BT DE Investments Inc. Amends Organigram Holdings Stake Filing

TL;DR

BT DE Investments Inc. is now the official filer for Organigram Holdings stake, replacing Anthony B. Petitt. No ownership change details yet.

AI Summary

BT DE Investments Inc. filed an amendment (No. 4) to its Schedule 13D on December 10, 2024, regarding its holdings in Organigram Holdings Inc. The filing indicates a change in the reporting person, with BT DE Investments Inc. now listed as the filer, replacing Anthony B. Petitt. No specific changes in beneficial ownership percentages or dollar amounts were detailed in this amendment.

Why It Matters

This amendment signals a change in the entity responsible for reporting significant ownership in Organigram Holdings, which could be a precursor to further strategic actions or simply a corporate restructuring.

Risk Assessment

Risk Level: medium — Amendments to Schedule 13D filings can indicate shifts in investor strategy or corporate control, warranting close monitoring.

Key Players & Entities

• BT DE Investments Inc. (company) — Reporting Person
• Organigram Holdings Inc. (company) — Subject Company
• Anthony B. Petitt (person) — Previous Reporting Person
• Bradley C. Brasser (person) — Legal Counsel
• Jones Day (company) — Legal Firm

FAQ

Filing Documents

• d852501dsc13da.htm (SC 13D/A) — 114KB
• 0001193125-24-274521.txt ( ) — 116KB

From the Filing

SC 13D/A 1 d852501dsc13da.htm SC 13D/A SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4) ORGANIGRAM HOLDINGS, INC. (Name of Issuer) Common Shares, no par value (Title of Class of Securities) 68620P101 (CUSIP Number) Anthony B. Petitt BT DE Investments Inc. 103 Foulk Road, Suite 111 Wilmington, Delaware 19803 (302) 656-1950 With a copy to: Bradley C. Brasser Jones Day 90 South Seventh Street, Suite 4950 Minneapolis, Minnesota 55402 (612) 217-8886 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 6, 2024 (Date of Event Which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. Note : Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent. * The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on 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 (the Exchange Act) or otherwise subject to the liabilities of that section of the Exchange Act but shall be subject to all other provisions of the Exchange Act (however, see the Notes). CUSIP: 68620P101 Page: Page 2 of 11 1 NAMES OF REPORTING PERSONS BT DE Investments Inc. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)(b) 3 SEC USE ONLY 4 SOURCE OF FUNDS AF (See Item 3) 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 0 8 SHARED VOTING POWER 32,571,942 9 SOLE DISPOSITIVE POWER 0 10 SHARED DISPOSITIVE POWER 32,571,942 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 32,571,942 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 25.8% (1) 14 TYPE OF REPORTING PERSON CO (1) Based on 126,156,673 Common Shares outstanding after giving effect to the Common Shares issued in connection with the completion of the Motif Acquisition as represented to the Reporting Person by the Issuer. Following the completion of the Motif Acquisition on December 6, 2024, the Reporting Person beneficially owned 32,571,942 Common Shares and 8,463,435 Preferred Shares, representing 25.8% of the issued and outstanding Common Shares and 100% of the Preferred Shares, in each case on a non-diluted basis. If the Third Tranche were completed on the date hereof, the Reporting Person would beneficially own 40,107,741 Common Shares and 13,820,811 Preferred Shares, which would represent 30% of the issued and outstanding Common Shares and 100% of the issued and outstanding Preferred Shares, in each case on a non-diluted basis. CUSIP: 68620P101 Page: Page 3 of 11 1 NAMES OF REPORTING PERSONS British American Tobacco p.l.c. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)(b) 3 SEC USE ONLY 4 SOURCE OF FUNDS AF (See Item 3) 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION England and Wales NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 0 8 SHARED VOTING POWER 32,571,942 9 SOLE DISPOSITIVE POWER 0 10 SHARED DISPOSITIVE POWER 32,571,942 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 32,571,942 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 25.8% (1) 14 TYPE OF REPORTING PERSON CO (1) Based on 126,156,673 Common Shares outstanding after giving effect to the Common Shares issued in connection with the completion of the Motif Acquisition as represented to the Reporting Person by the Issuer. Following the completion of the Motif Acquisition on December 6, 2024, the Reporting Person beneficially owned 32,571,942 Common Shares and 8,463,435 Preferred Shares, representing 25.8% of the issued and outstanding Common Shares and 100% of the Preferred Shares, in each case on a non-diluted basis. If the Third Tranche were completed on the date hereof, the Reporting Person would beneficially own 40,107,741 Common Shares and 13,820,811

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