Business Context and Reporting Period
This Form 6-K filing by National Grid Group plc (now National Grid Transco plc) dated October 17, 2002, reports on the final regulatory approvals for the merger with Lattice Group plc. The filing confirms the receipt of authorization from the US Securities and Exchange Commission (SEC) under the Public Utilities Holding Company Act of 1935 and the sanctioning of the Scheme of Arrangement by the UK High Court.
Key Financial Metrics
The filing text does not provide specific financial metrics such as revenue, profit, cash flow, margins, debt, or liquidity figures. The document focuses exclusively on corporate governance, regulatory approvals, and the mechanics of the merger transaction.
Material Changes
- Regulatory Status: The merger is now subject only to the formal completion of the Scheme of Arrangement, as all other conditions have been waived or satisfied.
- Corporate Structure: Upon completion, Lattice Group plc will become a wholly-owned subsidiary of National Grid.
- Corporate Name: National Grid Group plc will change its name to National Grid Transco plc.
- Share Exchange: Lattice shareholders will receive 0.375 of a New National Grid Transco Share for each Lattice Share held.
Guidance, Outlook, and Transaction Timeline
Management has outlined a definitive timeline for the completion of the merger, contingent on the High Court sanction received on October 17, 2002:
- October 18, 2002: Last day of dealings in Lattice Shares (Record Time: 6:00 pm).
- October 21, 2002: Scheme Effective Date and completion of the Merger. New National Grid Transco Shares will commence trading on the London Stock Exchange under the symbol "NGT".
- October 21, 2002: National Grid ADSs will trade on the New York Stock Exchange under the symbol "NGG".
- November 4, 2002: Deadline for dispatch of New National Grid Transco Share certificates to Lattice shareholders.
Fractional entitlements will not be issued but will be aggregated, sold, and proceeds distributed pro rata.
Investor Verification Checklist
- Verify the trading commencement of National Grid Transco shares (Symbol: NGT) on the London Stock Exchange on October 21, 2002.
- Confirm the trading of National Grid ADSs (Symbol: NGG) on the New York Stock Exchange on October 21, 2002.
- Check the finalization of the share exchange ratio (0.375 New Shares per Lattice Share) and the handling of fractional entitlements.
- Monitor the receipt of new share certificates by November 4, 2002.