 10, 2016. As interest on the outstanding notes due 2044 is expected to be paid on May 10, 2016, it
is expected that interest on the additional notes due 2044 offered hereby will accrue from May 10, 2016. The additional notes due 2044 offered
hereby will not receive the interest payment to be made on the outstanding notes due 2044 on May 10, 2016. We may redeem the notes due 2023 at
the redemption prices set forth in this prospectus supplement, plus accrued and unpaid interest thereon to, but excluding, the 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.
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.

http://www.sec.gov/Archives/edgar/data/1413329/000119312516572381/d186069d424b2.htm[5/2/2016 3:58:23 PM]

FINAL PROSPECTUS SUPPLEMENT

Public
Underwriting
Proceeds to Us

Offering Price

Discount

(before expenses)

Per
Per
Per

Note

Total

Note

Total

Note

Total

2.125% Notes due 2023
99.002%
$495,010,000 0.350% $1,750,000 98.652% $493,260,000
4.250% Notes due 2044
106.777%
$533,885,000 0.750% $3,750,000 106.027% $530,135,000
The public offering prices set forth above do not include accrued interest. Interest on the notes of each series will accrue from May 10, 2016.

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 10, 2016.
Joint Book-Running Managers

Barclays
Citigroup
HSBC
J.P. Morgan
Santander
Société Générale

Corporate & Investment Banking
Co-Managers

BBVA

UBS Investment Bank
Prospectus Supplement dated April 28, 2016
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 OF THE OFFERING

S-3
FORWARD-LOOKING AND CAUTIONARY
RISK FACTORS

S-5
STATEMENTS

iii
THE COMPANY

S-6
THE COMPANY

1
USE OF PROCEEDS

S-7
RISK FACTORS

1
RATIOS OF EARNINGS TO FIXED CHARGES

S-7
USE OF PROCEEDS

1
SUMMARY OF SELECTED HISTORICAL FINANCIAL
RATIOS OF EARNINGS TO FIXED CHARGES

2
DATA

S-8
DESCRIPTION OF DEBT SECURITIES

2
DESCRIPTION OF NOTES

S-9
DESCRIPTION OF DEBT WARRANTS

14
CERTAIN U.S. FEDERAL INCOME TAX
PLAN OF DISTRIBUTION

16
CONSIDERATIONS

S-17
LEGAL MATTERS

16
UNDERWRITING

S-22
EXPERTS

16
OFFERING RESTRICTIONS

S-24
DOCUMENTS INCORPORATED BY REFERENCE

S-26
LEGAL MATTERS

S-26
EXPERTS

S-26

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
http://www.sec.gov/Archives/edgar/data/1413329/000119312516572381/d186069d424b2.htm[5/2/2016 3:58:23 PM]

FINAL PROSPECTUS SUPPLEMENT
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., HSBC Securities (USA) Inc., J.P.
Morgan Securities LLC, Santander Investment Securities Inc. and Société Générale 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.

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. 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 (as defined under the heading "Offering Restrictions" in this
prospectus supplement) (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.
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
http://www.sec.gov/Archives/edgar/data/1413329/000119312516572381/d186069d424b2.htm[5/2/2016 3:58:23 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 (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, 2015, the portions of our Definitive Proxy Statement on
Schedule 14A filed with the SEC on March 24, 2016 that are incorporated by reference therein, our Quarterly Report on Form 10-Q for the quarter
ended March 31, 2016 and our Current Reports on Form 8-K filed with the SEC on January 28, 2016, February 4, 2016 (the Item 8.01 Form 8-K
only), February 9, 2016 and February 25, 2016.
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.

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" 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
http://www.sec.gov/Archives/edgar/data/1413329/000119312516572381/d186069d424b2.htm[5/2/2016 3:58:23 PM]

FINAL PROSPECTUS SUPPLEMENT
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.

S-2
Table of Contents
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
$500,000,000 total principal amount of 2.125% notes due 2023, maturing May 10, 2023.

$500,000,000 total principal amount of 4.250% notes due 2044, maturing November 10,
2044. The notes due 2044 will be a further issuance of, be fully fungible with, rank
equally in right of payment with and form a single series with the $750,000,000
principal amount of 4.250% Notes due 2044 initially issued by us on November 10,
2014.

Interest Rates
The notes due 2023 will bear interest from May 10, 2016 at the rate of 2.125% per
annum.

The notes due 2044 will bear interest from May 10, 2016 at the rate of 4.250% per
annum.

Interest Payment Dates
For the notes due 2023, May 10 and November 10 of each year, beginning on November
10, 2016.

For the notes due 2044, May 10 and November 10 of each year, beginning on November
10, 2016.

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
Prior to March 10, 2023 (the date that is two months prior to the scheduled maturity date
for the notes due 2023), 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.

On or after March 10, 2023 (the date that is two months prior to the scheduled maturity
date for the notes due 2023), we may, at our option, redeem the notes due 2023, 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 2023 to be redeemed, plus accrued and unpaid
interest, if any, thereon to, but excluding, the redemption date.

http://www.sec.gov/Archives/edgar/data/1413329/000119312516572381/d186069d424b2.htm[5/2/2016 3:58:23 PM]

FINAL PROSPECTUS SUPPLEMENT

S-3
Table of Contents

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 (before expenses) from this offering of approximately
$1,023,395,000. We intend to add the net proceeds to our general funds, which may be
used:

· for general corporate purposes;

· to refinance debt;

· to meet our working capital requirements; or

· to repurchase our common stock.

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

term, interest-bearing obligations.

Additional Notes
Upon completion of this offering, $1,250,000,000 aggregate principal amount of our
4.250% notes due 2044 will be outstanding. We may, without notice to or consent of the
holders or beneficial owners of our notes due 2044 issue in a separate offering additional
notes due 2044, as we are doing in this offering, having the same ranking, interest rate,
maturity and other terms as these notes due 2044. The notes due 2044 offered hereby,
the notes issued on November 10, 2014 and any such additional notes due 2044 will
constitute a single series of 4.250% Notes due 2044 under the indenture.

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

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-4
Table of Contents
http://www.sec.gov/Archives/edgar/data/1413329/000119312516572381/d186069d424b2.htm[5/2/2016 3:58:23 PM]

FINAL PROSPECTUS SUPPLEMENT
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, 2015 and our Quarterly Report on Form 10-Q for the quarter ended March 31, 2016, which we have incorporated by
reference in this prospectus supplement.

S-5
Table of Contents
THE COMPANY
We are a Virginia holding company incorporated in 1987. Our subsidiaries and affiliates and their licensees are engaged in the manufacture
and sale of cigarettes, other tobacco products and other nicotine-containing products in markets outside of the United States of America. Our
products 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.
Our portfolio of international and local brands is led by Marlboro, the world's best selling international cigarette, which accounted for
approximately 34% of our total 2015 shipment volume. Marlboro is complemented in the premium-price category by Merit, Parliament and
Virginia S. Our leading mid-price brands are L&M and Philip Morris. Other leading international brands include Bond Street, Chesterfield, Lark,
Muratti, Next and Red & White.
We also own a number of important local cigarette brands, such as Dji Sam Soe, Sampoerna and U Mild in Indonesia, Champion, Fortune,
Hope and Jackpot in the Philippines, Apollo-Soyuz and Optima in Russia, Morven Gold in Pakistan, Boston in Colombia, Belmont, Canadian
Classics and Number 7 in Canada, Best in Serbia, f6 in Germany, Delicados in Mexico, Assos in Greece and Petra in the Czech Republic and
Slovakia. While there are a number of markets where local brands remain important, international brands are expanding their share in numerous
markets. With international brands contributing approximately 73% of our shipment volume in 2015, we are well positioned to continue to benefit
from this trend.
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-6
Table of Contents
USE OF PROCEEDS
We will receive net proceeds (before expenses) from this offering of approximately $1,023,395,000. We intend to add the net proceeds to our
general funds, which may be used:

· for general corporate purposes;

· to refinance debt;

· to meet our working capital requirements; or

· to repurchase our common stock.
If we do not use the net proceeds immediately, we will temporarily invest them in short-term, interest-bearing obligations.
RATIOS OF EARNINGS TO FIXED CHARGES
The following table sets forth our historical ratios of earnings available for fixed charges to fixed charges for the periods indicated. This
information should be read in conjunction with the consolidated financial statements and the accompanying notes incorporated by reference in this
prospectus supplement.

Three
http://www.sec.gov/Archives/edgar/data/1413329/000119312516572381/d186069d424b2.htm[5/2/2016 3:58:23 PM]

FINAL PROSPECTUS SUPPLEMENT
Months
Ended

March 31,
Years Ended December 31,

2016
2015 2014
2013
2012
2011
Ratios of earnings to fixed charges

8.3

8.9 9.4 11.3 12.7 13.0
Earnings available for fixed charges represent earnings before income taxes and fixed charges excluding capitalized interest, net of
amortization. Fixed charges represent interest expense, amortization of debt discount and expenses and capitalized interest, plus that portion of
rental expense estimated to be the equivalent of interest.

S-7
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, 2015 and our Quarterly Report on Form 10-Q for the quarter ended March 31, 2016, 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,

2014
2015
2015
2016
(in millions except

per share amounts)

Consolidated Statement of Earnings Data:

Net revenues
$80,106
$73,908
$17,352
$16,788
Cost of sales
10,436
9,365
2,229
2,096
Excise taxes on products
50,339
47,114
10,736
10,705

Gross profit
19,331
17,429
4,387
3,987
Marketing, administration and research costs
7,001
6,656
1,494
1,496
Asset impairment and exit costs

535

68

--

--
Amortization of intangibles

93

82

22

18

Operating income
11,702
10,623
2,871
2,473
Interest expense, net
1,052
1,008

275

247

Earnings before income taxes
10,650
9,615
2,596
2,226
Provision for income taxes
3,097
2,688

785

630
Equity (income)/loss in unconsolidated subsidiaries, net

(105)

(105)

(23)

(9)

Net earnings
7,658
7,032
1,834
1,605
Net earnings attributable to noncontrolling interests

165

159

39

75

Net earnings attributable to PMI
$ 7,493
$ 6,873
$ 1,795
$ 1,530

Earnings Per Share Data:

Basic earnings per share
$
4.76
$
4.42
$
1.16
$
0.98
Diluted earnings per share
$
4.76
$
4.42
$
1.16
$
0.98

As of
As of

December 31,

March 31,

2014
2015
2016

(in millions)

(in millions)
Balance Sheet Data:

Cash and cash equivalents

$ 1,682
$ 3,417
$
2,944
Receivables

4,004

2,778

2,989
Inventories

8,592

8,473

8,699
Deferred income taxes

533

488

485
Other current assets

673

648

811

Total current assets

15,484
15,804

15,928
Property, plant and equipment, at cost

12,759
11,767

12,202
Less accumulated depreciation

6,688

6,046

6,337

6,071

5,721

5,865
Goodwill

8,388

7,415

7,683
Other intangible assets, net

2,985

2,623

2,664
Investment in unconsolidated subsidiaries

1,083

890

942
Other assets

1,176

1,503

1,539

Total assets

$ 35,187
$ 33,956
$
34,621

Short-term borrowings

1,208

825

673
Current portion of long-term debt

1,318

2,405

2,437
Accounts payable

1,242

1,289

1,496
Other current liabilities

11,344
10,867

9,485
Long-term debt

26,929
25,250

26,683
Deferred income taxes

1,549

1,543

1,378
http://www.sec.gov/Archives/edgar/data/1413329/000119312516572381/d186069d424b2.htm[5/2/2016 3:58:23 PM]

FINAL PROSPECTUS SUPPLEMENT
Employment costs

2,202

2,566

2,602
Other liabilities

598

687

761
Stockholders' deficit

(11,203)
(11,476)

(10,894)

Total liabilities and stockholders' (deficit) equity

$ 35,187
$ 33,956
$
34,621

S-8
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 2 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 2.125% 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 $500,000,000 and will mature on May 10, 2023.
The notes due 2023 will bear interest at the rate of 2.125% per annum from May 10, 2016, payable semiannually in arrears on May 10 and
November 10 of each year, commencing November 10, 2016, to the persons in whose names the notes due 2023 are registered at the close of
business on the preceding April 26 or October 26, 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 4.250% Notes due 2044
The notes due 2044 are a series of debt securities described in the attached prospectus, which will be senior debt securities, will be issued in
the principal amount of $500,000,000 and will mature on November 10, 2044.
The notes due 2044 will bear interest at the rate of 4.250% per annum from May 10, 2016, payable semiannually in arrears on May 10 and
November 10 of each year, commencing November 10, 2016, to the persons in whose names the notes due 2044 are registered at the close of
business on the preceding April 26 or October 26, 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.
The notes due 2044 offered hereby will be a further issuance of, be fully fungible with, rank equally in right of payment with and form a
single series with the $750,000,000 principal amount of 4.250% Notes due 2044 initially issued by us on November 10, 2014.
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 10 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-9
Table of Contents
Optional Redemption
Prior to March 10, 2023 (the date that is two months prior to the scheduled maturity date for the notes due 2023), we may, at our option,
http://www.sec.gov/Archives/edgar/data/1413329/000119312516572381/d186069d424b2.htm[5/2/2016 3:58:23 PM]

FINAL PROSPECTUS SUPPLEMENT
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 March 10, 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 10 basis points plus, in either case,
accrued and unpaid interest, if any, thereon to, but excluding, the redemption date.
On or after March 10, 2023 (the date that is two months prior to the scheduled maturity date for the notes due 2023), 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)
at a redemption price equal to 100% of the principal amount of the notes due 2023 to be redeemed, plus accrued and unpaid interest, if any, thereon
to, but excluding, the redemption date.
"Comparable Treasury Issue" means the U.S. Treasury security or securities selected by an Independent Investment Banker as having an
actual or interpolated maturity comparable to the remaining term of the notes due 2023 to be redeemed (assuming for this purpose that the notes
due 2023 matured on March 10, 2023) that would be utilized, at the time of selection and in accordance with customary financial practice, in
pricing new issues of corporate debt securities of a comparable maturity to the remaining term of such notes.
"Comparable Treasury Price" means, with respect to any redemption date (1) the average of the Reference Treasury Dealer Quotations for
such redemption date, after excluding the highest and lowest such Reference Treasury Dealer Quotation or (2) if the Independent Investment
Banker obtains fewer than four such Reference Treasury Dealer Quotations, the average of all such quotations.
"Independent Investment Banker" means one of the Reference Treasury Dealers appointed by us.
"Reference Treasury Dealer" means each of Barclays Capital Inc., Citigroup Global Markets Inc., HSBC Securities (USA) Inc., J.P. Morgan
Securities LLC, Santander Investment Securities Inc. and Société Générale or their affiliates, which are primary United States government
securities dealers and one other leading primary U.S. government securities dealer in New York City reasonably designated by us; provided,
however, that if any of the foregoing shall cease to be a primary U.S. government securities dealer in New York City (a "Primary Treasury
Dealer"), we will substitute therefor another Primary Treasury Dealer.
"Reference Treasury Dealer Quotation" means, with respect to each Reference Treasury Dealer and any redemption date, the average, as
determined by the Independent Investment Banker, of the bid and asked prices for the Comparable Treasury Issue (expressed in each case as a
percentage of its principal amount) quoted in writing to the Independent Investment Banker by such Reference Treasury Dealer at 2:00 pm New
York time on the third business day preceding such redemption date.
"Treasury Rate" means, with respect to any redemption date, the rate per annum equal to the semiannual equivalent yield to maturity or
interpolated maturity (on a day count basis) of the Comparable Treasury Issue, assuming a price for the Comparable Treasury Issue (such price
expressed as a percentage of its principal amount) equal to the Comparable Treasury Price for such redemption date.
We will, or will cause the trustee or paying agent on our behalf to, mail notice of a redemption to holders of the applicable notes to be
redeemed by first-class mail (or otherwise transmit in accordance with applicable procedures of DTC) at least 30 and not more than 60 days prior
to the date fixed for redemption. Unless we default in the payment of the redemption price, on and after the redemption date, interest will cease to
accrue on

S-10
Table of Contents
the applicable notes or any portion thereof called for redemption. On or before the applicable redemption date, we will deposit with the trustee,
funds sufficient to pay the redemption price of, and (unless the redemption date shall be an interest payment date) accrued and unpaid interest on,
such notes to be redeemed on that redemption date. If fewer than all of the notes due 2023 are to be redeemed, the notes to be redeemed shall be
selected by the trustee by lot, pro rata or by such method as the trustee shall deem fair and appropriate in each case in accordance with the
applicable procedures of DTC. The trustee shall not be responsible for calculating the "make-whole" premium.
We may at any time, and from time to time, purchase notes of any series at any price or prices in the open market or otherwise.
Book-Entry Notes
We have obtained the information in this section concerning DTC, Clearstream and Euroclear, and the book-entry system and procedures
from sources that we believe to be reliable, but we take no responsibility for the accuracy of this information.
The notes will be offered and sold in principal amounts of $2,000 and integral multiples of $1,000 in excess thereof. We will issue the notes
of each series in the form of one or more permanent global notes in fully registered, book-entry form, which we refer to as the "global notes." Each
http://www.sec.gov/Archives/edgar/data/1413329/000119312516572381/d186069d424b2.htm[5/2/2016 3:58:23 PM]

Document Outline

#1">
- #1">