BRITISH AMERICAN TOBACCO PLC - Notice of additional guarantor to the holders of certain series of securities

Notice of additional guarantor to the holders of certain series of securities

British American Tobacco p.l.c.
Incorporated in England and Wales
(Registration number: 03407696)
Short name: BATS
Share code: BTI
ISIN number: GB0002875804
("British American Tobacco p.l.c." or "the Company")


2 August 2017
                                BRITISH AMERICAN TOBACCO P.L.C.


Notice of an additional guarantor to the holders of certain series of securities: (i) issued by Reynolds
American Inc. (“RAI”) and R. J. Reynolds Tobacco Company (“RJRT”) and (ii) issued by B.A.T.
International Finance p.l.c. ("BATIF"):


    A. On 25 July 2017, British American Tobacco p.l.c. ("BAT") acceded as a guarantor of certain
       securities issued by its indirect, wholly owned subsidiaries RAI and RJRT.
        RAI is the issuer under an indenture, dated 31 May 2006, as supplemented (the “RAI
        Indenture”), between RAI, The Bank of New York Mellon Trust Company, N.A., as trustee (the
        “Trustee”) and certain subsidiaries of RAI as guarantors. There is approximately $12.7 billion
        aggregate principal amount of unsecured RAI debt securities (the "RAI Notes") outstanding
        under the RAI Indenture.

        In addition, RAI’s indirect, wholly owned subsidiary, RJRT, is the issuer (as a successor to
        Lorillard Tobacco Company) under an indenture dated 23 June 2009, as supplemented (the
        “RJRT Indenture”) between RJRT, the Trustee, RAI and R.J. Reynolds Tobacco Holdings, Inc. (a
        direct, wholly owned subsidiary of RAI), as guarantors. There is approximately $284 million
        aggregate principal amount of unsecured RJRT debt securities (the “RJRT Notes”) outstanding
        under the RJRT Indenture.

        On 25 July 2017, BAT became a guarantor, on an unsecured basis, of the RAI Notes under the
        RAI Indenture pursuant to a supplemental indenture thereto, and became a guarantor of the
        RJRT Notes under the RJRT Indenture pursuant to a supplemental indenture thereto and a
        related guarantee agreement.

    B. On 2 August 2017, RAI acceded as an additional guarantor of existing debt securities issued by
       BATIF pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended, in
       the aggregate principal amount of approximately $5.4 billion (the "BATIF Notes"). The BATIF
       Notes are also guaranteed by BAT, British American Tobacco Holdings (The Netherlands) B.V.
       and, in respect of certain series only, B.A.T. Netherlands Finance B.V.
Enquiries

British American Tobacco Press Office
+44 (0)20 7845 2888 (24 hours)|@BATPress


Investor Relations
Mike Nightingale/Rachael Brierley/Sabina Marshman
+44 (0)20 7845 1180/1519/1781


British American Tobacco p.l.c.
Globe House
4 Temple Place
London WC2R 2PG


Sponsor: UBS South Africa (Pty) Ltd

Date: 02/08/2017 04:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 information disseminated through SENS.