National Grid 2008 Annual Report Download - page 668

BOWNE INTEGRATED TYPESETTING SYSTEM
CRC: 15781
Name: NATIONAL GRID
Date: 17-JUN-2008 03:10:51.35Operator: BNY99999TPhone: [phone]Site: BOWNE OF NEW YORK
Y59930.SUB, DocName: EX-15.1, Doc: 16, Page: 141
Description: EXHIBIT 15.1
0/5337.00.00.00Y59930BNY
[E/O] EDGAR 2 *Y59930/337/5*
BOWNE INTEGRATED TYPESETTING SYSTEM
CRC: 15781
Name: NATIONAL GRID
Date: 17-JUN-2008 03:10:51.35Operator: BNY99999TPhone: [phone]Site: BOWNE OF NEW YORK
Y59930.SUB, DocName: EX-15.1, Doc: 16, Page: 141 Description: EXHIBIT 15.1
0/5337.00.00.00Y59930BNY
[E/O] EDGAR 2 *Y59930/337/5*
Table of Contents
Annual Report and Accounts 2007/08
149
24. Provisions continued
Other provisions
Other provisions at 31 March 2008 included £52m (2007: £49m) of estimated liabilities in respect of past events insured by
insurance subsidiary undertakings, including employer liability claims. In accordance with insurance industry practice, these
estimates are based on experience from previous years and there is, therefore, no identifiable payment date. Other provisions
at 31 March 2008 also included £17m (2007: £24m) in respect of the sales of four UK gas distribution networks relating to
property transfer costs; and £11m (2007: £11m) in respect of obligations associated with investments in joint ventures.
As at 31 March 2008 other provisions also included a £165m onerous lease provision that was recognised upon the acquisition
of KeySpan at a fair value of £157m. The associated operating lease relates to the Ravenswood generation station but the
lease commitment will remain with National Grid following completion of its sale.
25. Share capital
B shares
In June 2005, we issued a Circular to Shareholders, outlining a £2bn return of cash to shareholders by way of a B share
scheme. Shareholders were issued one B share (a non-cumulative preference share of 10 pence nominal value per share) for
every existing ordinary share they held. Shareholders then had choices in respect of the B shares and the return of cash,
details of which were set out in the Circular to Shareholders.
Under the return of cash scheme the holders of B shares who elected not to receive the return of cash immediately could retain
their B shares for future repurchase. Under the terms set out in the Circular dated 6 June 2005, a final repurchase offer was
made in August 2007 for all outstanding B shares. As a result on 28 September 2007, the Company converted 41,988,387 B
shares into 3,705,193 ordinary shares of 11
17
/
43
pence each. Fractions were disregarded and 202,514 B shares were deferred
and then subsequently cancelled on 28 January 2008.
Treasury shares
At 31 March 2008, the Company held per the share register 66,696,328 (2007 and 2006: nil) of its own shares. At 31
March 2008 a further 3,960,000 ordinary shares had been repurchased but had yet to be included on the register.
The Company made the following transactions in respect of its own shares during the year ended 31 March 2008:
The maximum number of treasury shares held during the year was 66,696,328 ordinary shares representing approximately 3%
of the ordinary shares in issue as at 31 March 2008 and having a nominal value of £8m. The market value of these shares as
at 31 March 2008 was £462m.
Allotted, called up
and fully paid
Ordinary shares millions £m
At 31 March 2005 3,090 309
Issued durin
g
the
y
ear 8 1
Effect of share consolidation
(
i
)
(
378
)
–
At 31 March 2006 2,720 310
Issued durin
g
the
y
ear 4
–
Re
p
urchased durin
g
the
y
ear
(
ii
)
(
23
)
(
2
)
At 31 March 2007 2,701 308
Issued durin
g
the
y
ear
(
iii
)
8 1
Re
p
urchased durin
g
the
y
ear
(
iv
)
(
127
)
(
15
)
At 31 March 2008 2,582 294
(i) On 29 July 2005, the ordinary share capital was consolidated with 43 new ordinary shares of 11
17
/
43
pence each issued for every 49 existing ordinary shares of 10 pence each cancelled.
(ii) From 20 November 2006 to 22 March 2007, the Company repurchased, and subsequently cancelled, under its share repurchase programme 22,388,381 ordinary shares for aggregate
consideration of £169m, including transaction costs. The shares repurchased have a nominal value of £2m and represented approximately 1% of the ordinary shares in issue as at 31
March 2007. The excess of the consideration over the nominal value was charged against retained earnings.
(iii) Included within issued share capital is 3,705,193 ordinary shares that were issued following the conversion of the Company’s B shares to ordinary shares on 28 September 2007.
(iv) From 30 May 2007 to 27 November 2007, the Company repurchased, and subsequently cancelled, under its share repurchase programme 126,817,712 ordinary shares for aggregate
consideration of £946m, including transaction costs. The shares repurchased have a nominal value of £15m and represented approximately 5% of the ordinary shares in issue as at 31
March 2008. The excess of the consideration over the nominal value has been charged against retained earnings.
(i) From 21 June 2007 to 31 March 2008 the Company repurchased, under its share repurchase programme 73,328,706
ordinary shares for aggregate consideration of £570m, including transaction costs. The shares repurchased have a
nominal value of £8m and re
p
resented a
pp
roximatel
y
3% of the ordinar
y
shares in issue as at 31 March 2008.
(ii) During the year, 100,000 treasury shares were gifted to a National Grid Employee Share Trust and 2,572,378 treasury
shares were re-issued in relation to employee share schemes, in total representing approximately 0.1% of the ordinary
shares in issue as at 31 March 2008. The nominal value of these shares was £0.3m and the total proceeds received were
£10m.
(iii) During the year the Company made gifts totalling £6m to National Grid Employee Share Trusts, outside of its share
repurchase programme, to enable the trustees to make purchases of National Grid plc shares in order to satisfy the
requirements of employee share option and reward plans.