British American Tobacco and Rothmans International merger completed

07 JUN 1999

British American Tobacco and Rothmans International announce that the merger of the two companies was completed this morning, when British American Tobacco issued 604,336,627 Ordinary Shares and 241,734,651 Convertible Preference Shares in consideration for the acquisition of Rothmans International and the Ordinary Shares were admitted to the official list of the London Stock Exchange.

As a result, Compagnie Financière Richemont AG and Rembrandt Group Limited together indirectly own 35 per cent of the fully diluted ordinary share capital of British American Tobacco, comprising 27.8 per cent of the issued ordinary share capital and 100 per cent of the Convertible Preference Shares. The Richemont and Rembrandt interests are held jointly through R & R Holdings S.A., a Luxembourg company, which is two-thirds owned by Richemont and one-third by Rembrandt.

Bill Ryan, formerly Chief Executive of Rothmans International, has joined the British American Tobacco Board as Deputy Managing Director. Johann Rupert, Chief Executive of Richemont and Chairman of Rembrandt, and Jan du Plessis, Finance Director of Richemont, have joined the Board as non-executive Directors.

Commenting on the completion of the merger following the receipt of all necessary regulatory clearances, Martin Broughton, Chairman of British American Tobacco, said:

"I am delighted that we have completed the merger within the very demanding timetable set for the end of the second quarter. Today's announcement is a tribute to the people in both companies who have worked with such enthusiasm to complete the merger as quickly as possible. I am confident that their continued dedication will ensure that the work we have already done in the planning process will result in the successful integration of the two companies."