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PHILIP MORRIS INTERNATIONAL INC. 6.875% NOTES DUE 2014

Promissory Note

PHILIP MORRIS INTERNATIONAL INC. 

 

 
  
  
  
  
 
 
  
 6.875% NOTES DUE 2014 | Document Parties: PHILIP MORRIS INTERNATIONAL INC. | CEDE & CO | HSBC BANK USA, NATIONAL ASSOCIATION You are currently viewing:
This Promissory Note involves

PHILIP MORRIS INTERNATIONAL INC. | CEDE & CO | HSBC BANK USA, NATIONAL ASSOCIATION

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Title: PHILIP MORRIS INTERNATIONAL INC. 6.875% NOTES DUE 2014
Governing Law: New York     Date: 11/17/2008

PHILIP MORRIS INTERNATIONAL INC. 

 

 
  
  
  
  
 
 
  
 6.875% NOTES DUE 2014, Parties: philip morris international inc. , cede & co , hsbc bank usa  national association
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Exhibit 4.1

REGISTERED

No.                

PHILIP MORRIS INTERNATIONAL INC.

 

 

 

 

 

 

 

 

6.875% NOTES DUE 2014

  

PRINCIPAL AMOUNT

 

 

 

  

$            

 

 

 

  

CUSIP NO. 718172 AG4

 

 

 

  

ISIN NO. US718172AG43

THIS NOTE IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE THEREOF. UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR NOTES IN CERTIFICATED FORM, THIS NOTE MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITORY TRUST COMPANY (THE “DEPOSITARY”) TO A NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY. UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITARY TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY NOTE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITARY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITARY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.

PHILIP MORRIS INTERNATIONAL INC., a Virginia corporation (hereinafter called the “Company”, which term includes any successor corporation under the Indenture hereinafter referred to), for value received, hereby promises to pay to Cede & Co. or registered assigns, the principal sum of $             on March 17, 2014, and to pay interest thereon from November 17, 2008 or from the most recent Interest Payment Date to which interest has been paid or duly provided for, semi-annually in arrears on March 17 and September 17, in each year, commencing March 17, 2009, at the rate of 6.875% per annum until the principal hereof is paid or made available for payment.

The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in the Indenture, be paid to the Person in whose name this Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 2 or September 2, (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest


not so punctually paid or duly provided for shall forthwith cease to be payable to the Holder on such Regular Record Date and may be paid to the Person in whose name this Note (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee for the Notes, notice whereof shall be given to Holders of Notes not less than 10 days prior to such Special Record Date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Notes may be listed, and upon such notice as may be required by such exchange, all as more fully provided in said Indenture.

Payment of the principal of (and premium, if any) and interest on this Note will be made at the office or agency of the Company maintained for that purpose in the Borough of Manhattan, The City of New York, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided , however , that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear on the Securities Register or by wire transfer at such place and to such account at a banking institution in the United States as may be designated in writing to the Trustee at least 15 days prior to the date for payment by the person entitled thereto. All payments of principal, premium, if any, and interest in respect of this Note will be made by the Company in immediately available funds.

Additional provisions of this Note are contained on the reverse hereof, and such provisions shall have the same effect as though fully set forth in this place.

Unless the certificate of authentication hereon has been executed by or on behalf of the Trustee for the Notes by manual signature, this Note shall not be entitled to any benefit under the Indenture, or be valid or obligatory for any purpose.


IN WITNESS WHEREOF, PHILIP MORRIS INTERNATIONAL INC. has caused this instrument to be duly executed under its corporate seal.

 

 

 

 

 

Dated: November 17, 2008

 

PHILIP MORRIS INTERNATIONAL INC.

 

 

By:

 

 

Name:

 

Marco Kuepfer

Title:

 

Vice President Finance and Treasurer

[SEAL]

 

 

 

 

Attest:

 

 

 

 

By:

 

 

Name:

 

G. Penn Holsenbeck

Title:

 

Vice President and Corporate Secretary

 

 

 

 

 

 

 

 

 

 

 

Signature page to 2014 global note no. 1


CERTIFICATE OF AUTHENTICATION

This is one of the Securities of the series designated therein described in the within-mentioned Indenture.

 

 

 

 

HSBC BANK USA, NATIONAL ASSOCIATION,

as Trustee

 

 

By:

 

 

 

 

Authorized Officer


(Reverse of Note)

PHILIP MORRIS INTERNATIONAL INC.

This Note is one of a duly authorized issue of debentures, notes or other evidences of indebtedness (hereinafter called the “Securities”) of the Company of the series hereinafter specified, which series is limited in aggregate principal amount to $1,250,000,000 (except as provided in the Indenture hereinafter mentioned), all such Securities issued and to be issued under an Indenture dated as of April 25, 2008 between the Company and HSBC Bank USA, National Association, as Trustee (herein called the “Indenture”), to which Indenture and all other indentures supplemental thereto reference is hereby made for a statement of the rights and limitations of rights


 
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