Securities Registration (section 12(b)) (8-a12b)
November 08 2017 - 12:04PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
8-A
FOR
REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Philip Morris
International Inc.
(Exact Name of Registrant as Specified in Its Charter)
Virginia
(State of
incorporation or organization)
13-3435103
(I.R.S. Employer Identification No.)
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120 Park Avenue,
New York, New York
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10017
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(Address of Principal Executive Offices of Registrant)
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(Zip Code)
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Securities to be registered pursuant to Section 12(b) of the Act:
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Title of Each Class
to be so Registered
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Name of Each Exchange on Which
Each Class is to be Registered
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0.625% Notes due 2024
1.875% Notes due 2037
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New York Stock Exchange
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If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), please check the following box. ☒
If this form relates to the registration of a class of securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), please check the following box. ☐
Securities Act registration statement file number to which this form relates:
333-216046
Securities
to be registered pursuant to Section 12(g) of the Act:
None.
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1.
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Description of Registrants Securities to be Registered
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The descriptions of the
general terms and provisions of the 0.625% Notes due 2024 and 1.875% Notes due 2037 of Philip Morris International Inc. (the Registrant), to be registered hereby, contained under the heading Description of Debt Securities in
the Registrants Registration Statement on Form
S-3
(No.
333-216046)
(the Registration Statement) and under the heading Description of Notes
in the Registrants Prospectus Supplement, dated November 3, 2017, to the Prospectus contained in the Registration Statement and filed pursuant to Rule 424(b) of the Securities Act of 1933, as amended, are incorporated by reference herein.
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Exhibit
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Description
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4.1
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Form of 0.625% Global Note due 2024 (incorporated by reference to Exhibit 4.1 to Current Report on Form
8-K
filed by the Registrant on November 8, 2017).
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4.2
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Form of 1.875% Global Note due 2037 (incorporated by reference to Exhibit 4.2 to Current Report on Form
8-K
filed by the Registrant on November 8, 2017).
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4.3
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Indenture, dated as of April 25, 2008, between the Registrant and HSBC Bank USA, National Association, as Trustee (incorporated by reference to Exhibit 4.3 to the Registrants Registration Statement on Form
S-3
(No.
333-150449),
dated April 25, 2008).
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SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this registration
statement to be signed on its behalf by the undersigned, thereto duly authorized.
Dated: November 8, 2017
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PHILIP MORRIS INTERNATIONAL INC.
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By:
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/s/ Jerry Whitson
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Name:
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Jerry Whitson
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Title:
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Deputy General Counsel and Corporate Secretary
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INDEX TO EXHIBITS
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Exhibit
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Description
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4.1
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Form of 0.625% Global Note due 2024 (incorporated by reference to Exhibit 4.1 to Current Report on Form
8-K
filed by the Registrant on November 8, 2017).
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4.2
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Form of 1.875% Global Note due 2037 (incorporated by reference to Exhibit 4.2 to Current Report on Form
8-K
filed by the Registrant on November 8, 2017).
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4.3
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Indenture, dated as of April 25, 2008, between the Registrant and HSBC Bank USA, National Association, as Trustee (incorporated by reference to Exhibit 4.3 to the Registrants Registration Statement on Form
S-3
(No.
333-150449),
dated April 25, 2008).
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