R.J. Reynolds Tobacco Holdings, Inc. Commences Private Debt Offering
June 21 2005 - 10:40AM
PR Newswire (US)
R.J. Reynolds Tobacco Holdings, Inc. Commences Private Debt
Offering WINSTON-SALEM, N.C., June 21 /PRNewswire-FirstCall/ --
Reynolds American Inc. (NYSE:RAI), announced today that its direct
wholly owned subsidiary, R.J. Reynolds Tobacco Holdings, Inc.
("RJR"), is commencing an offering of secured notes due 2010 and
2015 in an aggregate principal amount of $500 million
(collectively, the "Notes"). (Logo:
http://www.newscom.com/cgi-bin/prnh/20040720/CLTU061LOGO ) Payment
of the Notes will be jointly, severally and unconditionally
guaranteed by RAI and by certain direct and indirect subsidiaries
of RJR. The Notes and related guarantees will be secured by the
stock of RJR and certain subsidiaries of RJR, indebtedness of RJR
and certain subsidiaries of RJR (if owed to RJR or a guarantor) and
principal property (as defined in the indenture governing the
Notes) of RJR or the guarantors (other than RAI). The security for
the Notes and guarantees may be released under certain
circumstances as described in the indenture. RJR intends to use the
proceeds from the private offering of Notes to purchase its 7-3/4%
notes due May 2006 prior to maturity in a cash tender offer
commenced today. This announcement is not an offer to purchase, a
solicitation of an offer to purchase, or an offer to sell any
securities of RJR. The Notes will not be registered under the
Securities Act of 1933, as amended (the "Securities Act"), or
applicable state securities laws, and may not be offered or sold in
the United States absent registration or an applicable exemption
from the registration requirements of the Securities Act and
applicable states laws. The offering of Notes will be made through
initial purchasers within the United States only to qualified
institutional buyers under Rule 144A under the Securities Act and
outside the United States only to non-U.S. investors under
Regulation S of the Securities Act. Cautionary Information
Regarding Forward-Looking Statements Statements included in this
news release that are not historical in nature are forward-looking
statements made pursuant to the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995. These statements
regarding RAI's future performance and financial results inherently
are subject to a variety of risks and uncertainties, described in
the forward- looking statements. These risks and uncertainties
include: the substantial and increasing regulation and taxation of
the cigarette industry; various legal actions, proceedings and
claims relating to the sale, distribution, manufacture,
development, advertising, marketing and claimed health effects of
cigarettes that are pending or may be instituted against RAI or its
subsidiaries; the substantial payment obligations and limitations
on the advertising and marketing of cigarettes under various
litigation settlement agreements; the continuing decline in volume
in the domestic cigarette industry; competition from other
cigarette manufacturers, including increased promotional activities
and the growth of deep-discount brands; the success or failure of
new product innovations and acquisitions; the responsiveness of
both the trade and consumers to new products and marketing and
promotional programs; the ability to realize the benefits and
synergies arising from the combination of RJR Tobacco and the U.S.
cigarette and tobacco business of B&W; any potential costs or
savings associated with realigning the cost structure of RAI and
its subsidiaries; the ability to achieve efficiencies in
manufacturing and distribution operations without negatively
affecting sales; the cost of tobacco leaf and other raw materials
and other commodities used in products; the effect of market
conditions on the performance of pension assets, foreign currency
exchange rate risk, interest rate risk and the return on corporate
cash; the rating of RJR's securities; any adverse impacts from the
transition of the packaging operations formerly conducted by RJR
Packaging, LLC, an indirect wholly owned subsidiary of RJR, to the
buyers of RJR Packaging, LLC's businesses; and the potential
existence of significant deficiencies or material weaknesses in
internal controls over financial reporting that may be identified
during the performance of testing required under Section 404 of the
Sarbanes-Oxley Act of 2002. Due to these uncertainties and risks,
you are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this
news release. Except as provided by federal securities laws, RAI is
not required to publicly update or revise any forward-looking
statement, whether as a result of new information, future events or
otherwise. Reynolds American Inc. is the parent company of R.J.
Reynolds Tobacco Company, Santa Fe Natural Tobacco Company, Inc.,
Lane Limited and R.J. Reynolds Global Products, Inc. R.J. Reynolds
Tobacco Company, the second- largest U.S. tobacco company,
manufactures about one of every three cigarettes sold in the United
States, including five of the nation's 10 best-selling brands:
Camel, Winston, Kool, Salem and Doral. Santa Fe Natural Tobacco
Company, Inc. manufactures Natural American Spirit cigarettes and
other tobacco products, and markets them both nationally and
internationally. Lane Limited manufactures several roll-your-own,
pipe tobacco and little cigar brands, and distributes Dunhill
tobacco products. R.J. Reynolds Global Products, Inc. manufactures,
sells and distributes American-blend cigarettes and other tobacco
products to a variety of customers worldwide. Copies of RAI's news
releases, annual reports, SEC filings and other financial materials
are available on the company's Web site,
http://www.reynoldsamerican.com/ . Photo:
http://www.newscom.com/cgi-bin/prnh/20040720/CLTU061LOGO AP
Archive: http://photoarchive.ap.org PRN Photo Desk,
photodesk@prnewswire.com DATASOURCE: Reynolds American Inc.
CONTACT: Investor Relations, Ken Whitehurst of Reynolds American
Inc., +1-336-741-0951; or Media, Seth Moskowitz for Reynolds
American Inc., +1-336-741-7698 Web site: http://www.rjrt.com/
http://www.reynoldsamerican.com/
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