-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LQmzi1OnyZJX5/wLa/jbQEx6F6Uv7Yy4VfbyAW2RKL61sl8/mvsAdjy/Fqe3J+F3 dDS1tI95CPVdxD19l8jrww== 0000950123-98-001291.txt : 19980212 0000950123-98-001291.hdr.sgml : 19980212 ACCESSION NUMBER: 0000950123-98-001291 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19980211 SROS: NONE GROUP MEMBERS: ALLIED DUNBAR UNIT TRUSTS PLC GROUP MEMBERS: BAT INDUSTRIES PLC /FI SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GOVETT STRATEGIC INVESTMENT TRUST PLC CENTRAL INDEX KEY: 0001032172 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-48837 FILM NUMBER: 98532046 BUSINESS ADDRESS: STREET 1: SHACKLETON HOUSE STREET 2: 4 BATTLE BRIDGE LANE CITY: LONDON STATE: X0 ZIP: 00000 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BAT INDUSTRIES PLC /FI CENTRAL INDEX KEY: 0000799853 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: P O BOX 345 STREET 2: 50 VICTORIA ST WINDSOR HOUSE CITY: LONDON ENGLAND STATE: X0 ZIP: 00000 BUSINESS PHONE: 01101712227979 MAIL ADDRESS: STREET 1: WINDSOR HOUSE STREET 2: 50 VICTORIA STREET CITY: LONDON ENGLAND STATE: X0 ZIP: 00000 FORMER COMPANY: FORMER CONFORMED NAME: BAT INDUSTRIES PLC /FI DATE OF NAME CHANGE: 19950214 SC 13G/A 1 AMENDMENT NO. 1 TO SCHEDULE 13G 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (RULE 13d-102) INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1 )* GOVETT STRATEGIC INVESTMENT TRUST PLC (Name of Issuer) Common Stock, par value pound sterling 0.10 per share (Title of Class of Securities) 383792207 (CUSIP Number) Check the following box if a fee is being paid with this statement [ ] (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7). *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). Page 1 of 10 pages 2 CUSIP NO. 383792207 13G - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON B.A.T Industries p.l.c. - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)[ ] (b)[ ] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION England - -------------------------------------------------------------------------------- NUMBER OF 5 SOLE VOTING POWER SHARES BENEFICIALLY -0- OWNED BY EACH REPORTING PERSON WITH --------------------------------------------------------- 6 SHARED VOTING POWER 14,229,400 --------------------------------------------------------- 7 SOLE DISPOSITIVE POWER -0- --------------------------------------------------------- 8 SHARED DISPOSITIVE POWER 14,229,400 - -------------------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 14,229,400 - -------------------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] N.A. - -------------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 14.5% - -------------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON* HC - -------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! Page 2 of 10 pages 3 CUSIP NO. 383792207 13G 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Allied Dunbar Assurance plc - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)[ ] (b)[ ] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION England - -------------------------------------------------------------------------------- NUMBER OF 5 SOLE VOTING POWER SHARES BENEFICIALLY -0- OWNED BY EACH REPORTING PERSON WITH ---------------------------------------------------------- 6 SHARED VOTING POWER 10,878,250 ---------------------------------------------------------- 7 SOLE DISPOSITIVE POWER -0- ---------------------------------------------------------- 8 SHARED DISPOSITIVE POWER 10,878,250 - -------------------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 10,878,250 - -------------------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] N.A. - -------------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 11.1% - -------------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON* IC - -------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! Page 3 of 10 pages 4 Item 2(a) of the Statement on Schedule 13G, dated February 9, 1995, filed by B.A.T. Industries p.l.c., Allied Dunbar Unit Trusts plc and Allied Dunbar Assurance plc is hereby amended and restated to read in its entirety as follows: B.A.T Industries p.l.c., an English corporation ("B.A.T"), and its subsidiary Allied Dunbar Assurance plc ("Allied Dunbar"), an English corporation; Allied Dunbar and B.A.T are the beneficial owners of the Issuer's securities identified in Item 2(d) below through various subsidiaries and investment funds for which other subsidiaries of B.A.T. act as manager and investment adviser and exercise investment discretion. No such entity other than Allied Dunbar beneficially owns in excess of 5% of the class of shares in respect of which this report is being made; and B.A.T may be deemed to be the indirect beneficial owner of such securities by indirectly owning 100% of the issued and outstanding shares of the relevant subsidiaries. The filing of this statement by B.A.T shall not be construed as an admission that B.A.T is, for the purposes of Section 13(d) or 13(g) of the Act or under the laws or regulations of the United Kingdom, the beneficial owner of any securities covered by this statement. Item 2(b) of the Statement on Schedule 13G, dated February 9, 1995, filed by B.A.T. Industries p.l.c., Allied Dunbar Unit Trusts plc and Allied Dunbar Assurance plc is hereby amended and restated to read in its entirety as follows: Address of Principal Business Office or, if none, Residence: B.A.T. Industries p.l.c. Windsor House 50 Victoria Street London SW1H ONL England Allied Dunbar Assurance plc Allied Dunbar Centre Swindon SN1 1EL England Page 4 of 10 pages 5 Item 2(c) of the Statement on Schedule 13G, dated February 9, 1995, filed by B.A.T Industries p.l.c., Allied Dunbar Unit Trusts plc and Allied Dunbar Assurance plc is hereby amended and restated to read in its entirety as follows: B.A.T. Industries p.l.c. - England Allied Dunbar Assurance plc - England Item 3 of the Statement on Schedule 13G, dated February 9, 1995, filed by B.A.T Industries p.l.c., Allied Dunbar Unit Trusts plc and Allied Dunbar Assurance plc is hereby amended and restated to read in its entirety as follows: This statement is filed pursuant to Rule 13d-1(b) by B.A.T, a Parent Holding Company, in accordance with Rule 13d-1(b)(ii)(G) and by Allied Dunbar Assurance plc, an Insurance Company (as defined in Section 3(a)(19) of the Act), incorporated under the laws of England. Ownership: (a) Amount Beneficially Owned: 14,229,400 The shares being reported were acquired by various subsidiaries of B.A.T. Industries and investment funds for which other subsidiaries act as manager and investment adviser and exercise investment discretion. No such entity other than Allied Dunbar beneficially owns in excess of 5% of the class of shares in respect of which this report is being made. (b) Percent of Class: 14.5% (c) Number of shares as to which person has: (i) Sole voting power: -0- (ii) Shared voting power: 14,229,400 (iii) Sole disposition power: -0- (iv) Shared disposition power: 14,229,400
Page 5 of 10 pages 6 Item 7 of the Statement on Schedule 13G, dated February 5, 1997, filed by B.A.T. Industries p.l.c., Allied Dunbar Unit Trusts p.l.c. and Allied Dunbar Assurance p.l.c. is hereby amended and restated to read in its entirety as follows: Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company: See Exhibit I. Item 10. Certifications. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. Page 6 of 10 pages 7 SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. B.A.T INDUSTRIES p.l.c. Dated February 6, 1998 By: /s/ Anthony Robert Holliman -------------------------------------- Name: Anthony Robert Holliman Title: Assistant Corporate Secretary Page 7 of 10 pages 8 SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. ALLIED DUNBAR ASSURANCE plc Dated February 10, 1998 By: /s/ ROBIN D. CLARK ------------------- Name: Robin D. Clark Title: Director, Threadneedle Investment Managers Ltd. for and on behalf of Allied Dunbar Assurance plc Page 8 of 10 pages 9 Exhibit Index
Exhibit Description Page Number - ------- ----------- ----------- I Identification and Classification of Subsidiaries 10
Page 9 of 10 pages EX-99.I 2 IDENTIFICATION AND CLASSIFICATION OF SUBSIDIARIES 1 Exhibit I The shares of GOVETT STRATEGIC INVESTMENT TRUST PLC which are the Subject of this Schedule 13G were acquired by various investment funds for which subsidiaries of B.A.T. act as manager and investment adviser and exercise investment discretion. The identity of such subsidiaries is as follows: Allied Dunbar Assurance plc Threadneedle Investment Services Allied Dunbar Centre Limited Swindon SN1 1EL 60 St. Mary Axe England London EC3A 8JQ England Eagle Star Unit Managers Limited 60 St. Mary Axe London EC3A 8JQ England Eagle Star Life Assurance Co. Ltd. 60 St. Mary Axe London EC3A 8JQ England Each of the foregoing subsidiaries is an insurance company for purposes of Item 3 of this Statement. Page 10 of 10 pages -----END PRIVACY-ENHANCED MESSAGE-----