0000950157-19-000048.txt : 20190115 0000950157-19-000048.hdr.sgml : 20190115 20190115131912 ACCESSION NUMBER: 0000950157-19-000048 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190115 FILED AS OF DATE: 20190115 DATE AS OF CHANGE: 20190115 FILER: COMPANY DATA: COMPANY CONFORMED NAME: British American Tobacco p.l.c. CENTRAL INDEX KEY: 0001303523 STANDARD INDUSTRIAL CLASSIFICATION: CIGARETTES [2111] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-38159 FILM NUMBER: 19526797 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 6-K 1 form6-k.htm REPORT OF FOREIGN ISSUER



 
UNITED STATES
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 and Exchange Act of 1934
 
January 15, 2019
 
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)

 
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 ☐
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐
 
 

 


 
This report includes materials as exhibits that have been published and made available by British American Tobacco p.l.c. to its shareholders, as of January 15, 2019.
 

EXHIBIT INDEX
 
Exhibit
 
Description
   
Exhibit 1
 
Press Release entitled “British American Tobacco p.l.c. Notification of Major Holdings” dated January 15, 2019.
 
  

 
 
 
 
 
 
 

 


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.
 
 
 
British American Tobacco p.l.c.
  
       
       
 
By:
/s/ Sophie Kerr  
    Name:  Sophie Kerr  
    Title:    Assistant Secretary  
       
 
Date:  January 15, 2019






 EX-1 2 ex-1.htm PRESS RELEASE
Exhibit 1
 

 
British American Tobacco p.l.c.

TR-1: Standard form for notification of major holdings

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible)
 
1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached:
British American Tobacco p.l.c.
1b. Please indicate if the issuer is a non-UK issuer (please mark with an “X” if appropriate)
Non-UK issuer
  
2. Reason for the notification (please mark the appropriate box or boxes with an “X”)
An acquisition or disposal of voting rights
X
An acquisition or disposal of financial instruments
  
An event changing the breakdown of voting rights
  
Other (please specify):
  
3. Details of person subject to the notification obligation
Name
The Capital Group Companies, Inc. (“CGC”)
City and country of registered office (if applicable)
Los Angeles, CA 90071, USA
4. Full name of shareholder(s) (if different from 3.)
Name
N/A
City and country of registered office (if applicable)
  
5. Date on which the threshold was crossed or reached:
11 January 2019
6. Date on which issuer notified (DD/MM/YYYY):
14 January 2019
7. Total positions of person(s) subject to the notification obligation
 
% of voting rights attached to shares (total of 8. A)
% of voting rights through financial instruments
(total of 8.B 1 + 8.B 2)
Total of both in % (8.A + 8.B)
Total number of voting rights of issuer
Resulting situation on the date on which threshold was crossed or reached
10.8917%
0.0000%
10.8917%
2,293,770,294
Position of previous notification (if applicable)
11.0184%
0.0000%
11.0184%
  
 
 
 
 
8. Notified details of the resulting situation on the date on which the threshold was crossed or reached
A: Voting rights attached to shares
Class/type of
shares
ISIN code (if possible)
Number of voting rights
% of voting rights
Direct
(Art 9 of Directive 2004/109/EC) (DTR5.1)
Indirect
(Art 10 of Directive 2004/109/EC) (DTR5.2.1)
Direct
(Art 9 of Directive 2004/109/EC) (DTR5.1)
Indirect
(Art 10 of Directive 2004/109/EC) (DTR5.2.1)
Ordinary Shares
(ISIN:GB0002875804)
  
227,857,208
  
9.9337%
ADRs
(ISIN:US1104481072)
  
21,974,376
  
0.9580%
         
SUBTOTAL 8. A
249,831,584
10.8917%
 
 
B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a))
Type of financial
instrument
Expiration
date
Exercise/ 
Conversion Period
Number of voting rights that may be acquired if the instrument is
exercised/converted.
% of voting rights
N/A
      
   
SUBTOTAL 8. B 1
    
 
 
 
B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b))
Type of financial instrument
Expiration
date
Exercise/
Conversion Period
Physical or cash
settlement
Number of voting rights
% of voting rights
N/A
          
     
SUBTOTAL 8.B.2
    
 
 



9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an “X”)
Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer
  
Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entity (please add additional rows as necessary)
X
Name
% of voting rights if it equals or is higher than the notifiable threshold
% of voting rights through financial instruments if it equals or is higher than the notifiable threshold
Total of both if it equals or is higher than the notifiable threshold
The Capital Group Companies, Inc.
Holdings by CG Management companies are set out below:
10.8917%
0.0000%
10.8917%
● Capital Guardian Trust Company1
      
● Capital International, Inc.1
      
● Capital International Limited1
      
● Capital International Sàrl1
      
● Capital Research and Management Company2
10.6802%
0.0000%
10.6802%
 1Indirect subsidiaries of Capital Research and Management Company.
 2Subsidiary of The Capital Group Companies, Inc.
 
10. In case of proxy voting, please identify:
Name of the proxy holder
N/A
The number and % of voting rights held
N/A
The date until which the voting rights will be held
N/A
 
 



11. Additional information
CGC is the parent company of Capital Research and Management Company (“CRMC”).  CRMC is a U.S.-based investment management company that manages the American Funds family of mutual funds.  CRMC manages equity assets for various investment companies through three divisions, Capital Research Global Investors, Capital International Investors and Capital World Investors.  CRMC in turn is the parent company of Capital Group International, Inc. (“CGII”), which in turn is the parent company of five investment management companies (“CGII management companies”): Capital Guardian Trust Company, Capital International, Inc., Capital International Limited, Capital International Sàrl and Capital International K.K.  The CGII management companies primarily serve as investment managers to institutional clients.
Neither CGC nor any of its affiliates own shares of British American Tobacco p.l.c. for its own account.  Rather, the shares reported on this Notification are owned by accounts under the discretionary investment management of one or more of the investment management companies described above.
 

Place of completion
Los Angeles, CA, USA
Date of completion
14 January 2019


Name of duly authorised officer of issuer responsible for making notification:

S Kerr
Assistant Secretary
British American Tobacco p.l.c.

15 January 2019

Enquiries:
Investor Relations
Mike Nightingale/Rachael Brierley/John Harney
+44 20 7845 1180/1519/1263