Current Report Filing (8-k)
09 Mai 2022 - 09:20PM
Edgar (US Regulatory)
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 9,
2022
Philip Morris International Inc.
(Exact name of registrant as specified in its charter)
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Virginia
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1-33708
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13-3435103
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.)
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120 Park Avenue |
New York |
New York |
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10017-5592 |
(Address of principal executive offices) |
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(Zip Code) |
Registrant's telephone number, including area code:
(917) 663-2000
(Former name or former address, if changed since last
report.)
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
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☐ |
Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the
Act:
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Title of each
class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
Common Stock, no par value |
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PM |
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New York Stock Exchange |
2.375% Notes due 2022 |
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PM22B |
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New York Stock Exchange |
2.500% Notes due 2022 |
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PM22 |
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New York Stock Exchange |
2.500% Notes due 2022 |
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PM22C |
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New York Stock Exchange |
2.625% Notes due 2023 |
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PM23 |
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New York Stock Exchange |
2.125% Notes due 2023 |
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PM23B |
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New York Stock Exchange |
3.600% Notes due 2023 |
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PM23A |
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New York Stock Exchange |
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Title of each
class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
2.875% Notes due 2024 |
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PM24 |
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New York Stock Exchange |
2.875% Notes due 2024 |
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PM24C |
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New York Stock Exchange |
0.625% Notes due 2024 |
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PM24B |
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New York Stock Exchange |
3.250% Notes due 2024 |
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PM24A |
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New York Stock Exchange |
2.750% Notes due 2025 |
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PM25 |
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New York Stock Exchange |
3.375% Notes due 2025 |
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PM25A |
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New York Stock Exchange |
2.750% Notes due 2026 |
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PM26A |
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New York Stock Exchange |
2.875% Notes due 2026 |
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PM26 |
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New York Stock Exchange |
0.125% Notes due 2026 |
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PM26B |
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New York Stock Exchange |
3.125% Notes due 2027 |
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PM27 |
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New York Stock Exchange |
3.125% Notes due 2028 |
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PM28 |
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New York Stock Exchange |
2.875% Notes due 2029 |
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PM29 |
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New York Stock Exchange |
3.375% Notes due 2029 |
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PM29A |
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New York Stock Exchange |
0.800% Notes due 2031 |
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PM31 |
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New York Stock Exchange |
3.125% Notes due 2033 |
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PM33 |
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New York Stock Exchange |
2.000% Notes due 2036 |
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PM36 |
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New York Stock Exchange |
1.875% Notes due 2037 |
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PM37A |
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New York Stock Exchange |
6.375% Notes due 2038 |
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PM38 |
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New York Stock Exchange |
1.450% Notes due 2039 |
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PM39 |
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New York Stock Exchange |
4.375% Notes due 2041 |
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PM41 |
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New York Stock Exchange |
4.500% Notes due 2042 |
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PM42 |
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New York Stock Exchange |
3.875% Notes due 2042 |
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PM42A |
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New York Stock Exchange |
4.125% Notes due 2043 |
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PM43 |
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New York Stock Exchange |
4.875% Notes due 2043 |
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PM43A |
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New York Stock Exchange |
4.250% Notes due 2044 |
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PM44 |
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New York Stock Exchange |
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Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of this chapter).
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Emerging
growth company
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If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange
Act.
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Item 7.01.
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Regulation FD Disclosure.
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On May 9, 2022, Philip Morris International Inc. (“PMI”) issued a
press release confirming, in response to recent market speculation,
that discussions are ongoing between PMI and Swedish Match AB
("Swedish Match") regarding a potential offer for Swedish Match. A
copy of the press release is attached hereto as Exhibit 99.1 and is
incorporated by reference to this Item 7.01 of this Current Report
on Form 8-K.
In accordance with General Instruction B.2 of Form 8-K, the
information in Item 7.01 of this Current Report on Form 8-K,
including Exhibit 99.1 shall not be deemed “filed” for the purposes
of Section 18 of the Securities Exchange Act of 1934, as amended,
or otherwise subject to the liabilities of that section. The
information in Item 7.01 of this Current Report on Form 8-K shall
not be incorporated by reference into any filing or other document
pursuant to the Securities Act of 1933, as amended, except as may
be expressly set forth by specific reference in such filing or
document.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING
STATEMENTS
This report contains forward-looking statements concerning ongoing
offer discussions made pursuant to the safe harbor provisions of
the Private Securities Litigation Reform Act of 1995. These
statements may generally, but not always, be identified by the use
of words such as "anticipates", "intends", "expects", "believes",
or similar expressions. By their nature, forward-looking statements
involve risk and uncertainty because they relate to events and
depend on circumstances that will occur in the future. There can be
no assurance that actual results will not differ materially from
those expressed or implied by these forward-looking statements due
to many factors, many of which are outside the control of PMI. Any
such forward-looking statements speak only as of the date on which
they are made and PMI has no obligation (and undertakes no such
obligation) to update or revise any of them, whether as a result of
new information, future events or otherwise, except for in
accordance with applicable laws and regulations.
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Item 9.01.
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Financial Statements and Exhibits.
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104
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Cover Page Interactive Data File (the cover page XBRL tags are
embedded within the Inline XBRL document and contained in Exhibit
101)
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly
authorized.
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PHILIP MORRIS INTERNATIONAL INC. |
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By: |
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/s/ DARLENE QUASHIE HENRY |
Name: |
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Darlene Quashie Henry |
Title: |
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Vice President, Associate General Counsel & Corporate
Secretary |
Date: May 9, 2022
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