British American Tobacco outlines five-part note sale by two issuers

Chicago, July 31 – British American Tobacco is planning to sell five notes, all guaranteed, through two issuing entities, according to a 424B5 filing with the Securities and Exchange Commission on Monday.

B.A.T Capital Corp. will be issuing four fixed-rate notes, due 2030, 2033, 2043 and 2053.

The notes will be guaranteed by British American Tobacco plc, B.A.T. International Finance plc, B.A.T. Netherlands Finance BV and Reynolds American Inc.

B.A.T. International Finance will be issuing one tranche of notes due 2029.

British American Tobacco, B.A.T Capital, B.A.T. Netherlands Finance and Reynolds American will be guaranteeing the notes.

Each of the notes will have make-whole call provisions and then par call options at certain points.

BofA Securities, Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Santander US Capital Markets LLC and Wells Fargo Securities, LLC are working as joint bookrunners.

Citigroup Global Markets Inc., Commerz Markets LLC, Mizuho Securities USA LLC and SMBC Nikko Securities America, Inc. are also bookrunners.

Citibank, NA will be the trustee.

The company is using Cravath, Swaine & Moore LLP, Linklaters LLP, Stibbe NV and Womble Bond Dickinson (US) LLP for legal matters. Davis Polk & Wardwell London LLP is advising the underwriters.

Proceeds will be used to fund a concurrent tender offer, with any remaining proceeds earmarked for general corporate purposes.

The notes will be listed on the New York Stock Exchange.

British American Tobacco is a London-based international tobacco company.

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