SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
_______________
FORM 6-K
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
Date: October 17, 2002
NATIONAL GRID GROUP plc
(Registrant’s Name)
| 15 Marylebone Road |
| London |
| NW1 5JD |
| (Registrant’s Address) |
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F [X] Form 40-F [ ]
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3- 2(b) under the Securities Exchange Act of 1934.
Yes [ ] No [X]
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorised.
| NATIONAL GRID GROUP plc | |
| s/David C. Forward | |
| By:_________________________ | |
| Name: David C Forward | |
| Title: Assistant Secretary |
Date: October 17, 2002
ANNEX 1 - Summary
FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Report of Foreign Issuer
Pursuant to Rule 13a – 16 or 15d – 16 of
The Securities Exchange Act of 1934
Announcements to the London Stock Exchange
for October 17, 2002
| National Grid Group plc |
| 15 Marylebone Road |
| London |
| NW1 5JD |
| United Kingdom |
Announcements
1. National Grid Group plc and Lattice Group plc - SEC Authorisation Received.
2. Scheme of Arrangement in relation to the proposed merger of Lattice Group plc
with National Grid Group plc (High Court Sanction).
National Grid (Logo) Lattice (Logo)
For Immediate Release 17th October 2002
National Grid Group plc and Lattice Group plc
SEC Authorisation Received
National Grid Group plc (“National Grid”) and Lattice Group plc (“Lattice”) announce that yesterday National Grid received
authorisation from the US Securities and Exchange Commission, under the Public Utilities Holding Company Act of 1935, for its
proposed financing arrangements in respect of its merger with Lattice to form National Grid Transco (the “Merger”). This was the
final regulatory approval outstanding in the US.
The Merger therefore only remains subject to the sanction of the Lattice Scheme of Arrangement (the “Scheme”) by the High Court, the
Scheme becoming effective and admission of the New National Grid Transco Shares to the Official List of the UK Listing Authority and
to trading on the London Stock Exchange. All other conditions to the Merger have now been waived or satisfied.
As previously announced, the hearing of the petition to sanction the Scheme has been arranged for today. Accordingly, subject to the
High Court sanctioning the Scheme at that hearing, National Grid and Lattice expect:
- the Lattice Scheme Record Time to be 6.00pm on 18 October 2002, the last day of dealings in Lattice Shares;
- the Lattice Scheme Effective Date to be 21 October 2002, and the following events to take place on that date:
- completion of the Merger;
- the change in National Grid’s name to National Grid Transco plc;
- admission of the New National Grid Transco Shares to the Official List of the UK Listing Authority and to trading on the
London Stock Exchange;
- commencement of dealings in New National Grid Transco Shares on the London Stock Exchange; and
- crediting of New National Grid Transco Shares to the relevant CREST accounts; and
- the New National Grid Transco Share certificates to be dispatched to the relevant Lattice Shareholders no later than 4
November 2002.
Terms used in this announcement shall have the same meaning as in the respective Circulars circulated by National Grid to its
shareholders and by Lattice to its shareholders, in both cases dated 14 June 2002.
Enquiries:
National Grid Lattice
Investor Relations Investor Relations
Marcy Reed 44 (0) 20 7312 5779 Gary Rawlinson 44 (0) 20 7389 3218
Terry McCormick 44 (0) 20 7312 5785
Louise Clamp 44 (0) 20 7312 5783
Media Relations Media Relations
Clive Hawkins 44 (0) 20 7312 5757 Gillian Home 44 (0) 20 7389 3212
Jim Willison 44 (0) 20 7389 3213
Citigate Dewe Rogerson The Maitland Consultancy
Anthony Carlisle 44 (0) 20 7638 9571 Angus Maitland 44 (0) 20 7379 5151
For immediate release - 17 October 2002
Lattice Group plc and National Grid Group plc
Scheme of Arrangement in relation to the proposed merger of
Lattice Group plc with National Grid Group plc
Lattice Group plc (“Lattice”) and National Grid Group plc (“National Grid”) are pleased to announce that at a hearing today, the High
Court sanctioned the Scheme of Arrangement between Lattice and its shareholders (the “Scheme”) pursuant to which the merger with
National Grid (the “Merger”) is to be implemented.
As previously announced, National Grid and Lattice expect to implement the Scheme and complete the Merger on 21 October 2002. The
last day of dealings in Lattice Shares will be 18 October 2002. Upon completion of the Merger, Lattice will become a wholly-owned
subsidiary of National Grid which will change its name to National Grid Transco plc.
In accordance with the Scheme, Lattice shareholders will, upon completion of the Merger, receive 0.375 of a New National Grid Transco
Share for each Lattice Share held at 6.00 pm on 18 October 2002. Fractional entitlements to a New National Grid Transco Share will
not be issued to Lattice Shareholders but will be aggregated, sold in the market and the relevant proceeds distributed to Lattice
Shareholders, pro rata to their fractional entitlements.
Dealings in the New National Grid Transco Shares issued pursuant to the Scheme are expected to commence on the London Stock Exchange
under the name of National Grid Transco plc and the symbol “NGT” at 8.00 a.m. on 21 October 2002. National Grid ADSs will trade on
the New York Stock Exchange under the name of National Grid Transco plc and the symbol “NGG”.
Terms used in this announcement shall have the same meaning as in the respective Circulars circulated by National Grid to its
shareholders and by Lattice to its shareholders, in both cases dated 14 June 2002.
Enquiries:
Lattice National Grid
Investor Relations: Investor Relations:
Gary Rawlinson 44 (0) 20 7389 3218 Marcy Reed 44 (0) 20 7312 5779
Terry McCormick 44 (0) 20 7312 5785
Media Relations: Louise Clamp 44 (0) 20 7312 5783
Gillian Home 44 (0) 20 7389 3212 Bob Seega (1) 508 389 2598
Jim Willison 44 (0) 20 7389 3213
Media Relations:
The Maitland Consultancy Clive Hawkins 44 (0) 20 7312 5757
Angus Maitland 44 (0) 20 7379 5151
Citigate Dewe Rogerson
Anthony Carlisle 44(0) 20 7638 9571