PHILIP MORRIS INTERNATIONAL INC. (Exact Name of Registrant As Specified in Its Charter)
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-33708 PHILIP MORRIS INTERNATIONAL INC. (Exact name of registrant as specified in its charter) Virginia 13-3435103 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 120 Park Avenue, New York, New York 10017 (Address of principal executive offices) (Zip Code) 917-663-2000 (Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Title of each class Name of each exchange on which registered Common Stock, no par value New York Stock Exchange 5.650% Notes due 2018 New York Stock Exchange 1.875% Notes due 2019 New York Stock Exchange 1.625% Notes due 2019 New York Stock Exchange 1.375% Notes due 2019 New York Stock Exchange 1.875% Notes due 2019 New York Stock Exchange 2.125% Notes due 2019 New York Stock Exchange 2.000% Notes due 2020 New York Stock Exchange Floating Notes due 2020 New York Stock Exchange 1.750% Notes due 2020 New York Stock Exchange 4.500% Notes due 2020 New York Stock Exchange 1.875% Notes due 2021 New York Stock Exchange 1.875% Notes due 2021 New York Stock Exchange 4.125% Notes due 2021 New York Stock Exchange 2.900% Notes due 2021 New York Stock Exchange 2.625% Notes due 2022 New York Stock Exchange 2.375% Notes due 2022 New York Stock Exchange 2.500% Notes due 2022 New York Stock Exchange 2.500% Notes due 2022 New York Stock Exchange 2.625% Notes due 2023 New York Stock Exchange 2.125% Notes due 2023 New York Stock Exchange 3.600% Notes due 2023 New York Stock Exchange Title of each class Name of each exchange on which registered 2.875% Notes due 2024 New York Stock Exchange 0.625% Notes due 2024 New York Stock Exchange 3.250% Notes due 2024 New York Stock Exchange 2.750% Notes due 2025 New York Stock Exchange 3.375% Notes due 2025 New York Stock Exchange 2.750% Notes due 2026 New York Stock Exchange 2.875% Notes due 2026 New York Stock Exchange 3.125% Notes due 2027 New York Stock Exchange 3.125% Notes due 2028 New York Stock Exchange 2.875% Notes due 2029 New York Stock Exchange 3.125% Notes due 2033 New York Stock Exchange 2.000% Notes due 2036 New York Stock Exchange 1.875% Notes due 2037 New York Stock Exchange 6.375% Notes due 2038 New York Stock Exchange 4.375% Notes due 2041 New York Stock Exchange 4.500% Notes due 2042 New York Stock Exchange 3.875% Notes due 2042 New York Stock Exchange 4.125% Notes due 2043 New York Stock Exchange 4.875% Notes due 2043 New York Stock Exchange 4.250% Notes due 2044 New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes No Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes No Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer Accelerated filer Non-accelerated filer (Do not check if a smaller reporting company) Smaller reporting company Emerging growth company 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. Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No As of June 30, 2017, the aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was approximately $182 billion based on the closing sale price of the common stock as reported on the New York Stock Exchange. Class Outstanding at January 31, 2018 Common Stock, 1,553,229,898 shares no par value DOCUMENTS INCORPORATED BY REFERENCE Document Parts Into Which Incorporated Portions of the registrant’s definitive proxy statement for use in connection with its annual Part III meeting of shareholders to be held on May 9, 2018, to be filed with the Securities and Exchange Commission (“SEC”) on or about March 29, 2018. TABLE OF CONTENTS Page PART I Item 1. Business 1 Item 1A. Risk Factors 6 Item 1B. Unresolved Staff Comments 11 Item 2. Properties 11 Item 3. Legal Proceedings 12 Item 4. Mine Safety Disclosures 12 PART II Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 12 Item 6. Selected Financial Data 15 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 16 Item 7A. Quantitative and Qualitative Disclosures About Market Risk 68 Item 8. Financial Statements and Supplementary Data 69 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 122 Item 9A. Controls and Procedures 122 Item 9B. Other Information 122 PART III Item 10. Directors, Executive Officers and Corporate Governance 123 Item 11. Executive Compensation 123 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 124 Item 13. Certain Relationships and Related Transactions, and Director Independence 124 Item 14. Principal Accounting Fees and Services 124 PART IV Item 15. Exhibits and Financial Statement Schedules 124 Signatures 130 In this report, “PMI,” “we,” “us” and “our” refers to Philip Morris International Inc. and its subsidiaries. PART I Item 1. Business. (a) General Development of Business General Philip Morris International Inc. is a Virginia holding company incorporated in 1987. Our subsidiaries and affiliates and their licensees are engaged in the manufacture and sale of cigarettes and other nicotine-containing products in markets outside of the United States of America. We are building our future on smoke-free products that are a much better consumer choice than continuing to smoke cigarettes. Through multidisciplinary capabilities in product development, state-of-the-art facilities and scientific substantiation, we aim to ensure that our smoke-free products meet adult consumer preferences and rigorous regulatory requirements. Our vision is that these products ultimately replace cigarettes to the benefit of adult smokers, society, our company and our shareholders. Our cigarettes 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 and is led by Marlboro, the world’s best-selling international cigarette, which accounted for approximately 35% of our total 2017 cigarette shipment volume. Marlboro is complemented in the premium-price category by Parliament. Our other leading international cigarette brands are Bond Street, Chesterfield, L&M, Lark and Philip Morris. These seven international cigarette brands contributed approximately 75% of our cigarette shipment volume in 2017. We also own a number of important local cigarette brands, such as Dji Sam Soe, Sampoerna A and Sampoerna U in Indonesia; Fortune and Jackpot in the Philippines; Belmont and Canadian Classics in Canada; and Delicados in Mexico. While there are a number of markets where local brands remain important, international brands are expanding their share in numerous markets. In addition to our leading cigarette brand portfolio, we are engaged in the development and commercialization of smoke-free alternatives to cigarettes. Reduced-risk products ("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 an aerosol that contains far lower quantities of harmful and potentially harmful constituents than found in cigarette smoke.