TIDM82HZ TIDMNG. TIDMBD56
RNS Number : 1041K
National Grid Gas PLC
16 September 2016
NOT FOR RELEASE, PUBLICATION OR 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 ANY JURISDICTION
WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS
ANNOUNCEMENT.
16 September 2016
NATIONAL GRID GAS PLC (NGG) AND
NATIONAL GRID ELECTRICITY TRANSMISSION PLC (NGET)
FINAL PRICING FOR CASH TER OFFERS
Further to its announcement earlier today, NGG now announces the
final pricing details in respect of its invitations to holders of
its outstanding GBP484,000,000 6.375 per cent. Instruments due 3
March 2020 (ISIN: XS0348431551) (the 2020 Notes), its outstanding
GBP503,078,000 4.1875 per cent. Guaranteed Index-Linked Bonds due
2022 (ISIN: XS0103338140) (the 2022 Notes), its outstanding
GBP503,078,000 7.0 per cent. Guaranteed Fixed Rate Bonds due 2024
(ISIN: XS0103338496) (the December 2024 Notes), its outstanding
GBP275,000,000 8.75 per cent. Bonds due 2025 (ISIN: XS0058343251)
(the 2025 Notes) and its outstanding GBP457,000,000 6.00 per cent.
Instruments due May 2038 (ISIN: XS0363511873) (the 2038 Notes),
and
further to its announcement earlier today, NGET now announces
the final pricing details in respect of its invitations to holders
of its outstanding GBP450,000,000 5.875 per cent. Bonds due 2024
(ISIN: XS0094073672) (the February 2024 Notes), its outstanding
GBP525,000,000 4.00 per cent. Instruments due 8 June 2027 (ISIN:
XS0789331948) (the 2027 Notes), its outstanding GBP360,000,000 6.50
per cent. Notes due 2028 (ISIN: XS0132735373) (the 2028 Notes) and
its outstanding GBP379,000,000 7.375 per cent. Instruments due
January 2031 (ISIN: XS0407912053) (the 2031 Notes)
(the 2020 Notes, the 2022 Notes, the February 2024 Notes, the
December 2024 Notes, the 2025 Notes, the 2027 Notes, the 2028
Notes, the 2031 Notes and the 2038 Notes together, the Notes and
each a Series and all holders of such Notes the Noteholders)
to tender their Notes for purchase by NGG or NGET, as the case
may be, for cash subject to the New Issue Condition (each such
invitation, an Offer and together, the Offers).
The Offers were announced on 6 September 2016 and were made on
the terms and subject to the conditions contained in the tender
offer memorandum dated 6 September 2016 (the Tender Offer
Memorandum) prepared by 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 15 September 2016.
Pricing Details
Final pricing for the Offers took place at or around 12.00
(noon) (London time) today, 16 September 2016 (the Pricing Time).
If NGG and/or NGET decide to accept any Notes for purchase pursuant
to any or all of the Offers, the cash purchase price NGG or NGET,
as applicable, will pay for the relevant Notes of each Series
validly tendered and accepted for purchase will be as set out in
the following table. NGG or NGET, as applicable, will also pay
Accrued Interest in respect of the relevant Notes of each Series
accepted for purchase pursuant to the relevant Offer.
A summary of the final pricing of the Offers appears below.
Any and All Offer Notes
Notes ISIN / Common Benchmark Security Purchase Benchmark Purchase Purchase
Code Spread Security Rate Yield Price*
-------------- -------------- --------------------- --------------- -------------- -------------- --------------
2020 Notes XS0348431551 4.75 per cent. UK 5 bps 0.129 per 0.179 per 121.252 per
/ 034843155 Treasury Gilt due cent. cent. cent.
2020 (ISIN:
GB00B058DQ55)
2022 Notes XS0103338140 2.5 per cent. 115 bps -2.271 per -1.121 per 211.459 per
/ 010333814** (Index-Linked) UK cent. cent. cent.
Treasury Stock due
2020 (ISIN:
GB0009081828)
December 2024 XS0103338496 2.75 per cent. UK 35 bps 0.621 per 0.973 per 147.456 per
Notes / 010333849** Treasury Gilt due cent. cent. cent.
2024 (ISIN:
GB00BHBFH458)
2025 Notes XS0058343251 5 per cent. UK 35 bps 0.693 per 1.046 per 164.190 per
/ 005834325 Treasury Gilt due cent. cent. cent.
2025 (ISIN:
GB0030880693)
2038 Notes XS0363511873 4.75 per cent. UK 40 bps 1.479 per 1.888 per 172.483 per
/ 036351187 Treasury Gilt due cent. cent. cent.
2038 (ISIN:
GB00B00NY175)
* Expressed as a percentage of the nominal amount of the relevant Notes.
** Interests in (i) the 2022 Notes are represented by a global receipt with ISIN: XS0103338140
and (ii) the December 2024 Notes are represented by a global receipt with ISIN: XS0103338496,
as further described in the Tender Offer Memorandum.
Capped Offer Notes
Notes ISIN / Common Benchmark Security Purchase Benchmark Purchase Yield Purchase
Code Spread Security Rate Price*
-------------- -------------- --------------------- -------------- -------------- --------------- --------------
February 2024 XS0094073672 2.75 per cent. UK 25 bps 0.621 per 0.873 per 135.507 per
Notes / 009407367 Treasury Gilt due cent. cent. cent.
2024 (ISIN:
GB00BHBFH458)
2027 Notes XS0789331948 4.25 per cent. UK 35 bps 0.945 per 1.299 per 126.835 per
/ 078933194 Treasury Gilt due cent. cent. cent.
2027 (ISIN:
GB00B16NNR78)
2028 Notes XS0132735373 6 per cent. UK 35 bps 0.998 per 1.353 per 155.979 per
/ 013273537 Treasury Gilt due cent. cent. cent.
2028 (ISIN:
GB0002404191)
2031 Notes XS0407912053 4.75 per cent. UK 40 bps 1.130 per 1.536 per 174.485 per
/ 040791205 Treasury Gilt due cent. cent. cent.
2030 (ISIN:
GB00B24FF097)
* Expressed as a percentage of the nominal amount of the relevant Notes.
Whether NGET and/or NGG will purchase any Notes validly tendered
in the Offers is subject, without limitation, to the successful
completion (in the sole determination of NGET and NGG) of the issue
of the New Notes (the New Issue Condition). NGET and NGG will
announce whether the New Issue Condition has been satisfied and, if
so, their decision of whether to accept valid tenders of Notes
pursuant to any or all of the Offers and, if so accepted, the
aggregate nominal amount of Notes of each Series accepted for
purchase pursuant to the Offers and any Scaling Factor (if
applicable), on or prior to the Settlement Date.
The New Notes, and the guarantee thereof, are not being, and
will not be, offered or sold in the United States. Nothing in this
announcement and/or the Tender Offer Memorandum constitutes an
offer to sell or the solicitation of an offer to buy the New Notes,
or the guarantee thereof, in the United States or any other
jurisdiction. Securities may not be offered, sold or delivered in
the United States absent registration under, or an exemption from
the registration requirements of, the United States Securities Act
of 1933, as amended (the Securities Act). The New Notes, and the
guarantee thereof, have not been, and will not be, registered under
the Securities Act or the securities laws of any state or other
jurisdiction of the United States and may not be offered, sold or
delivered, directly or indirectly, within the United States or to,
or for the account or benefit of, U.S. persons.
No action has been or will be taken in any jurisdiction in
relation to the New Notes to permit a public offering of
securities.
The Settlement Date in respect of the Notes accepted for
purchase pursuant to the Offers is expected to be 22 September
2016.
Barclays Bank PLC, BNP Paribas, HSBC Bank plc, Merrill Lynch
International and Morgan Stanley & Co. International plc are
acting as Dealer Managers for the Offers. Lucid Issuer Services
Limited is acting as Tender Agent.
DEALER MANAGERS
Barclays Bank PLC BNP Paribas HSBC Bank plc
5 The North Colonnade 10 Harewood Avenue 8 Canada Square
Canary Wharf London NW1 6AA London E14 5HQ
London E14 4BB United Kingdom United Kingdom
United Kingdom
Telephone: +44 20 Telephone: +44 Telephone: +44
3134 8515 20 7595 8668 20 7992 6237
Attention: Attention: Attention:
Liability Management Liability Management Liability Management
Group Group Group
Email: Email: Email: liability.management@hsbcib.com
eu.lm@barclays.com liability.management@bnpparibas.com
Merrill Lynch International Morgan Stanley & Co. International
2 King Edward Street plc
London EC1A 1 HQ 25 Cabot Square
United Kingdom Canary Wharf
London E14 4QA
Telephone: +44 20 7996 5420 United Kingdom
Attention: Liability Management Telephone: +44 20 7677 5040
Group Attention: Liability Management
Email: DG.LM_EMEA@baml.com Group
Email: liabilitymanagementeurope@morganstanley.com
TENDER AGENT
Lucid Issuer Services Limited
Tankerton Works
12 Argyle Walk
London WC1H 8HA
United Kingdom
Telephone: +44 20 7704 0880
Fax: +44 20 3004 1590
Attention: Paul Kamminga / Arlind Bytyqi
Email: ngrid@lucid-is.com
Further details relating to the contents of this announcement
can be obtained from:
National Grid Electricity National Grid Gas plc
Transmission plc 1-3 Strand
1-3 Strand London WC2N 5EH
London WC2N 5EH United Kingdom
United Kingdom
Attention (treasury matters): Kwok Liu (Deputy Treasurer,
+44 20 7004 3367)
Attention (legal matters): Mark Noble (Deputy Group
General Counsel, +44 20 7004 3212)
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 NGG, NGET, the Dealer Managers and
the Tender Agent to inform themselves about, and to observe, any
such restrictions.
This information is provided by RNS
The company news service from the London Stock Exchange
END
TENSFEFDMFMSEDU
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