0000950157-17-001116.txt : 20170725 0000950157-17-001116.hdr.sgml : 20170725 20170725101728 ACCESSION NUMBER: 0000950157-17-001116 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170725 FILED AS OF DATE: 20170725 DATE AS OF CHANGE: 20170725 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: British American Tobacco p.l.c. CENTRAL INDEX KEY: 0001303523 STANDARD INDUSTRIAL CLASSIFICATION: CIGARETTES [2111] FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32258 FILM NUMBER: 17979533 BUSINESS ADDRESS: STREET 1: GLOBE HOUSE STREET 2: 4 TEMPLE PLACE CITY: LONDON STATE: X0 ZIP: WC2R 2PG BUSINESS PHONE: 44-207-845-2000 MAIL ADDRESS: STREET 1: GLOBE HOUSE STREET 2: 4 TEMPLE PLACE CITY: LONDON STATE: X0 ZIP: WC2R 2PG REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BATUS Holdings Inc CENTRAL INDEX KEY: 0001699021 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32258 FILM NUMBER: 17979531 BUSINESS ADDRESS: STREET 1: 103 FOULK ROAD, SUITE 201-3 CITY: WILMINGTON STATE: DE ZIP: 19803 BUSINESS PHONE: 302-691-6327 MAIL ADDRESS: STREET 1: 103 FOULK ROAD, SUITE 201-3 CITY: WILMINGTON STATE: DE ZIP: 19803 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Louisville Securities Ltd CENTRAL INDEX KEY: 0001645463 STATE OF INCORPORATION: X0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32258 FILM NUMBER: 17979532 BUSINESS ADDRESS: STREET 1: GLOBE HOUSE, 4 TEMPLE PLACE CITY: LONDON STATE: X0 ZIP: WC2R 2PG BUSINESS PHONE: 442078451000 MAIL ADDRESS: STREET 1: GLOBE HOUSE, 4 TEMPLE PLACE CITY: LONDON STATE: X0 ZIP: WC2R 2PG ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: REYNOLDS AMERICAN INC CENTRAL INDEX KEY: 0001275283 STANDARD INDUSTRIAL CLASSIFICATION: CIGARETTES [2111] IRS NUMBER: 200546644 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 401 NORTH MAIN ST CITY: WINSTON SALEM STATE: NC ZIP: 27102 BUSINESS PHONE: 3367412000 MAIL ADDRESS: STREET 1: 401 NORTH MAIN ST CITY: WINSTON SALEM STATE: NC ZIP: 27102 4 1 form4.xml X0306 4 2017-07-25 0001275283 REYNOLDS AMERICAN INC RAI 0001303523 British American Tobacco p.l.c. GLOBE HOUSE 4 TEMPLE PLACE LONDON X0 WC2R 2PG UNITED KINGDOM true 0001645463 Louisville Securities Ltd GLOBE HOUSE 4 TEMPLE PLACE LONDON X0 WC2R 2PG UNITED KINGDOM true 0001699021 BATUS Holdings Inc 103 FOULK ROAD, SUITE 201-3 WILMINGTON DE 19803 true Common Stock 2017-07-25 4 P 0 824757460 A 1426125631 I See footnotes On July 25, 2017, through a merger between a wholly-owned subsidiary of British American Tobacco p.l.c. ("BAT") and Reynolds American Inc. ("RAI"), each issued and outstanding share of common stock, par value $0.0001 per share, of RAI ("RAI common stock") (other than shares owned by BAT and its subsidiaries and shares held by stockholders who have properly asserted (and not lost or effectively withdrawn) a demand for appraisal rights) was automatically converted into the right to receive the merger consideration, consisting of (1) a number of BAT American depositary shares ("BAT ADSs") representing 0.5260 of an ordinary share, nominal value 25 pence per share, of BAT ("BAT ordinary share") plus (2) $29.44 in cash, without interest. On July 24, 2017, the last trading day for RAI common stock, the closing price of RAI common stock was $65.40 per share, the closing price of a BAT ordinary share was 54.13 pounds sterling and the closing price of a BAT ADS was $69.25. BATUS Holdings Inc. ("BATUS") is the record holder and direct beneficial owner of 824,757,460 shares (the "BATUS owned shares") of RAI common stock. Brown & Williamson Holdings, Inc. ("B&W") is the record and direct beneficial owner of 601,368,171 shares (the "B&W owned shares" and, together with the BATUS owned shares, the "Shares") of RAI common stock. BATUS may be considered to be an indirect beneficial owner of the B&W owned shares by virtue of its direct ownership of all of the equity and voting power of B&W. Louisville Securities Limited ("Louisville") may be considered to be an indirect beneficial owner of the Shares by virtue of its direct ownership of all of the equity and voting power of BATUS and indirect ownership of all of the equity and voting power of B&W. BAT may be considered to be an indirect beneficial owner of the Shares by virtue of its indirect ownership of all the equity and voting power of BATUS and B&W. BAT and Louisville disclaim beneficial ownership of the shares reported herein except to the extent of its pecuniary interest therein and this report shall not be deemed an admission that either BAT or Louisville is a beneficial owner of RAI common stock for purposes of Section 16 or for any other purpose. BATUS disclaims beneficial ownership of the B&W owned shares except to the extent of its pecuniary interest therein and this report shall not be deemed an admission that BATUS is a beneficial owner of the B&W owned shares for purposes of Section 16 or for any other purpose. /s/ Paul McCrory, Company Secretary, on behalf of British American Tobacco p.l.c. 2017-07-25 /s/ Robert J. Casey, Director, on behalf of Louisville Securities Limited 2017-07-25 /s/ L. Brent Cotton, Director, on behalf of BATUS Holdings Inc. 2017-07-25