British American Tobacco p.l.c 6-K, filed Mar 13, 2024
British American Tobacco p.l.c. (BTI)
6-K
2024-03-13
For: 2024-03-13
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April 08, 2026
About this 6-K
British American Tobacco p.l.c filed this 6-K on March 13, 2024.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934
March 13, 2024
Commission File Number: 001-38159
BRITISH AMERICAN TOBACCO P.L.C.
(Translation of registrant’s name into English)
Globe House
4 Temple Place
London WC2R 2PG
United Kingdom
(Address of principal executive office)
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form
40-F ☐
This report includes materials as exhibits that have been published and made available by British American Tobacco p.l.c. (the “Registrant”) as of March 13, 2024.
The information contained in Exhibit 1 to this Form 6-K, except the information contained in the reference to “of 2-2.5x adjusted net debt / adjusted EBITDA” in the third sentence of the
second paragraph is incorporated by reference into the Form S-8 Registration Statements File Nos. 333-223678, 333-219440 and 333-237186 of the Registrant and into the Form F-3 Registration Statement File Nos. 333-265958,
333-265958-01, 333-265958-02, 333-265958-03, 333-265958-04 and 333-265958-05 of the Registrant, British American Tobacco Holdings (The Netherlands) B.V., Reynolds American Inc., B.A.T. Netherlands Finance B.V., B.A.T.
International Finance p.l.c. and B.A.T Capital Corporation, and related Prospectuses, as such Registration Statements and Prospectuses may be amended from time to time.
EXHIBIT INDEX
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Exhibit
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Description
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
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British American Tobacco p.l.c.
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By:
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/s/ Claire Dhokia
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| Name: |
Claire Dhokia | |||
| Title: |
Deputy Company Secretary |
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Date: March 13, 2024
Exhibit 1
13 March 2024
Completion of Block Trade of 436,851,457 Ordinary Shares in ITC Limited
Further to our announcement on 12 March 2024, BAT PLC (“BAT” or the “Group”) has completed the block trade of 436,851,457 ordinary shares (the “Block Trade Shares”) in ITC
Limited (“ITC”) to institutional investors by way of an accelerated bookbuild process (the “Block Trade”). The Block Trade Shares represent c.3.5 per cent of ITC’s issued ordinary share capital.
Net proceeds from the Block Trade amount to INR 166.9bn (approximately £1.5bn at current exchange rates). As indicated in our announcement made on 12 March 2024, BAT intends to use the net
proceeds to buy back BAT shares over a period ending December 2025, starting with £700m in 2024. This will enable the allocation of operating cashflow to fund investment in our transformation, continue to deleverage towards our new target range
of 2-2.5x adjusted net debt / adjusted EBITDA, while also maintaining a progressive dividend and supporting a sustainable share buyback.
ENDS
Enquiries
Media Centre
+44 (0) 20 7845 2888 (24 hours) | press_office@bat.com | @BATplc
+44 (0) 20 7845 2888 (24 hours) | press_office@bat.com | @BATplc
Investor Relations
Victoria Buxton: +44 (0) 20 7845 2012 | IR_team@bat.com
Victoria Buxton: +44 (0) 20 7845 2012 | IR_team@bat.com
About BAT
BAT is a leading, multi-category consumer goods business. Our purpose is to create A Better Tomorrow™ by Building a Smokeless World. This commitment is demonstrated by our ambition to generate 50% of our
revenue from non-combustible products by 2035.
The company continues to be clear that combustible cigarettes pose serious health risks, and the only way to avoid these risks is not to start or to quit. To help Build a Smokeless World, BAT encourages those who
would otherwise continue to smoke to switch completely to scientifically-substantiated alternatives.
BAT aims to have 50 million consumers of its non-combustible products by 2030 and to generate £5 billion of New Categories revenue by 2025. BAT has a range of Sustainability targets, including a 50% reduction in Scope
1 and 2 GHG emissions and a 50% reduction in Scope 3 GHG emissions by 2030 (vs 2020 baseline), and 100% of packaging to be reusable, recyclable or compostable by 2025.
BAT employs over 46,000 people and, in 2023, the BAT Group generated revenue of £27.28 billion, with an adjusted profit from operations of £12.46 billion.
The company’s Strategic Portfolio is made up of its global cigarette brands and a growing range of nicotine and smokeless tobacco products. These include our Vapour brand Vuse; our Heated Product brand glo; and Velo
our Modern Oral (nicotine pouch) brand. These New Category products have delivered more than £3 billion in annual revenue since their introduction a decade ago.
We currently have 24 million consumers of non-combustible products, the revenue from which accounted for 16.5% of Group revenue in 2023.
* Based on the weight of evidence and assuming a complete switch from cigarette smoking. These products are not risk free and are addictive.
† Our vapour product Vuse (including Alto, Solo, Ciro and Vibe), and certain products, including Velo, Grizzly, Kodiak, and Camel Snus, which are sold in the U.S., are subject to FDA
regulation and no reduced-risk claims will be made as to these products without agency clearance.
Further information
The securities referred to herein will not be, and have not been, registered under the United States Securities Act of 1933, as amended (the
“Securities Act”) and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act.
Forward-looking statements
This release contains certain forward-looking statements, including “forward-looking” statements made within the meaning of the U.S. Private
Securities Litigation Reform Act of 1995. These statements are often, but not always, made through the use of words or phrases such as “believe,” “anticipate,” “could,” “may,” “would,” “should,” “intend,” “plan,” “potential,” “predict,” “will,”
“expect,” “estimate,” “project,” “positioned,” “strategy,” “outlook”, “target” and similar expressions. These include statements regarding our customer target ambition, New Categories revenue targets and our ESG targets, as well as statements
regarding the sale of the Block Trade Shares and the use of proceeds therefrom.
All such forward-looking statements involve estimates and assumptions that are subject to risks, uncertainties and other factors. It is believed
that the expectations reflected in this release are reasonable but they may be affected by a wide range of variables that could cause actual results to differ materially from those currently anticipated. A review of the reasons why actual results
and developments may differ materially from the expectations disclosed or implied within forward-looking statements can be found by referring to the information contained under the headings “Cautionary Statement” and “Group Principal Risks” in
the 2023 Annual Report and Form 20-F of British American Tobacco p.l.c. (BAT).
Additional information concerning these and other factors can be found in BAT’s filings with
the U.S. Securities and Exchange Commission (“SEC”), including the Annual Report on Form 20-F and Current Reports on Form 6-K, which may be obtained free of charge at the SEC’s website, http://www.sec.gov and BAT’s Annual Reports, which may be
obtained free of charge from the BAT website www.bat.com.
Past performance is no guide to future performance and persons needing advice should consult an independent financial adviser. The forward-looking statements reflect knowledge and
information available at the date of preparation of this release and BAT undertakes no obligation to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise. Readers are cautioned not to
place undue reliance on such forward-looking statements.