Financial Guaranty satisfies all conditions to amend Northern Gas bonds

Chicago, Oct. 13 – Financial Guaranty UK Ltd. announced that all of the conditions have been satisfied for the proposed amendments that were part of a consent solicitation for the £255 million outstanding 4.875% guaranteed bonds due 2035 (ISIN: XS0234964533) that were issued by Northern Gas Networks Finance plc and guaranteed by Northern Gas Networks Ltd., according to an announcement.

The financial guarantor expects to pay an early participation fee on Oct. 14 to each bondholder who delivered valid solicitation instructions to the tabulation agent before 11 a.m. ET on Oct. 1. The ineligible bondholder payment will also be paid at the same time to each ineligible bondholder who submitted ineligible bondholder instructions by the same deadline.

The proposed amendments will be made after the payments are made.

As previously reported, the consent solicitation relates to amendments to terminate the financial guarantee of Financial Guaranty in respect of the bonds, while retaining the same covenant package, and removing the financial guarantor's principal rights as controlling creditor in relation to the bonds.

The removal of the financial guarantor's principal rights will result in the holders of the bonds having a decision-making role in relation to certain material matters under the bonds and the trust deed, including the right to direct the trustee to take enforcement action against the issuer and/or Northern Gas Networks without the financial guarantor's involvement.

The cash payment is £5 for each £1,000 principal amount of bonds that are validly voted at the meeting to bondholders who deliver valid solicitation instructions to the tabulation agent by the early participation deadline.

To be passed, the extraordinary resolution required support of at least 75% of the votes cast at the meeting, which was held via teleconference.

The meeting was held at 5:30 a.m. ET on Oct. 13.

Barclays is the solicitation agent (+44 20 3134 8515, eu.lm@barclays.com).

The tabulation agent is Lucid Issuer Services Ltd. (+44 20 7704 0880, fguk@lucid-is.com).

Previously, Financial Guaranty was known as FGIC UK Ltd. The company is a London-based insurance company.

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