Obligation Philip Morris Global 2.625% ( US718172BZ15 ) en USD

Philip Morris Global

100 % ▼

Etas-Unis

US718172BZ15 ( en USD )

2.625% par an ( paiement semestriel )

18/02/2022 - Obligation échue

Prospectus brochure de l'obligation Philip Morris International US718172BZ15 en USD 2.625%, échue

2 000 USD

500 000 000 USD

718172BZ1

N/A

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 US718172BZ15, paye un coupon de 2.625% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 18/02/2022

Final Prospectus Supplement
424B2 1 d311911d424b2.htm FINAL PROSPECTUS SUPPLEMENT
Table of Contents
Filed Pursuant to Rule 424(b)(2)
Registration No. 333-216046
CALCULATION OF REGISTRATION FEE

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

Registered

Per Unit

Offering Price

Fee(1)(2)
1.625% Notes due February 21, 2019

$ 700,000,000
99.746%

$698,222,000

$ 80,923.93
Floating Rate Notes due February 21, 2020

$ 300,000,000
100.000%

$300,000,000

$ 34,770.00
2.000% Notes due February 21, 2020

$1,000,000,000
99.388%

$993,880,000

$115,190.69
2.625% Notes due February 18, 2022

$ 500,000,000
99.416%

$497,080,000

$ 57,611.57

(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
$288,496.19.
(2)
Paid herewith.
Table of Contents
Prospectus Supplement to Prospectus dated February 14, 2017
Philip Morris International Inc.

$700,000,000 1.625% Notes due 2019
$300,000,000 Floating Rate Notes due 2020
$1,000,000,000 2.000% Notes due 2020
$500,000,000 2.625% Notes due 2022

The notes due 2019 will mature on February 21, 2019, the floating rate notes due 2020 will mature on February 21, 2020, the fixed rate notes
due 2020 will mature on February 21, 2020 and the notes due 2022 will mature on February 18, 2022. Interest on the notes due 2019 is payable
semiannually on February 21 and August 21 of each year, beginning August 21, 2017. Interest on the floating rate notes due 2020 is payable
quarterly on February 21, May 21, August 21 and November 21 of each year, beginning May 21, 2017. Interest on the fixed rate notes due 2020 is
payable semiannually on February 21 and August 21 of each year, beginning August 21, 2017. Interest on the notes due 2022 is payable
semiannually on February 18 and August 18 of each year, beginning August 18, 2017. We may redeem any of the notes due 2019, the fixed rate
notes due 2020 and the notes due 2022 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.
Application will be made to have the notes listed on the New York Stock Exchange.
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.
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Final Prospectus Supplement

Public
Underwriting
Proceeds to Us

Offering Price

Discount

(before expenses)

Per
Per
Per

Note

Total

Note

Total

Note

Total

1.625% Notes due 2019
99.746%
$698,222,000 0.150% $1,050,000 99.596% $697,172,000
Floating Rate Notes due 2020
100.000%
$300,000,000 0.200% $ 600,000 99.800% $299,400,000
2.000% Notes due 2020
99.388%
$993,880,000 0.200% $2,000,000 99.188% $991,880,000
2.625% Notes due 2022
99.416%
$497,080,000 0.300% $1,500,000 99.116% $495,580,000
The public offering prices set forth above do not include accrued interest. Interest on the notes of each series will accrue from February 21,
2017.

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 February 21, 2017.
Joint Book-Running Managers

BNP PARIBAS

Citigroup

Credit Suisse

Deutsche Bank Securities

ING
Co-Managers

BBVA

UBS Investment Bank
Prospectus Supplement dated February 15, 2017
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-6
STATEMENTS

iii
THE COMPANY

S-7
THE COMPANY

1
USE OF PROCEEDS

S-8
RISK FACTORS

1
RATIOS OF EARNINGS TO FIXED CHARGES

S-8
USE OF PROCEEDS

2
SUMMARY OF SELECTED HISTORICAL FINANCIAL
RATIOS OF EARNINGS TO FIXED CHARGES

2
DATA

S-9
DESCRIPTION OF DEBT SECURITIES

2
DESCRIPTION OF NOTES

S-10
DESCRIPTION OF DEBT WARRANTS

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

17
CONSIDERATIONS

S-21
LEGAL MATTERS

17
UNDERWRITING

S-26
EXPERTS

17
OFFERING RESTRICTIONS

S-28
DOCUMENTS INCORPORATED BY REFERENCE

S-30
LEGAL MATTERS

S-30
EXPERTS

S-30

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
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Final Prospectus Supplement
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, BNP Paribas Securities Corp., Citigroup Global Markets Inc., Credit Suisse Securities
(USA) LLC, Deutsche Bank Securities Inc. and ING Financial Markets 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, Deutsche Bank Securities 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
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Final Prospectus Supplement
accordance with an exemption from, or in a transaction not subject to, the prospectus requirements of applicable securities laws.

ii
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, 2016, the portions of our Definitive Proxy Statement on
Schedule 14A filed with the SEC on March 24, 2016 that are incorporated by reference in our Annual Report on Form 10-K for the year ended
December 31, 2015 and our Current Reports on Form 8-K filed with the SEC on January 30, 2017, February 2, 2017 (the Item 8.01 Form 8-K
only) and February 7, 2017.
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.
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Final Prospectus Supplement
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.

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
$700,000,000 total principal amount of 1.625% notes due 2019, maturing February 21,
2019.
$300,000,000 total principal amount of floating rate notes due 2020, maturing February
21, 2020.

$1,000,000,000 total principal amount of 2.000% notes due 2020, maturing February 21,

2020.
$500,000,000 total principal amount of 2.625% notes due 2022, maturing February 18,
2022.

Interest Rates
The notes due 2019 will bear interest from February 21, 2017 at the rate of 1.625% per
annum.
The floating rate notes due 2020 will bear interest from February 21, 2017 at the rate per
annum, reset quarterly, equal to three month LIBOR plus 0.420%.
The fixed rate notes due 2020 will bear interest from February 21, 2017 at the rate of
2.000% per annum.
The notes due 2022 will bear interest from February 21, 2017 at the rate of 2.625% per
annum.

Interest Payment Dates
For the notes due 2019, February 21 and August 21 of each year, beginning on August
21, 2017.
For the floating rate notes due 2020, February 21, May 21, August 21 and November 21
of each year, beginning on May 21, 2017.
For the fixed rate notes due 2020, February 21 and August 21 of each year, beginning on
August 21, 2017.
For the notes due 2022, February 18 and August 18 of each year, beginning on August
18, 2017.

Ranking
The notes will be our senior unsecured obligations and will rank equally in right of
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Final Prospectus Supplement
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.

S-3
Table of Contents
Optional Redemption
We may, at our option, redeem the notes due 2019, 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 2019
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.

We may, at our option, redeem the fixed rate notes due 2020, 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 fixed

rate notes due 2020 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 January 18, 2022 (the date that is one month prior to the scheduled maturity
date for the notes due 2022), we may, at our option, redeem the notes due 2022, 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 2022 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 January 18, 2022 (the date that is one month prior to the scheduled maturity
date for the notes due 2022), we may, at our option, redeem the notes due 2022, 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 2022 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 (before expenses) from this offering of approximately
$2,484,032,000. 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 may temporarily invest them in

short-term, interest-bearing obligations.
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Final Prospectus Supplement

S-4
Table of Contents
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-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, 2016, which we have incorporated by reference in this prospectus supplement.

S-6
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 35% of our total 2016 shipment volume. Marlboro is complemented in the premium-price category by Parliament and Virginia S.
Our leading mid-price brands are L&M, Lark, Merit, Muratti and Philip Morris. Other leading international brands include Bond Street,
Chesterfield, 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
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; 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 77% of our shipment volume in 2016, we are well positioned to continue to benefit from this trend.
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Final Prospectus Supplement
In addition to the manufacture and sale of cigarettes and other tobacco products, we are engaged in the development and commercialization
of Reduced-Risk Products ("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 continued smoking. We have a range of RRPs in various stages of development,
scientific assessment and commercialization. Because our RRPs do not burn tobacco, they produce far lower quantities of harmful and potentially
harmful compounds than found in cigarette smoke.
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 (before expenses) from this offering of approximately $2,484,032,000. 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 may 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.

Years Ended December 31,

2016 2015 2014
2013
2012
Ratios of earnings to fixed charges
9.6 8.9 9.4 11.3 12.7
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-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, 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.

Year Ended

December 31,

2015

2016

(in millions except

per share amounts)

Consolidated Statement of Earnings Data:

Net revenues
$ 73,908 $ 74,953
Cost of sales

9,365
9,391
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Excise taxes on products
47,114
48,268

Gross profit
17,429
17,294
Marketing, administration and research costs

6,656
6,405
Asset impairment and exit costs

68
--
Amortization of intangibles

82
74

Operating income
10,623
10,815
Interest expense, net

1,008
891

Earnings before income taxes

9,615
9,924
Provision for income taxes

2,688
2,768
Equity (income)/loss in unconsolidated subsidiaries, net

(105)
(94)

Net earnings

7,032
7,250
Net earnings attributable to noncontrolling interests

159
283

Net earnings attributable to PMI
$
6,873 $
6,967

Earnings Per Share Data:

Basic earnings per share
$
4.42 $
4.48
Diluted earnings per share
$
4.42 $
4.48

As of

December 31,

2015
2016

(in millions)

Balance Sheet Data:

Cash and cash equivalents

$ 3,417
$ 4,239
Receivables

2,778

3,499
Inventories

8,473

9,017
Deferred income taxes

488

--
Other current assets

648

853

Total current assets

15,804
17,608
Property, plant and equipment, at cost

11,767
12,360
Less accumulated depreciation

6,046

6,296

5,721

6,064
Goodwill

7,415

7,324
Other intangible assets, net

2,623

2,470
Investment in unconsolidated subsidiaries

890

1,011
Deferred income taxes

360

859
Other assets

1,143

1,515

Total assets

$ 33,956
$ 36,851

Short-term borrowings

825

643
Current portion of long-term debt

2,405

2,573
Accounts payable

1,289

1,666
Other current liabilities

10,867
11,585
Long-term debt

25,250
25,851
Deferred income taxes

1,543

1,897
Employment costs

2,566

2,800
Other liabilities

687

736
Stockholders' deficit

(11,476)
(10,900)

Total liabilities and stockholders' (deficit) equity

$ 33,956
$ 36,851

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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 1.625% Notes due 2019
The notes due 2019 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 $700,000,000 and will mature on February 21, 2019.
The notes due 2019 will bear interest at the rate of 1.625% per annum from February 21, 2017, payable semiannually in arrears on
February 21 and August 21 of each year, commencing August 21, 2017, to the persons in whose names the notes due 2019 are registered at the
close of business on the preceding February 6 or August 6, 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/1413329/000119312517047725/d311911d424b2.htm[2/17/2017 4:33:58 PM]

Final Prospectus Supplement
Certain Terms of the Floating Rate Notes due 2020
The floating rate notes due 2020 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 $300,000,000 and will mature on February 21, 2020.
Interest Payment Dates
The floating rate notes due 2020 will bear interest from February 21, 2017, payable quarterly in arrears on February 21, May 21, August 21
and November 21 of each year, commencing on May 21, 2017, to the persons in whose names the floating rate notes due 2020 are registered at the
close of business on the preceding February 6, May 6, August 6 and November 6, each a record date, as the case may be (whether or not a New
York business day (as defined below)). If any interest payment date (other than the maturity date or any earlier repayment date) falls on a day that
is not a New York business day, the payment of interest that would otherwise be payable on such date will be postponed to the next succeeding
New York business day, except that if such New York business day falls in the next succeeding calendar month, the applicable interest payment
date will be the immediately preceding New York business day. If the maturity date or any earlier repayment date of the floating rate notes due
2020 falls on a day that is not a New York business day, the payment of principal, premium, if any, and interest, if any, otherwise payable on such
date will be postponed to the next succeeding New York business day, and no interest on such payment will accrue from and after the maturity date
or earlier repayment date, as applicable.
A "New York business day" is any day other than a Saturday, Sunday or other day on which commercial banks are required or permitted by
law, regulation or executive order to be closed in New York City.
Interest Reset Dates
The interest rate will be reset quarterly on February 21, May 21, August 21 and November 21, commencing on May 21, 2017. However, if
any interest reset date would otherwise be a day that is not a New York business

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day, such interest reset date will be the next succeeding day that is a New York business day, except that if the next succeeding New York business
day falls in the next succeeding calendar month, the applicable interest reset date will be the immediately preceding New York business day.
Interest Periods and Interest Rate
The initial interest period will be the period from and including February 21, 2017 to but excluding the first interest reset date. The interest
rate in effect during the initial interest period will be equal to LIBOR plus 0.420%, determined two London business days prior to February 21,
2017. A "London business day" is a day on which dealings in deposits in U.S. dollars are transacted in the London interbank market.
After the initial interest period, the interest periods will be the periods from and including an interest reset date to but excluding the
immediately succeeding interest reset date, except that the final interest period will be the period from and including the interest reset date
immediately preceding the maturity date to but excluding the maturity date. The interest rate per annum for the floating rate notes due 2020 in any
interest period will be equal to LIBOR plus 0.420%, as determined by the calculation agent. The interest rate in effect for the 15 calendar days
prior to any repayment date earlier than the maturity date will be the interest rate in effect on the fifteenth day preceding such earlier repayment
date.
The interest rate on the floating rate notes due 2020 will be limited to the maximum rate permitted by New York law, as the same may be
modified by United States law of general application.
Upon the request of any holder of floating rate notes due 2020, the calculation agent will provide the interest rate then in effect and, if
determined, the interest rate that will become effective on the next interest reset date.
The calculation agent will determine LIBOR for each interest period on the second London business day prior to the first day of such interest
period.
LIBOR, with respect to any interest determination date, will be the offered rate for deposits of U.S. dollars having a maturity of three months
that appears on "Reuters Page LIBOR 01" at approximately 11:00 a.m., London time, on such interest determination date. If on an interest
determination date, such rate does not appear on the "Reuters Page LIBOR 01" as of 11:00 a.m., London time, or if "Reuters Page LIBOR 01" is
not available on such date, the calculation agent will obtain such rate from Bloomberg L.P.'s page "BBAM." If no offered rate appears on "Reuters
Page LIBOR 01" or Bloomberg L.P. page "BBAM" on an interest determination date, LIBOR will be determined for such interest determination
date on the basis of the rates at approximately 11:00 a.m., London time, on such interest determination date at which deposits in U.S. dollars are
offered to prime banks in the London inter-bank market by four major banks in such market selected by us, for a term of three months
https://www.sec.gov/Archives/edgar/data/1413329/000119312517047725/d311911d424b2.htm[2/17/2017 4:33:58 PM]

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