UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Date: 19 July 2023
Commission File Number: 001-14958
NATIONAL GRID plc
(Translation
of registrant’s name into English)
England and Wales
(Jurisdiction
of Incorporation)
1-3 Strand, London, WC2N 5EH, United Kingdom
(Address
of principal executive office)
Indicate
by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
☒ Form 20-F ☐ Form 40-F
Indicate
by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule
101(b)(1): ☐
Indicate
by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule
101(b)(7): ☐
Indicate
by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information
to the Commission pursuant to Rule 12g3- 2(b) under the Securities
Exchange Act of 1934. ☐ Yes ☒ No
If
“Yes” is marked, indicate below the file number
assigned to the registrant in connection with Rule 12g3-2(b):
n/a
EXHIBIT INDEX
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Exhibit No.
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Description
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99.1
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Exhibit
99.1 Announcement sent to the London Stock Exchange on 19 July
2023 —
Sale of 20% of National Gas and new option
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Exhibit
99.1
19 July 2023
National Grid plc ("National Grid")
Sale of 20% of National Gas and new minority interest
option
National Grid has agreed to sell a further 20% equity interest (the
"Further Interest") in its UK gas transmission and metering
business ("National Gas") to the existing majority owners, a
consortium of long-term infrastructure investors led by Macquarie
Asset Management (the "Consortium").
The Further Interest is on equivalent financial terms to the
original 60% transaction, which was completed in January 2023.
Completion of the Further Interest is subject to a regulatory
condition but subject to such clearance, National Grid expects that
the sale will complete in the second half of calendar year
2023.
National Grid further confirms that it has entered into a new
option agreement with the Consortium for the potential sale of the
remaining 20% shareholding in National Gas (the "Remaining
Interest"). The Consortium has the option, exercisable between 1
May 2024 and 31 July 2024, to acquire all or part of the Remaining
Interest. If the option for the Remaining Interest is partially
exercised by the Consortium, National Grid will have the right to
put the remainder of its equity interest in National Gas to the
Consortium, which can be exercised by National Grid between 1
December 2024 and 31 December 2024.
If one or both of these options are exercised, the consideration
for the Remaining Interest is expected to be paid in cash to
National Grid on equivalent financial terms to the original 60%
transaction, subject to certain adjustments.
John Pettigrew, Chief Executive of National Grid, said: "We're
pleased to reach the next milestone in this process, and we"ll
continue to work closely with the Consortium."
Martin Bradley, European Head of Infrastructure for Macquarie Asset
Management, said: "This additional investment underlines our
commitment to National Gas and the critical role it plays in the
UK's energy system. We have been working closely with the National
Gas team since January as they have continued to meet the energy
needs of millions of households and businesses. We are pleased to
continue our strong relationship with National Grid, and aspire to
acquire the Remaining Interest in due course."
Following completion of the sale of the Further Interest in
National Gas, National Grid intends to use total proceeds of
approximately £0.7 billion towards general corporate purposes
including repayment of debt. For the purposes of Listing Rule 10.4,
National Gas's gross assets as at 31 January 2023 were £6.4
billion. For the period 1 April 2021 to 31 March 2022, the National
Gas group generated profit before tax of £320 million. The
benefits expected to accrue to National Grid as a result of the new
set of arrangements remain as set out in the original transaction
announcement dated 27 March 2022.
The Further Interest and Remaining Interest transactions constitute
a class 2 transaction for the purposes of the UK Financial Conduct
Authority's Listing Rules and, as such, does not require National
Grid shareholders' approval.
National Grid was advised by Barclays and Robey Warshaw, and
Linklaters is acting as legal adviser.
Enquiries and contacts
Investors and Analyst:
Nick Ashworth +44 (0) 7814 355 590
Angela Broad +44 (0) 7825 351 918
James Flanagan +44 (0) 7970 778 952
Media:
Molly Neal +44 (0) 7583 102 727
Lyndsey Evans +44 (0) 7714 672 052
Barclays Bank PLC, acting
through its Investment Bank ("Barclays") +44
(0) 20 7623 2323
Financial Adviser and Corporate Broker
Alisdair Gayne
Iain Smedley
Neal West
Osman Akkaya
Vera Kaufmann
Robey Warshaw +44
(0) 20 7317 3900
Financial Adviser
Simon Robey
Philip Apostolides
About National Gas
National Gas owns and operates the regulated gas National
Transmission System ("NTS") in Great Britain, and also owns a
regulated gas metering business.
CAUTIONARY STATEMENT
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 (the
Company) financial condition, its results of operations and
businesses, strategy, plans and objectives. Words such as 'aims',
'anticipates', 'expects', 'should', 'intends', 'plans', 'believes',
'outlook', 'seeks', 'estimates', 'targets', 'may', 'will',
'continue', 'project' and similar expressions, as well as
statements in the future tense, identify forward-looking
statements. This document also references climate-related targets
and climate-related risks which differ from conventional financial
risks in that they are complex, novel and tend to involve
projection over long term scenarios which are subject to
significant uncertainty and change. 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 or
targets. Many of these assumptions, risks and uncertainties relate
to factors that are beyond National Grid's ability to control,
predict or estimate precisely, such as changes in laws or
regulations, including any arising as a result of the current
energy crisis, announcements from and decisions by governmental
bodies or regulators, including those relating to the RIIO-T2 and
RIIO-ED2 price controls and the creation of a future system
operator; the timing of construction and delivery by third parties
of new generation projects requiring connection; breaches of, or
changes in, environmental, climate change and health and safety
laws or regulations, including breaches or other incidents arising
from the potentially harmful nature of its activities; network
failure or interruption (including any that result in safety and/or
environmental events), the inability to carry out critical
non-network operations and damage to infrastructure, due to adverse
weather conditions including the impact of major storms as well as
the results of climate change, due to counterparties being unable
to deliver physical commodities, or due to the failure of or
unauthorised access to or deliberate breaches of National Grid's IT
systems and supporting technology; failure to adequately forecast
and respond to disruptions in energy supply; performance against
regulatory targets and standards and against National Grid's peers
with the aim of delivering stakeholder expectations regarding costs
and efficiency savings, as well as against targets and standards
designed to deliver net zero; and customers and counterparties
(including financial institutions) failing to perform their
obligations to the Company. Other factors that could cause actual
results to differ materially from those described in this
announcement include fluctuations in exchange rates, interest rates
and commodity price indices; restrictions and conditions (including
filing requirements) in National Grid's borrowing and debt
arrangements, funding costs and access to financing; regulatory
requirements for the Company to maintain financial resources in
certain parts of its business and restrictions on some
subsidiaries' transactions such as paying dividends, lending or
levying charges; the delayed timing of recoveries and payments in
National Grid's regulated businesses, and whether aspects of its
activities are contestable; the funding requirements and
performance of National Grid's pension schemes and other
post-retirement benefit schemes; the failure to attract, develop
and retain employees with the necessary competencies, including
leadership and business capabilities, and any significant disputes
arising with National Grid's employees or the breach of laws or
regulations by its employees; the failure to respond to market
developments, including competition for onshore transmission; the
threats and opportunities presented by emerging technology; the
failure by the Company to respond to, or meet its own commitments
as a leader in relation to, climate change development activities
relating to energy transition, including the integration of
distributed energy resources; and the need to grow the Company's
business to deliver its strategy, as well as incorrect or
unforeseen assumptions or conclusions (including unanticipated
costs and liabilities) relating to business development activity,
including the integration of its UK Electricity Distribution
business, and the sale of a 60% stake in its UK Gas Transmission
and Metering business. For further details regarding these and
other assumptions, risks and uncertainties that may impact National
Grid, please read the Strategic Report section and the 'Risk
factors' on pages 225 to 228 of National Grid's most recent Annual
Report and Accounts. In addition, 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 actual future results to differ
materially from those contained in any forward-looking statement.
Except as may be required by law or regulation, the Company
undertakes no obligation to update any of its forward-looking
statements, which speak only as of the date of this
announcement.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly
authorized.
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NATIONAL GRID
plc
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By:
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/s/Sally Kenward
_______________________
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Sally Kenward
Senior Assistant Company Secretary
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Date:
19 July
2023
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