Business Context and Reporting Period
This Form 6-K is a report filed by British American Tobacco p.l.c. on September 6, 2019. The filing serves to incorporate by reference an Underwriting Agreement and related Indentures into the Company's Form F-3 Registration Statement (File No. 333-232691). The document details the execution of debt financing instruments rather than reporting operational results for a specific fiscal period.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, or liquidity. The document focuses exclusively on the legal framework for a debt issuance. Key financial terms are defined by the attached exhibits, specifically the Underwriting Agreement and Indentures, but the principal amounts, interest rates, and maturity dates are not explicitly stated in the provided text.
Material Changes
The material change reported is the execution of a new debt facility. On September 3, 2019, B.A.T Capital Corporation entered into an Underwriting Agreement with BofA Securities, Inc., Barclays Capital Inc., Citigroup Global Markets Inc., Deutsche Bank Securities Inc., and HSBC Securities (USA) Inc. On September 6, 2019, the Company executed an Indenture and four Supplemental Indentures with Citibank, N.A., acting as trustee and agent.
Guidance, Outlook, and Risks
The filing contains no management commentary, financial guidance, or outlook. The primary risk context is the legal obligation created by the new debt instruments. The filing includes legal opinions from Cravath, Swaine & Moore LLP, Linklaters LLP, Stibbe N.V., and Kilpatrick Townsend & Stockton LLP regarding the validity of the debt issuance.
Investor Verification Checklist
- Verify the principal amount and interest rate of the debt issued under the September 3, 2019 Underwriting Agreement.
- Review the specific covenants and maturity dates detailed in the Indenture and Supplemental Indentures (Exhibits 4.1 through 4.5).
- Confirm the identity of the Guarantors party to the Underwriting Agreement and Indentures.
- Check the Form F-3 Registration Statement (File No. 333-232691) for the full prospectus details incorporated by reference.