NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES OF AMERICA, 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 OF AMERICA OR THE DISTRICT OF COLUMBIA (the United States) OR IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE REPUBLIC OF ITALY (Italy).
29 JULY 2010
NATIONAL GRID PLC (National Grid) AND NGG FINANCE PLC (NGGF)
OFFER RESULTS OF CASH TENDER OFFERS
National Grid announces the offer results of its invitation to holders of its outstanding £414,000,000 6.125 per cent. Instruments due April 2014 (ISIN: XS0412068453) (the Sterling Fixed Rate Notes) and €750,000,000 Floating Rate Instruments due 2012 (ISIN: XS0267821394) (the Floating Rate Notes) and NGGF announces the offer results of its invitation to holders of its €750,000,000 6.125 per cent. Guaranteed Bonds due 2011 (ISIN: XS0133729771) (the Euro Fixed Rate Notes and, together with the Sterling Fixed Rate Notes and the Floating Rate Notes, the Notes and each aSeries and all holders of such Notes the Noteholders) to tender their Notes for purchase by National Grid or NGGF, as the case may be, for cash (each such invitation, an Offer and together, the Offers).
The Offers were announced on Wednesday, 21 July 2010 and were made on the terms and subject to the conditions contained in the tender offer memorandum dated 21 July 2010 (the Tender Offer Memorandum) prepared by National Grid and NGGF in connection with the Offers. Capitalised terms used but not otherwise defined in this announcement shall have the meaning given to them in the Tender Offer Memorandum.
The Expiration Deadline for the Offers was 4.00 p.m. (London time) on Wednesday, 28 July 2010.
National Grid has determined that the Floating Rate Purchase Price will be 99.75 per cent. of the nominal amount of the relevant Floating Rate Notes. The Accrued Interest Payment for the Floating Rate Notes will be €0.50 per €1,000 in nominal amount of the relevant Floating Rate Notes.
National Grid or NGGF, as applicable, have determined that the Sterling Purchase Spread will be +140 bps and the Euro Purchase Spread will be +25 bps. Pricing for the Sterling Fixed Rate Notes and the Euro Fixed Rate Notes will take place at or around 2.00 p.m. (London time) today (the Pricing Time). As soon as reasonably practicable after the Pricing Time, National Grid and NGGF will announce (i) the Interpolated Mid-Swap Rate, (ii) the Benchmark Security Rate, (iii) the Purchase Prices for the Fixed Rate Notes accepted for purchase pursuant to the Offers, and (iv) the Accrued Interest for the Fixed Rate Notes.
The Series Acceptance Amount for each Series will be as follows. National Grid or NGGF, as applicable, have decided to accept for purchase (i) £64,879,000 in aggregate nominal amount of the Sterling Fixed Rate Notes tendered pursuant to valid Non-Competitive Tender Instructions, (ii) €106,792,000 in aggregate nominal amount of the Floating Rate Notes tendered pursuant to valid Non-Competitive Tender Instructions, and (iii) €213,041,000 in aggregate nominal amount of the Euro Fixed Rate Notes tendered pursuant to valid Non-Competitive Tender Instructions. There will not be any scaling of the Notes tendered pursuant to valid Non-Competitive Tender Instructions. Neither National Grid nor NGGF will accept for purchase any Notes tendered pursuant to Competitive Tender Instructions.
The Settlement Date is expected to be on Tuesday, 3 August 2010.
BNP Paribas and HSBC Bank plc are acting as Dealer Managers for the Offers. Lucid Issuer Services Limited is acting as Tender Agent. For detailed terms of the Offers please refer to the Tender Offer Memorandum.
DEALER MANAGERS |
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BNP Paribas 10 Harewood Avenue London NW1 6AA United Kingdom Telephone: +44 20 7595 8668 Attention: Liability Management Group |
HSBC Bank plc 8 Canada Square London E14 5HQ United Kingdom Telephone: +44 20 7991 5874 Attention: Liability Management Group Email: liability.management@hsbcib.com
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TENDER AGENT |
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Lucid Issuer Services Limited Leroy House 436 Essex Road London N1 3QP United Kingdom Telephone: +44 20 7704 0880 Fax: +44 20 7067 9098 Attention: Sunjeeve Patel and Thomas Choquet Email: nationalgrid@lucid-is.com
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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 National Grid, NGGF, the Dealer Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions.