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Published on 9/8/2014 in the Prospect News Liability Management Daily.

UK Power Networks begins Dutch tender offers for four series of notes

By Susanna Moon

Chicago, Sept. 8 – UK Power Networks Holdings Ltd. said it began separate tender offers for four series of notes under a modified Dutch auction procedure.

The notes covered by the offer are as follows:

• London Power Networks plc’s £300 million 5.375% senior notes due November 2016;

• London Power Networks’ £250 million 5.125% notes due 2023;

• Eastern Power Networks plc’s £200 million 8.5% notes due 2025; and

• South Eastern Power Networks plc’s £300 million 5.5% notes due 2026.

The company is making the offers to reduce excess cash and expects to spend up to £185 million to purchase the notes with a sub-cap of £30 million for the 5.5% notes, according to a press release.

Pricing will be set at 9 a.m. ET on Sept. 17 by modified Dutch auction using the yield of a benchmark security rate plus a spread as follows:

• The 5.375% notes will be priced using the 4% U.K. Treasury stock due 2016 plus 50 basis points;

• The 5.125% notes will be based on 2.25% U.K. Treasury stock due 2023 plus 90 bps;

• The 8.5% notes will be based on 5% U.K. Treasury stock due 2025 plus 100 bps; and

• The 5.5% notes will be based on 5% U.K. Treasury stock due 2025 plus 110 bps.

The company will also pay accrued interest.

Holders must tender their notes under the offer by 11 a.m. ET on Sept. 16, with settlement slated for Sept. 19.

Notes must be tendered with a minimum nominal amount of no less than £50,000 for the 5.375% notes, £100,000 for the 5.125% notes and £1,000 for the 8.5% notes and the 5.5% notes, and they may be tendered in integral multiples of £1,000 after that.

HSBC Bank plc (+44 20 7992 6237, attn: liability management group, email liability.management@hsbcib.com) and RBC Europe Ltd. (+44 20 7029 7475, attn liability management group, or email liability.management@rbccm.com) are the dealer managers and Lucid Issuer Services Ltd. (+44 20 7704 0880, attn: Paul Kamminga / David Shilson, or email ukpn@lucid-is.com) is the tender agent.


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