Shardul Amarchand Mangaldas advises British American Tobacco on USD 1.4 billion strategic stake divestment in ITC

June 3, 2025

Shardul Amarchand Mangaldas & Co. advised British American Tobacco p.l.c. on a strategic divestment of approx. 2.5% stake held by Tobacco Manufacturers (India) Limited, a wholly owned subsidiary of BAT in ITC Limited (one of the largest FMCG conglomerates in India) by way of a secondary transfer on the stock exchanges. The deal was valued at approximately USD 1.4 billion.

 

This transaction follows BAT’s earlier sale of a 3.5% stake in ITC in March 2024, which was among the largest on-market divestments by a majority non-public shareholders in a prohibited sector.

 

The transaction team was led by Mithun V. Thanks, Partner; Manjari Tyagi, Partner; Deepika Goyal, Principal Associate; Shraddha Suryavanshi, Principal Associate; Doorva Tripathi, Senior Associate; Pankhuri Swarnim, Associate; Kashvi Vachhani, Associate.

 

Citibank N.A. acted as the authorized dealer bank for repatriating proceeds and as the custodian for the client.

 

Herbert Smith Freehills advised BAT on the governance/corporate procedures of BAT under the laws of United Kingdom. Cains Advocates Limited, Isle of Man provided local law assistance to TMI to undertake the Divestment.

 

Citigroup Global Markets India Private Limited (“Citigroup”) and Goldman Sachs (India) Securities Private Limited (“GS Securities”) were the brokers on the transaction.

 

AZB & Partners advised Citigroup Global Markets India Private Limited (“Citigroup”) and Goldman Sachs (India) Securities Private Limited (“GS Securities”) on the Block Trade Agreement.

 

Citigroup and GS Securities were also advised by Ashurst LLP on certain overseas aspects of the block trade.