AMENDMENT AND EXTENSION AGREEMENT
This Amendment and Extension to the Credit Agreement (this Amendment and Extension), dated as of 29 January 2021, among PHILIP MORRIS INTERNATIONAL INC., a Virginia corporation (PMI), CITIBANK EUROPE PLC, UK BRANCH, as Facility Agent, CITIBANK, N.A., as Swingline Agent, the Extending Lenders (as defined below), the Extending Swingline Lenders (as defined below) and only with respect to Sections 1, 3, 4, 5, 6, 7, 8, 9, 10 and 11, the Non-Extending Lenders (as defined below) (the Extending Lenders, the Extending Swingline Lenders and the Non-Extending Lenders, collectively, the Lenders).
WHEREAS, PMI, the Lenders, the Facility Agent and the Swingline Agent, are parties to that certain Credit Agreement relating to a US$2,000,000,000 Revolving Credit Facility, including a US$600,000,000 swingline option, dated as of 10 February 2020 (the Credit Agreement);
WHEREAS, PMI, the Extending Lenders and Extending Swingline Lenders, the Facility Agent and the Swingline Agent desire to extend the term of the Credit Agreement;
WHEREAS, PMI, the Lenders, the Facility Agent and the Swingline Agent desire to amend certain provisions under the Credit Agreement.
NOW, THEREFORE, in consideration of the premises set forth above and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
1.Definitions. Capitalized terms used and not defined in this Amendment and Extension shall have the respective meanings given them in the Credit Agreement.
Extending Lenders means each of the undersigned lenders that is not a Non-Extending Lender.
Extending Swingline Lenders means each of the undersigned Swingline Lenders.
Non-Extending Lenders means each of the undersigned lenders which has specified in its signature page hereto to be signing the Amendment and Extension other than in connection with Section 2 hereof.
2.Extension. Each of the Extending Lenders and the Extending Swingline Lenders hereby agrees to extend, effective 10 February 2021, its respective Commitments and the Maturity Date under the Credit Agreement, for an additional one year period to 10 February 2026 pursuant to Section 2.24 of the Credit Agreement.
3.Amendment to Credit Agreement. The Credit Agreement is hereby amended as follows:
(a) The following definitions are hereby added to Section 1.1 of the Credit Agreement to read as follows:
Available Tenor means, as of any date of determination and with respect to the then-current Benchmark, as applicable, any tenor for such Benchmark or payment period for interest calculated with reference to such Benchmark, as applicable, that is or may be used for determining the length of an Interest Period pursuant to this Agreement as of such date and not including, for the avoidance of doubt, any tenor for such Benchmark that is then-removed from the definition of Interest Period pursuant to clause (e) of Section 2.8.