REG - Financial Guaranty Northern Gas Network - Consent Solicitation - Supplemental Information

Bank Of New York MellonAnnouncement

28/09/2021 16:05

RNS Number : 2632N
  
Financial Guaranty UK Limited
  
28 September 2021
  
 

THIS ANNOUNCEMENT IS NOT FOR DISTRIBUTION TO ANY PERSON LOCATED OR RESIDENT IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT.
 
Consent Solicitation Memorandum Supplement in relation to
£255,000,000 4.875 per cent. Guaranteed Bonds due 2035 
issued by Northern Gas Networks Finance Plc and guaranteed by Northern Gas Networks Limited
 
28 September 2021 - On 21 September 2021, Financial Guaranty UK Limited (incorporated with limited liability in England and Wales with registered number 05030956) (the "Financial Guarantor") announced the launch of a consent solicitation (the "Consent Solicitation") in relation to the £255,000,000 4.875 per cent. Guaranteed Bonds due 2035 (ISIN: XS0234964533 / Common Code:  023496453) (the "Bonds") issued by Northern Gas Networks Finance Plc (the "Issuer") and guaranteed by Northern Gas Networks Limited ("NGN") and unconditionally and irrevocably guaranteed as to scheduled payments of principal and interest only pursuant to a Financial Guarantee issued by the Financial Guarantor, as described in, and subject to the terms and conditions set out in, the Consent Solicitation Memorandum (the "Consent Solicitation Memorandum") dated 21 September 2021.  Bondholders are advised to refer to the Consent Solicitation Memorandum for meanings of capitalised terms used in this announcement and not otherwise defined herein, the full terms of the Consent Solicitation and the procedures related thereto.
 
The Financial Guarantor has prepared a consent solicitation memorandum supplement (the "Consent Solicitation Supplement") for the sole purpose of providing the correct identity and contact details of the Principal Paying Agent in relation to the Bonds. Bondholders may obtain a copy of the Consent Solicitation Memorandum and the Consent Solicitation Memorandum Supplement upon request by contacting the Tabulation Agent or the Principal Paying Agent.
 
Solicitation Agent
The Solicitation Agent for the Consent Solicitation is:
Barclays Bank PLC
5 The North Colonnade, Canary Wharf, London E14 4BB
(Attention: Liability Management Group; Telephone: +44 20 3134 8515; Email: eu.lm@barclays.com)
 
Tabulation Agent
The Tabulation Agent for the Consent Solicitation is:
Lucid Issuer Services Limited
The Shard, 32 London Bridge Street, London SE1 9SG 
(Attention: Owen Morris; Telephone: +44 20 7704 0880; Fax: +44 20 3004 1590; Email: fguk@lucid-is.com)
 
Principal Paying Agent
The Principal Paying Agent in respect of the Bonds is:
The Bank of New York Mellon, London Branch
One Canada Square, London E14 5AL
(Telephone: +44 1202 689 597; Fax: +44 20 7964 2536; Group E-mail: corpsov2@bnymellon.com)
 
THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN INVITATION TO PARTICIPATE IN THE CONSENT SOLICITATION.  
 
None of the Solicitation Agent, the Tabulation Agent, the Trustee or the Principal Paying Agent takes any responsibility for the contents of this announcement.
 
This announcement does not constitute an offer to sell or a solicitation of an offer to buy securities, and there shall be no sale of securities in any jurisdiction in which any offer, solicitation or sale would be unlawful prior to registration or qualification of such securities under the securities laws of any such jurisdiction. This announcement is not an offer for sale of any securities in the United States. Securities may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended. The Issuer and the Financial Guarantor have not registered and do not intend to register any portion of any offering of securities in the United States nor to conduct a public offering of any securities in the United States.  
The distribution of this announcement in certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes are required to inform themselves about, and to observe, any such restrictions.

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