Free Writing Prospectus - Filing Under Securities Act Rules 163/433 (fwp)
08 June 2023 - 8:01PM
Edgar (US Regulatory)
Filed Pursuant to Rule 433
Registration Statement No. 333-256888
Dated: June 7, 2023
Pricing Term Sheet
National Grid plc
U.S.$700,000,000
5.602% Notes due 2028
Pricing Term Sheet
|
|
|
Issuer: |
|
National Grid plc |
Type: |
|
SEC-registered |
Ratings*: |
|
Baa2 (Moodys) / BBB (S&P) / BBB
(Fitch) |
Size: |
|
$700,000,000 |
Maturity: |
|
June 12, 2028 |
Coupon: |
|
5.602% |
Price: |
|
100% of face amount |
Yield to maturity: |
|
5.602% |
Spread to Benchmark Treasury: |
|
+167 bps |
Benchmark Treasury: |
|
UST 3.625% due May 31, 2028 |
Benchmark Treasury Price and Yield: |
|
98-20, 3.932% |
Day Count: |
|
30/360 |
Day Count Convention: |
|
Following, unadjusted |
Interest Payment Dates: |
|
June 12 and December 12, commencing December 12, 2023 |
Record Dates: |
|
The 15th calendar day preceding each interest payment date, whether or not such
day is a business day |
Optional redemption: |
|
Prior to May 12, 2028 (the date that is 1 month prior to the Maturity Date) callable at any time at redemption price equal to the
greater of (i) 100% of the principal amount and (ii) discount rate equal to the Treasury Rate plus 25 basis points
On or after May 12, 2028, callable at par |
Tax Redemption: |
|
100% |
Restructuring Put: |
|
101% |
Settlement**: |
|
T+3; June 12, 2023 |
Underwriting Discount: |
|
0.35% |
Net Proceeds to Issuer (after underwriting discount but before expenses): |
|
$697,550,000 |
CUSIP: |
|
636274 AD4 |
|
|
|
ISIN: |
|
US636274AD47 |
Denominations: |
|
$2,000 and integral multiples of $1,000 in excess thereof |
Bookrunners: |
|
BofA Securities, Inc., Goldman Sachs & Co. LLC, Mizuho Securities USA LLC and Wells Fargo Securities, LLC |
Co-managers: |
|
Barclays, BNP PARIBAS, Credit Suisse, Morgan Stanley, MUFG, NatWest Markets, SMBC Nikko and TD Securities |
*) A securities rating is not a recommendation to buy, sell or hold securities and may be revised or withdrawn at any
time.
**) The issuer expects that delivery of the Notes will be made to investors on or about June 12, 2023 (such settlement being
referred to as T+3). Under Rule 15c6-1 under the Exchange Act, trades in the secondary market are required to settle in two business days, unless the parties to any such trade expressly agree
otherwise. Accordingly, purchasers who wish to trade Notes prior to two business days before the delivery of the Notes hereunder may be required, by virtue of the fact that the Notes initially settle in T+3, to specify an alternate settlement
arrangement at the time of any such trade to prevent a failed settlement. Purchasers of the Notes who wish to trade the Notes prior to their date of delivery hereunder should consult their advisors.
Capitalized terms used but not defined in this term sheet have the meanings set forth in the base prospectus as supplemented by the preliminary
prospectus supplement.
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this
communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these
documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, you may obtain a copy of the base prospectus and the preliminary prospectus supplement from BofA Securities, Inc. by calling toll free 1-800-294-1322, Goldman Sachs & Co. LLC at 1-866-471-2526, Mizuho Securities USA LLC at 1-866-271-7403 or Wells Fargo
Securities, LLC at 1-800-645-3751.
National Grid plc
U.S.$800,000,000 5.809% Notes due 2033
Pricing
Term Sheet
|
|
|
Issuer: |
|
National Grid plc |
Type: |
|
SEC-registered |
Ratings*: |
|
Baa2 (Moodys) / BBB (S&P) / BBB
(Fitch) |
Size: |
|
$800,000,000 |
Maturity: |
|
June 12, 2033 |
Coupon: |
|
5.809% |
Price: |
|
100% of face amount |
Yield to maturity: |
|
5.809% |
Spread to Benchmark Treasury: |
|
+202 bps |
Benchmark Treasury: |
|
UST 3.375% due May 15, 2033 |
Benchmark Treasury Price and Yield: |
|
96-19, 3.789% |
Day Count: |
|
30/360 |
Day Count Convention: |
|
Following, unadjusted |
Interest Payment Dates: |
|
June 12 and December 12, commencing December 12, 2023 |
Record Dates: |
|
The 15th calendar day preceding each interest payment date, whether or not such
day is a business day |
Optional redemption: |
|
Prior to March 12, 2033 (the date that is 3 months prior to the Maturity Date) callable at any time at redemption price equal to
the greater of (i) 100% of the principal amount and (ii) discount rate equal to the Treasury Rate plus 30 basis points
On or after March 12, 2033, callable at par |
Tax Redemption: |
|
100% |
Restructuring Put: |
|
101% |
Settlement**: |
|
T+3; June 12, 2023 |
Underwriting Discount: |
|
0.45% |
Net Proceeds to Issuer (after underwriting discount but before expenses): |
|
$796,400,000 |
CUSIP: |
|
636274 AE2 |
ISIN: |
|
US636274AE20 |
Denominations: |
|
$2,000 and integral multiples of $1,000 in excess thereof |
|
|
|
Bookrunners: |
|
BofA Securities, Inc., Goldman Sachs & Co. LLC, Mizuho Securities USA LLC and Wells Fargo Securities, LLC |
Co-managers: |
|
Barclays, BNP PARIBAS, Credit Suisse, Morgan Stanley, MUFG, NatWest Markets, SMBC Nikko and TD Securities |
*) A securities rating is not a recommendation to buy, sell or hold securities and may be revised or withdrawn at any
time.
**) The issuer expects that delivery of the Notes will be made to investors on or about June 12, 2023 (such settlement being
referred to as T+3). Under Rule 15c6-1 under the Exchange Act, trades in the secondary market are required to settle in two business days, unless the parties to any such trade expressly agree
otherwise. Accordingly, purchasers who wish to trade Notes prior to two business days before the delivery of the Notes hereunder may be required, by virtue of the fact that the Notes initially settle in T+3, to specify an alternate settlement
arrangement at the time of any such trade to prevent a failed settlement. Purchasers of the Notes who wish to trade the Notes prior to their date of delivery hereunder should consult their advisors.
Capitalized terms used but not defined in this term sheet have the meanings set forth in the base prospectus as supplemented by the preliminary
prospectus supplement.
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this
communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these
documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, you may obtain a copy of the base prospectus and the preliminary prospectus supplement from BofA Securities, Inc. by calling toll free 1-800-294-1322, Goldman Sachs & Co. LLC at 1-866-471-2526, Mizuho Securities USA LLC at 1-866-271-7403 or Wells Fargo
Securities, LLC at 1-800-645-3751.
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