RNS Number : 0355L
National Grid PLC
03 September 2019
THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT
QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE
MEANING OF ARTICLE 7(1) OF THE MARKET ABUSE REGULATION (EU)
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO
ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS
TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN
ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA
ISLANDS), ANY STATE OF THE UNITED STATES OR THE DISTRICT OF
COLUMBIA (the United States) OR IN OR INTO ANY OTHER JURISDICTION
WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS
NGG FINANCE PLC ANNOUNCES RESULTS OF ITS TENDER OFFER
3 September 2019. NGG Finance plc (the Offeror) announces today
the results of its invitation to holders of its outstanding
EUR1,250,000,000 Fixed Rate Resettable Capital Securities due 2076
(ISIN: XS0903531795) (the Capital Securities) to tender their
Capital Securities for purchase by the Offeror for cash (such
invitation, the Offer).
The Offer was announced on 27 August 2019 and was made on the
terms and subject to the conditions contained in the tender offer
memorandum dated 27 August 2019 (the Tender Offer Memorandum)
prepared by the Offeror. Capitalised terms used in this
announcement but not defined have the meaning given to them in the
Tender Offer Memorandum.
The Expiration Deadline for the Offer was 4.00 p.m. (London
time) on 2 September 2019.
As at the Expiration Deadline, the Offeror had received valid
tenders of EUR1,019,116,000.00 in aggregate principal amount of the
Capital Securities for purchase pursuant to the Offer.
The Offeror announces that it has decided to set the Final
Acceptance Amount at EUR1,019,116,000.00 and, therefore, subject to
the satisfaction (or waiver) of the New Financing Condition on or
prior to the Settlement Date, it will accept for purchase all
Capital Securities validly tendered pursuant to the Offer in full,
with no pro rata scaling.
The Purchase Price the Offeror will pay for those Capital
Securities accepted for purchase pursuant to the Offer is 103.537
per cent. of their principal amount, and the Offeror will also pay
an Accrued Interest Payment in respect of such Capital
A summary of the final results of the Offer appears below:
Description ISIN / amount validly
of the Capital Common tendered pursuant Final Acceptance Scaling Purchase Purchase
Securities Code to the Offer Amount Factor Yield Price
------------------ --------------- -------------------- -------------------- --------------- --------- ---------
Capital -0.25 103.537
Securities XS0903531795 per per
due 2076 / 090353179 EUR1,019,116,000.00 EUR1,019,116,000.00 Not Applicable cent. cent.
Subject to the satisfaction (or waiver) of the New Financing
Condition, settlement of the purchase of the relevant Capital
Securities pursuant to the Offer is expected to take place on 5
September 2019, after which EUR230,884,000.00 in aggregate
principal amount of the Capital Securities will remain
Following the completion and settlement of the Offer on 5
September 2019, more than 80 per cent. of the initial aggregate
principal amount of the Capital Securities will have been purchased
by the Offeror. Pursuant to the terms and conditions of the Capital
Securities, the Offeror will have the option to redeem all of the
remaining outstanding Capital Securities that were not validly
tendered for purchase pursuant to the Offer at their principal
amount together with accrued interest thereon up to the effective
date of redemption of the Capital Securities, subject to the
required notice period.
The Offeror intends to exercise this option following the
settlement of the Offer.
Barclays Bank PLC (Telephone: +44 20 3134 8515; Attention:
Liability Management Group; Email: firstname.lastname@example.org); BNP Paribas
(Telephone: +44 20 7595 8668; Attention: Liability Management
Group; Email: email@example.com); Goldman Sachs
International (Telephone: +44 20 7552 6157; Attention: Liability
Management Group; Email: firstname.lastname@example.org); and J.P.
Morgan Securities plc (Telephone: +44 20 7134 2468; Attention:
Liability Management; Email: email@example.com) are acting as
Dealer Managers for the Offer.
Lucid Issuer Services Limited (Telephone: +44 20 7704 0880;
Attention: David Shilson / Thomas Choquet; Email:
firstname.lastname@example.org) is acting as Tender Agent for the Offer.
This announcement is released by NGG Finance plc and contains
information that qualified or may have qualified as inside
information for the purposes of Article 7 of the Market Abuse
Regulation (EU) 596/2014 (MAR), encompassing information relating
to the Offer described above. For the purposes of MAR and Article 2
of Commission Implementing Regulation (EU) 2016/1055, this
announcement is made by Deborah Waller
(email@example.com), Senior Legal Adviser at National
DISCLAIMER This announcement must be read in conjunction with
the Tender Offer Memorandum. No offer or invitation to acquire any
securities is being made pursuant to this announcement. The
distribution of this announcement and the Tender Offer Memorandum
in certain jurisdictions may be restricted by law. Persons into
whose possession this announcement and/or the Tender Offer
Memorandum comes are required by each of the Offeror, the Dealer
Managers and the Tender Agent to inform themselves about, and to
observe, any such restrictions.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact firstname.lastname@example.org or visit www.rns.com.
(END) Dow Jones Newswires
September 03, 2019 04:42 ET (08:42 GMT)
Copyright (c) 2019 Dow Jones & Company, Inc.
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