British Columbia Investment Management Corporation and Macquarie Asset Management Inc. completed the acquisition of a 60% stake in National Grid Gas from National Grid plc (LSE:NG.) for £8.5 billion.
January 30, 2023
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British Columbia Investment Management Corporation and Macquarie Asset Management Inc. signed an agreement to acquire a 60% stake in National Grid Gas from National Grid plc (LSE:NG.) for £4.2 billion on March 27, 2022. On completion, National Grid will receive approximately £2.2 billion in cash consideration and approximately £2 billion from additional debt financing. Following the transaction, National Grid will own a 40% minority equity interest in NGG via a new holding company called GasT TopCo. As part of this transaction, the consortium has also entered into an option agreement with National Grid for the potential acquisition of the remaining 40 per cent stake in the business on broadly similar terms, subject to necessary adjustments. Completion of the transaction will be subject to certain antitrust and regulatory conditions. As of July 4, 2022, the transaction is approved by European Commission. As of November 22, 2022, the transaction is approved by Competition and Markets Authority. As on December 5, 2022, all the conditions relating to the transaction had now been fully met. The transaction is expected to close in third quarter of 2022/2023. The transaction is expected to be closed in the second half of calendar year 2022. As of December 5, 2022, completion of the transaction is expected to occur on or around January 31, 2023.
Barclays Capital PLC, The Goldman Sachs Group, Inc and Robey Warshaw LLP are acting as financial advisors and Jessamy Gallagher, Charlie Turner, Natura Gracia and Lizzie Johnson of Linklaters LLP acted as legal advisors to National Grid plc. Tim Sheddick, Tom Pound, Katie Hicks, Marc Israel, Elizaveta Bazarova, Oliver Wilson, Joshua Crawley, Prithvij Beniwal, Ayesha Williams, Anna Rawlence, Katharine Ward, Kian Newlyn and Kate Kelliher, Michael Bates and William Sutton, Julia House, Natalia Veriasova, June Ng and Alex Hpa. Corporate expertise Nigel Wellings, Anne Drakeford, Kirsty Souter and tax expertise was provided by Jemma Dick of White & Case LLP acting as a legal advisor to Macquarie Asset Management Inc. Clifford Chance has advised the lenders. RBC Capital Markets acted as lead financial advisor to Macquarie. Charles Currier, Doug Land, Patrick Donegan of CMS Cameron McKenna Nabarro Olswang LLP acted as legal advisor to British Columbia Investment Management Corporation and Macquarie Asset Management Inc. Brendan Moylan of Latham & Watkins (London) LLP acted as legal advisor to Macquarie Asset Management Inc.
British Columbia Investment Management Corporation and Macquarie Asset Management Inc. completed the acquisition of a 60% stake in National Grid Gas from National Grid plc (LSE:NG.) for £8.5 billion on January 31, 2023. As part of the transaction, British Columbia Investment and Macquarie Asset Management acquired borrowings of £4.3 billion and cash and cash equivalents of £5 million.
National Grid plc specializes in owning and operating electricity and gas networks. Net sales break down by activity as follows:
- transmission and distribution in the United States (54.8%): electricity transmission (owned, at the end of March 2022, of 14,212 km of overhead lines, 175 km of underground cables and 399 substations), electricity distribution (111,513 km of distribution lines and 718 substations) and gas distribution (59,153 km of gas pipelines);
- operation of electricity networks for transmission operators in the United Kingdom (18.6%);
- electricity transmission in the United Kingdom (11%): owned 7,216 km of high-voltage network, 2,551 km of underground cables and 347 substations;
- electricity and gas distribution in the United Kingdom (7.9%): electricity distribution (89,372 km of overhead lines, 137,966 km of underground cables and 189,644 transformers) and gas distribution (7,628 km of gas pipelines);
- other (7.7%): telecom and interconnection activities among the various domestic electrical networks, liquefied natural gas storage activities, etc.
Net sales are distributed geographically as follows: the United Kingdom (36.3%) and the United States (63.7%).
As at 31 March 2022, the UK Gas Transmission business was classified as held for sale.
British Columbia Investment Management Corporation and Macquarie Asset Management Inc. completed the acquisition of a 60% stake in National Grid Gas from National Grid plc (LSE: NG.) for £8.5 billion.