On December 11, 2025, Philip Morris International Inc. (PMI") entered into a credit agreement, effective as of January 29, 2026 (the Credit Agreement"), relating to a senior unsecured revolving credit facility (the Facility") with the lenders named therein, Citibank Europe plc, UK Branch, as facility agent, and Citibank, N.A., as swingline agent. The Facility provides for borrowings up to an aggregate principal amount of USD 2.0 billion (or the equivalent in Euro) and expires on January 29, 2031, unless extended as further described in the Credit Agreement. Interest rates on borrowings under the Facility will be based on prevailing interest rates for U.S. Dollars or Euro, as applicable, and as further described in the Credit Agreement.
The Facility will be used for general corporate purposes, including to meet working capital requirements. The Credit Agreement contains certain events of default customary for credit facilities of this type (with customary grace periods, as applicable), including nonpayment of principal or interest when due; material incorrectness of representations and warranties when made; breach of covenants; bankruptcy and insolvency; unsatisfied ERISA obligations; unstayed material judgment beyond specified periods; acceleration or payment default of other material indebtedness; and invalidation of PMI's guaranty of subsidiary borrowings. The Facility will replace PMI's existing USD 2.0 billion (or the equivalent in Euro) revolving credit facility with the lenders named therein, Citibank Europe plc, UK Branch, as facility agent, and Citibank, N.A., as swingline agent, which was to expire on February 10, 2027 (the Terminating Facility").
PMI provided notice of termination of the Terminating Facility on December 11, 2025, with termination effective as of January 29, 2026, conditional upon the effectiveness of the Credit Agreement. On December 11, 2025, PMI also entered into an agreement, effective as of January 29, 2026 (the Amendment and Extension Agreement"), to amend and extend the term of its existing 1.5 billion revolving credit facility, dated December 17, 2024 (the 2024 Credit Agreement") with the lenders named therein and Citibank Europe plc, UK Branch, as facility agent. The Amendment and Extension Agreement extends the expiration date of the 2024 Credit Agreement from January 29, 2028 to January 29, 2029, pursuant to Section 2.20 of the 2024 Credit Agreement, and provides for certain other amendments to the Credit Agreement.
