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.
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