Mini-tender targets BAT

British American Tobacco has recommended that stockholders reject a mini-tender offer by TRC Capital Corporation.

In a news release issued yesterday, BAT said it had been notified of an unsolicited ‘mini-tender’ offer by TRC Capital Corporation (TRC) to purchase up to 2,000,000 American Depositary Shares (ADSs), or about 0.087 percent of the outstanding issued ordinary shares of BAT (excluding treasury shares) as at the close of business on August 16, at a price of $60.13 per ADS in cash. Each ADS represents one ordinary share of BAT.

‘TRC’s offer price is approximately 4.42 percent less than the closing price of BAT’s ADSs on 11 August 2017, the day before the mini-tender offer commenced,’ BAT said in its release.

‘BAT does not endorse TRC’s mini-tender offer and recommends that BAT ADS holders do not tender their ADSs in response to the offer because it is a mini-tender offer at a price below the market price for BAT ADSs (as of the date BAT received notice of the offer) and is subject to numerous conditions.

‘According to TRC’s offer documents, BAT ADS holders who have already tendered their shares may withdraw their ADSs at any time prior to 12:01 a.m. New York City time, on Wednesday, 13 September 2017, the expiration date set forth in the offer documents (unless extended), by following the procedures described in the offer documents…’

The full BAT release with links to information about mini-tenders is at: http://www.bat.com/group/sites/UK__9D9KCY.nsf/vwPagesWebLive/DOAQBCNN.