Results of Rights Issue - UK

RNS Number : 5216N

National Grid PLC

14 June 2010

 



THIS DOCUMENT IS NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, HONG KONG, INDIA, JAPAN, THE PEOPLE'S REPUBLIC OF CHINA, THE REPUBLIC OF SOUTH AFRICA OR SWITZERLAND.

14 June 2010

National Grid plc

Results of Rights Issue - 94.2% take up of New Shares

National Grid announces that it has received valid acceptances in respect of 932,648,512 New Shares, representing approximately 94.2% of the total number of New Shares offered to Qualifying Shareholders pursuant to the 2 for 5 Rights Issue announced by National Grid on 20 May 2010 and which closed at 11.00 a.m. on 11 June 2010.

It is expected that the New Shares in uncertificated form will be credited to CREST accounts as soon as practicable after 8.00 a.m. today, 14 June 2010, and definitive share certificates in respect of the New Shares in certificated form will be dispatched to Shareholders by 25 June 2010.

It is expected that the New Shares will commence trading fully paid on the London Stock Exchange today, 14 June 2010.

In accordance with the arrangements set out in Part III of the Rights Issue prospectus dated 25 May 2010 (the "Prospectus"), Morgan Stanley Securities Limited, BofA Merrill Lynch and Deutsche Bank AG, London Branch will be seeking subscribers for the remaining 57,790,505 New Shares, for which valid acceptances were not received. A further announcement as to the number of New Shares for which subscribers have been procured will be made in due course.

The Board of National Grid believes the proceeds from the rights issue will allow the Group to fund a significant increase in UK capital investment and continue to deliver attractive returns to shareholders, whilst maintaining single A credit ratings for our UK operating companies in a more volatile economic environment.

Capitalised terms used, but not defined in this announcement shall have the same meanings as in the Rights Issue UK announcement dated 20 May 2010, unless the context requires otherwise.

CONTACTS

National Grid:

Investors                                                                                                                                                                    

David Rees	[phone]	[phone] (m)
Neil Pullen	[phone]	[phone] (m)
George Laskaris	[phone]	[phone] (m)
Victoria Davies	[phone]	[phone] (m)
Andy Mead	[phone]	[phone] (m)
Iwan Hughes	[phone]	[phone] (m)

Media                                                                                                                                                                          

Clive Hawkins	[phone]	[phone] (m)
Gemma Stokes	[phone]	[phone](m)

Morgan Stanley (Lead Financial Advisor, Joint Sponsor, Joint Global Co-ordinator and Joint Bookrunner) Alastair Cochran Christopher Thiele	[phone]
BofA Merrill Lynch (Financial Advisor, Joint Global Co-ordinator and Joint Bookrunner) Richard Taylor Mark Astaire Oliver Holbourn (Head of EMEA Equity Syndicate)	[phone]
Deutsche Bank (Joint Sponsor, Joint Global Co-ordinator and Joint Bookrunner) James Agnew Alan Brown	[phone]
Brunswick Rebecca Shelley Tom Burns Tom Batchelar	[phone]
Capita Registrars Shareholder Helpline - UK Shareholder Helpline - outside UK	0871 664 9235 [phone]

IMPORTANT INFORMATION

This announcement has been prepared and issued by and is the sole responsibility of National Grid. This announcement does not constitute, or form part of an offer to sell, or the solicitation of an offer to subscribe for or buy, any Nil Paid Rights, Fully Paid Rights or New Shares.

This announcement is an advertisement. It is not a prospectus, disclosure document or offering document under the laws of England and Wales or any other law and does not purport to be complete.

This announcement is not for distribution, directly or indirectly, in or into the United States, Hong Kong, India, Japan, the People's Republic of China, the Republic of South Africa, or Switzerland.

This announcement and the information contained herein do not contain or constitute an offer for sale or the solicitation of an offer to purchase securities in the United States, or any other jurisdiction. The securities mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933 (the "Securities Act") and may not be offered sold, taken up, exercised, resold, renounced, transferred or delivered directly or indirectly within the United States absent registration or an exemption from the registration requirements of the Securities Act. There has not been and will not be any public offer of the securities in the United States.

This announcement and the information contained herein do not contain or constitute an offer for sale or the solicitation of an offer to purchase securities. No public offer of New Shares has been nor will be made in  the United States, Hong Kong, India, Japan, The People's Republic of China, The Republic of South Africa, or Switzerland or any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction, and no public offer of rights or shares has been nor will be made in such jurisdictions. The New Shares have not been and will not be registered under the securities laws of such jurisdictions and may not be offered, sold, taken up, exercised, resold, renounced, transferred or delivered, directly or indirectly, within such jurisdictions except pursuant to an exemption from and in compliance with any applicable securities laws.

The Joint Sponsors and the Underwriters, each of which is authorised and regulated in the United Kingdom by the FSA, are acting exclusively for National Grid and no one else in connection with the Rights Issue and will not regard any other person as their respective clients in relation to the Rights Issue and will not be responsible to anyone other than National Grid for providing the protections afforded to their respective clients or for providing advice in relation to the Rights Issue or any matters referred to in this announcement.

In connection with the Rights Issue, each of the Underwriters and any of their respective affiliates, acting as an investor for its own account, may take up New Shares in the Rights Issue and in that capacity may retain, purchase or sell for its own account such securities and any New Shares or related investments and may offer or sell such New Shares or other investments otherwise than in connection with the Rights Issue. Accordingly, references in the Prospectus, to New Shares being offered or placed should be read as including any offering or placement of New Shares to any of the Underwriters or any of their respective affiliates acting in such capacity. None of the Underwriters intends to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligation to do so.

Apart from the responsibilities and liabilities, if any, which may be imposed on the Joint Sponsors by the FSMA, none of the Underwriters or Joint Sponsors or any of their respective directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for, nor makes any representation or warranty, express or implied, in respect of, the contents of this announcement, including its accuracy, completeness or verification or regarding the legality of an investment in the New Shares by an offeree or purchaser thereof under the laws applicable to such offeree or purchaser or for any other statement made or purported to be made by them, or on their behalf, in connection with the Company, the New Shares, and nothing in this announcement is, or shall be relied upon as, a promise or representation in this respect, whether as to the past or future. The Underwriters and the Joint Sponsors accordingly disclaim to the fullest extent permitted by law all and any responsibility and liability whether arising in tort, contract or otherwise which they might otherwise be found to have in respect of this announcement or any such statement.

Neither the content of National Grid's website nor any website accessible by hyperlinks on National Grid's website is incorporated in, or forms part of, this announcement.

This announcement contains certain statements that are neither reported financial results nor other historical information. These statements are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements include information with respect to National Grid's financial condition, its results of operations and businesses, strategy, plans and objectives. Words such as 'anticipates', 'expects', 'intends', 'plans', 'believes', 'seeks', 'estimates', 'targets', 'may', 'will', 'continue', 'project' and similar expressions, as well as statements in the future tense,  identify forward-looking statements. These forward-looking statements are not guarantees of National Grid's future performance and are subject to assumptions, risks and uncertainties that could cause actual future results to differ materially from those expressed in or implied by such forward-looking statements. Many of these assumptions, risks and uncertainties relate to factors that are beyond National Grid's ability to control or estimate precisely, such as changes in laws or regulations and decisions by governmental bodies or regulators; breaches of, or changes in, environmental, climate change and health and safety laws or regulations; network failure or interruption, the inability to carry out critical non-network operations and damage to infrastructure; performance against regulatory targets and standards, including delivery of costs and efficiency savings; customers and counterparties failing to perform their obligations; and unseasonable weather affecting energy demands. Other factors that could cause actual results to differ materially from those described in this announcement include fluctuations in exchange rates, interest rates, commodity price indices and settlement of hedging arrangements; restrictions in National Grid's borrowing and debt arrangements; changes to credit ratings of National Grid and its subsidiaries; adverse changes and volatility in the global credit markets; National Grid's ability to access capital markets and other sources of credit in a timely manner and on acceptable terms; deflation or inflation; the seasonality of National Grid's businesses; the future funding requirements of National Grid's pension schemes and other post-retirement benefit schemes, and the regulatory treatment of pension costs; the loss of key personnel or the inability to attract, train or retain qualified personnel; new or revised accounting standards, rules and interpretations, including changes of law and accounting standards that may affect National Grid's effective rate of tax; incorrect assumptions or conclusions underpinning business development activity, and any unforeseen significant liabilities or other unanticipated or unintended effects of such activities and the performance of National Grid's subsidiaries. In addition National Grid's reputation may be harmed if consumers of energy suffer a disruption to their supply. For a more detailed description of some of these assumptions, risks and uncertainties, together with any other risk factors, please see National Grid's filings with and submissions to the US Securities and Exchange Commission (the SEC) (and in particular the Risk Factors and Operating and Financial Review sections in its most recent Annual Report on Form 20-F). The effects of these factors are difficult to predict. New factors emerge from time to time and National Grid cannot assess the potential impact of any such factor on its activities or the extent to which any factor, or combination of factors, may cause its results to differ materially from those contained in any forward-looking statement. Except as may be required by law or regulation, National Grid undertakes no obligation to update any of its forward-looking statements, which speak only as at the date of this announcement.

 

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