National Grid Group PLC
31 January 2002
National Grid Scheme of Arrangement Becomes Effective
National Grid Group plc ('National Grid') announces that, as anticipated, the
scheme of arrangement (the 'Scheme') between National Grid and its shareholders
became effective this morning. Accordingly, New National Grid plc ('New National
Grid') has become the new holding company of the National Grid Group.
Following the Scheme becoming effective, New National Grid has been renamed
National Grid Group plc and National Grid has changed its name to National Grid
Holdings One plc. For the purposes of this announcement, the previous names of
the relevant companies have been used but all subsequent announcements will use
their new names.
In accordance with the Scheme, existing shares in National Grid were cancelled
and shareholders on the register at 5:30 p.m. on Wednesday, 30 January 2002
('Scheme Shareholders') received one New National Grid share for each National
Grid share held at that time. Existing National Grid American Depositary Shares
('ADS') automatically represent New National Grid ADSs. Accordingly, holders of
National Grid ADSs on the register at 4:00 p.m. (New York time) on Wednesday, 30
January 2002 will from today hold one New National Grid ADSs for each National
Grid ADS held as at that time.
National Grid has applied to the UK Listing Authority for the shares of National
Grid to be delisted from the Official List of the UK Listing Authority with
immediate effect. Dealings in the New National Grid shares issued pursuant to
the Scheme are expected to commence on the London Stock Exchange under the name
of National Grid Group plc and the symbol NGG at 8:00 a.m. today. Dealings in
New National Grid ADSs arising from the Scheme are expected to commence on the
New York Stock Exchange ('NYSE') under the name of National Grid Group plc and
the symbol NGG at 9.30 a.m. (New York time) today.
The CREST accounts of Scheme Shareholders holding National Grid shares in
uncertificated form are expected to be credited today. Definitive share
certificates for the New National Grid shares will be despatched to Scheme
Shareholders holding shares in certificated form on or before 14 February 2002.
New National Grid shares issued pursuant to the acquisition of Niagara Mohawk
Holdings, Inc. ('Niagara Mohawk') are expected to be admitted to listing under
the name of National Grid Group plc and the symbol NGG at 8:00 a.m. on 1
February 2002. Dealings in the New National Grid ADSs issued pursuant to the
acquisition of Niagara Mohawk are expected to commence on the NYSE under the
name of National Grid Group plc and the symbol NGG at 9:30 a.m. (New York time)
on 1 February 2002.
Forward-Looking Statements
This statement contains certain statements that are neither reported financial
results nor other historic information. These statements are forward looking
statements within the meaning of the safe-harbour provisions of the U.S. federal
securities laws. Because these forward-looking statements are subject to risks
and uncertainties, actual future results may differ materially from those
expressed in or implied by the statements. Many of these risks and uncertainties
relate to factors that are beyond the companies' ability to control or estimate
precisely, such as the completion of the acquisition of Niagara Mohawk, future
market conditions and responses by competitors to deregulation, new regulatory
or legislative requirements, the future actions or decisions of federal or state
governmental regulators, the timing and extent of changes in supply and demand
of, and prices of, gas and electricity and other risk factors detailed in
National Grid's reports filed with the SEC. Readers are cautioned not to place
undue reliance on these forward-looking statements, which speak only as of the
date of this document.
ENQUIRIES:
National Grid:
Investors
Marcy Reed +44 (0)20 7312 5779 +44 (0)7768 490807(m)
Terry McCormick +44 (0)20 7312 5785 +44 (0)7768 045139(m)
Louise Clamp +44 (0)20 7312 5783 +44 (0)7768 555641(m)
Media
Susan Stevens +44 (0)20 7312 5740 +44 (0)7769 671560(m)
Clive Hawkins +44 (0)20 7312 5757 +44 (0)7836 357173(m)
Citigate Dewe Rogerson: +44 (0)20 7638 9571
Anthony Carlisle +44 (0)7973 611888(m)
This information is provided by RNS
The company news service from the London Stock Exchange
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