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).
18 January 2011
NATIONAL GRID PLC (National Grid), NATIONAL GRID ELECTRICITY TRANSMISSION PLC (NGET)AND NATIONAL GRID GAS PLC (NGG)
FINAL PRICING OF CASH TENDER OFFERS
National Grid announces the final pricing of its invitations to holders of its outstanding €600,000,000 5.00 per cent. Instruments due 2018 (ISIN: XS0170798325) (the 2018 Notes) and its outstanding €1,000,000,000 4.125 per cent. Instruments due 2013 (ISIN: XS0247626962) (the March 2013 Notes), NGET announces the final pricing of its invitation to holders of its outstanding €600,000,000 6.625 per cent. Instruments due 2014 (ISIN: XS0403509341) (the 2014 Notes) and NGG announces the final pricing of its invitation to holders of its €800,000,000 5.125 per cent. Instruments due 2013 (ISIN: XS0363740985) (the May 2013 Notes and, together with the 2018 Notes, the March 2013 Notes and the 2014 Notes, the Notes) to tender their Notes for purchase by National Grid, NGET or NGG, as the case may be, for cash (each such invitation, an Offer and together, the Offers).
The Offers were announced on 10 January 2011 and were made on the terms and subject to the conditions contained in the tender offer memorandum dated 10 January 2011 (the Tender Offer Memorandum) prepared by National Grid, NGET and NGG 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 17 January 2011. Earlier today, National Grid, NGET and NGG announced the Series Acceptance Amounts and the Purchase Spreads for the Offers in respect of the March 2013 Notes and the May 2013 Notes. Final pricing for those Offers took place at or around 2.00 p.m. (London time) today.
The cash purchase price National Grid will pay for the March 2013 Notes validly tendered and accepted for purchase will be 104.310 per cent. of the nominal amount of the relevant March 2013 Notes. The relevant Accrued Interest Payment will be €34.58 per €1,000 in nominal amount of the relevant March 2013 Notes.
The cash purchase price NGG will pay for the May 2013 Notes validly tendered and accepted for purchase will be 106.667 per cent. of the nominal amount of the relevant May 2013 Notes. The relevant Accrued Interest Payment will be €1,769.18 per €50,000 in nominal amount of the relevant May 2013 Notes.
A summary of the pricing terms for the Offers appears below:
|
Interpolated Mid-Swap Rate |
Purchase Spread |
Purchase Yield |
Purchase Price |
Accrued Interest |
Final Scaling Factor* |
March 2013 Notes |
1.913 per cent. |
+15 bps |
2.063 per cent. (annual) |
104.310 per cent. |
3.458 per cent. |
48.1 per cent. |
May 2013 Notes |
1.961 per cent. |
+17 bps |
2.131 per cent. (annual) |
106.667 per cent. |
3.538 per cent. |
87.5 per cent. |
* Rounded to one decimal place. Each final Scaling Factor reflects the Scaling Factor initially applied to all valid tenders of Notes of the relevant Series to allow for the aggregate nominal amount of Notes accepted for purchase, following such scaling and the subsequent rounding of tenders of Notes, to equal exactly the Total Acceptance Amount, all as described in the Tender Offer Memorandum. As a result of rounding of each valid tender of Notes following application of the Scaling Factor, the implicit scaling factor applied to each valid tender of Notes may differ.
The Settlement Date in respect of those March 2013 Notes and May 2013 Notes accepted for purchase is expected to be 21 January 2011.
ING Bank N.V., Lloyds TSB Bank plc, Société Générale and UniCredit Bank AG 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 |
|
ING Bank N.V. Foppingadreef 7 1102 BD Amsterdam ZO The Netherland Telephone: +31 20 563 8975 Attention: +31 20 501 3888 Email: syndicate@ing.be
|
Lloyds TSB Bank plc 10 Gresham Street London EC2V 7AE United Kingdom Telephone: +44 20 7158 3981 Attention: Liability Management Email: liability.management@lloydsbanking.com |
Société Générale SG House 41 Tower Hill London EC3N 4SG United Kingdom Telephone: +44 20 7676 7579 Attention: Liability Management - GCM Email: liability.management@sgcib.com |
UniCredit Bank AG Arabellastrasse 12 81925 Munich Germany Telephone: +49 89 378 159 59 Attention: Legal, Compliance, Documentation Email: DCMlegal@unicreditgroup.de |
TENDER AGENT |
|
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: Thomas Choquet Email: ngrid@lucid-is.com
|
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, NGET, NGG, the Dealer Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions.