UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): February 11, 2013
REYNOLDS AMERICAN INC.
(Exact name of registrant as specified in its charter)
| | | | |
| North Carolina | | 1-32258 | | 20-0546644 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
401 North Main Street
Winston-Salem, North Carolina 27101
(Address of principal executive offices) (Zip Code)
336-741-2000
(Registrant’s telephone number, including area code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 9.01. | Financial Statements and Exhibits. |
On December 18, 2012, Reynolds American Inc. (“RAI”) filed a Current Report on Form 8-K to report the entry by R. J. Reynolds Tobacco Company, a wholly owned subsidiary of RAI (“RJRT”), and BATUS Japan, Inc., a wholly owned subsidiary of British American Tobacco p.l.c. (“BATUSJ”), into an Amendment and Extension Agreement (the “Amendment”), modifying the American-blend Cigarette Manufacturing Agreement, effective as of January 1, 2010, between RJRT and BATUSJ. This Current Report on Form 8-K is being filed for the purpose of filing the Amendment with the Securities and Exchange Commission.
(d) Exhibits
| | |
Number | | Exhibit |
| |
| 10.1 * | | Amendment and Extension Agreement, dated December 17, 2012, by and between R. J. Reynolds Tobacco Company and BATUS Japan, Inc. |
| * | Portions of this exhibit have been omitted and filed separately with the Securities and Exchange Commission as part of an application for confidential treatment pursuant to the Exchange Act. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | |
| REYNOLDS AMERICAN INC. |
| |
| By: | | /s/ McDara P. Folan, III |
| Name: | | McDara P. Folan, III |
| Title: | | Senior Vice President, Deputy General Counsel and Secretary |
Date: February 11, 2013
INDEX TO EXHIBITS
| | |
Number | | Exhibit |
| |
| 10.1 * | | Amendment and Extension Agreement, dated December 17, 2012, by and between R. J. Reynolds Tobacco Company and BATUS Japan, Inc. |
| * | Portions of this exhibit have been omitted and filed separately with the Securities and Exchange Commission as part of an application for confidential treatment pursuant to the Exchange Act. |
