90JH North Gas 27

TIDM90JH

RNS Number : 4836M

Financial Guaranty UK Limited

21 September 2021

THIS ANNOUNCEMENT IS NOT FOR DISTRIBUTION TO ANY PERSON LOCATED OR RESIDENT IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT.

Financial Guaranty UK Limited Announces Consent Solicitation in relation to

GBP255,000,000 4.875 per cent. Guaranteed Bonds due 2035

issued by Northern Gas Networks Finance Plc and guaranteed by Northern Gas Networks Limited

21 September 2021 - Financial Guaranty UK Limited (incorporated with limited liability in England and Wales with registered number 05030956) (the "Financial Guarantor") has today provided a notice (the "Notice of Meeting") to solicit consents (the "Consent Solicitation") from the holders of the outstanding GBP255,000,000 4.875 per cent. Guaranteed Bonds due 2035 (ISIN: XS0234964533 / Common Code: 023496453 ) (the "Bonds") issued by Northern Gas Networks Finance Plc (the "Issuer") and guaranteed by Northern Gas Networks Limited ("NGN") and unconditionally and irrevocably guaranteed as to scheduled payments of principal and interest only pursuant to a Financial Guarantee issued by the Financial Guarantor, to consider and, if thought fit, pass an Extraordinary Resolution (the "Extraordinary Resolution") at a meeting of the Bondholders (the "Meeting") in relation to certain amendments being sought to the Trust Deed, the terms and conditions of the Bonds (the "Conditions"), the Guarantee and Reimbursement Agreement and the Financial Guarantee, to be implemented by means of the First Master Amendment Agreement , all as more fully described in, and subject to the terms and conditions set out in, the Consent Solicitation Memorandum (the "Consent Solicitation Memorandum") dated 21 September 2021. Bondholders are advised to refer to the Consent Solicitation Memorandum for meanings of capitalised terms used in this announcement and not otherwise defined herein, the full terms of the Consent Solicitation and the procedures related thereto.

The Bonds were originally issued on 15 November 2005 in an aggregate principal amount of GBP 255,000,000 . As of the date of the Consent Solicitation Memorandum, GBP 255,000,000 in aggregate principal amount of the Bonds remains outstanding.

Background to the Proposal

T he estimated financial information in this section is preliminary unaudited information and reflects the best estimates of the management of the Financial Guarantor. While the management of the Financial Guarantor believes that these estimates are reasonable, the actual financial information could vary from these estimates and the differences could be material. The projected financial information in this section is based on certain assumptions. Actual future conditions could vary substantially from the assumptions underlying these projections, in terms of both amount and timing. Consequently, the Financial Guarantor's actual financial information may differ materially from these projections.

The Financial Guarantor is an insurance company incorporated in England and is subject to regulation by the Prudential Regulatory Authority (the "PRA") in the United Kingdom.

Prior to 2011, the Financial Guarantor (then named FGIC UK Limited) was supported by reinsurance from its former U.S.-based parent, Financial Guaranty Insurance Company ("FGIC US"), which had been "AAA" rated prior to the onset of the global financial crisis which began in 2008 and 2009. As a result of severe financial stress on FGIC US following the onset of the global financial crisis, FGIC US's credit ratings were downgraded and regulators put it into rehabilitation. In 2008, the Financial Guarantor's credit rating was terminated. In 2011 FGIC US's reinsurance agreement with the Financial Guarantor was terminated, leaving the Financial Guarantor as effectively a stand-alone company. The Financial Guarantor's current principal activity is the run-off of its outstanding financial guarantees. The Financial Guarantor ceased writing financial guarantees in 2007 and is no longer engaged in the business of writing new financial guarantees.

On 19 June 2020, the Financial Guarantor was sold by Financial Guaranty Insurance Company to Chelsea Insurance Holdings LLC and Chelsea Holdings Midwest LLC (together, the "New Shareholders"), which are owned by affiliates of Goldentree Asset Management and American Life Security, a U.S.-based insurance company. On 30 June 2020, FGIC UK Limited changed its name to Financial Guaranty UK Limited. The New Shareholders have no obligation under any applicable contractual or regulatory requirements to contribute additional capital to the Financial Guarantor.

The Financial Guarantor currently has policies outstanding against utility, private finance initiative (PFI) and transportation bonds. The financial guarantees written by the Financial Guarantor generally provide for unconditional and irrevocable guarantees of scheduled payments on an obligor's financial obligations in the event and to the extent an obligor fails to make such payments.

As of June 30, 2021, the Financial Guarantor had a financial guarantee portfolio which consisted of 14 highly-rated, seasoned obligors with GBP2.1 billion in total face value of obligations (par in force). These guarantees are not currently projected to incur any future claim payments or losses. The Financial Guarantor has no debt outstanding and no contingent liabilities other than its guarantee obligations. As of June 30, 2021, the Financial Guarantor had total assets of GBP139.3 million, including GBP85.3 million in cash and investments and GBP50.2 million in future instalment premiums (undiscounted). There were no claims made against the Financial Guarantor under its financial guarantee portfolio for the six months ended June 30, 2021, and the Financial Guarantor did not record a provision for claims at June 30, 2021, and, based on the information available to the Financial Guarantor's management and related estimates, assumptions and judgements, no such claim is currently expected. The Financial Guarantor has no employees and limited working capital needs as all operations are outsourced to third parties.

As of June 30, 2021, the Financial Guarantor had a 25x leverage of insured portfolio par outstanding to cash and investments ratio and a 16x leverage of insured portfolio par outstanding to undiscounted claims paying resources (cash and investments, plus undiscounted future installment premium) ratio. The Financial Guarantor is subject to Solvency II requirements which measure an insurance company's health by means of a Solvency Capital Requirement ("SCR") and Minimum Capital Requirement ("MCR"). As of June 30, 2021, the Financial Guarantor's SCR ratio (estimated after taking into account certain amendments to its December 31, 2020 Solvency II model) was 38%, which is not in compliance with the minimum required ratio of 100% under PRA standards. After giving pro forma effect to a de-risking transaction completed by the Financial Guarantor after June 30, 2021, the Financial Guarantor's estimated June 30, 2021 SCR ratio was 49%, which continues to be not in compliance with the minimum required ratio of 100% under PRA standards. As of June 30, 2021, the Financial Guarantor's estimated MCR was GBP26.6 million relative to its own funds of GBP40.6 million, which is in compliance with PRA standards. However, in view of its MCR cushion of only GBP14.0 million, the Financial Guarantor's management believes that, in the event any policy in its financial guarantee portfolio experienced a loss and a claim were to be made on the Financial Guarantor, it is likely that this would result in the Financial Guarantor's own funds being lower than its MCR, as a result of which there would be a material risk of the Financial Guarantor being put into administration . Accordingly the management of the Financial Guarantor believes that its financial guarantee in relation to the Bonds does not provide material credit enhancement for the Bonds. In addition, because the Financial Guarantor is no longer formally rated its financial guarantee no longer provides any credit rating enhancement for the Bonds.

The Financial Guarantor has been undergoing a de-risking exercise in relation to its financial guarantee portfolio. This exercise includes seeking to remove or substantially reduce certain of the financial guarantees in its portfolio, subject to market conditions and reaching agreements on acceptable terms with the relevant counterparties. To this end the Financial Guarantor is currently conducting a consent solicitation in respect of the Bonds. There can be no assurance as to the outcome of such de-risking exercise, which is subject to various factors outside of the control of the Financial Guarantor. In particular, there can be no assurance as to which financial guarantees in the Financial Guarantor's current financial guarantee portfolio, if any, will be removed or substantially reduced .

As of June 30, 2021, the Financial Guarantor had projected that, assuming that none of the financial guarantees in its financial guarantee portfolio would be removed or reduced, its SCR ratio would reach 100% in 2030. As a result of the de-risking transaction completed by the Financial Guarantor after June 30, 2021, the projected first year of reaching a 100% SCR ratio was accelerated to 2027. Assuming that the consent solicitation in respect of the Bonds were to be successful and no other financial guarantees in its financial guarantee portfolio would be removed or reduced, the Financial Guarantor projects that its SCR ratio would increase to 68%, but the projected first year of reaching a 100% SCR ratio would remain at 2027. The Financial Guarantor's actual ratios may differ materially from the foregoing estimated and projected SCR ratios as a result of known and unknown uncertainties. In particular, the Financial Guarantor is currently in the process of updating its Solvency II model to June 30, 2021 as part of its own risk and solvency assessment (ORSA). The Financial Guarantor does not undertake any obligation

to publicly update or revise the foregoing estimated and projected ratios. See "Cautionary Statement Regarding Forward-Looking Statements" below.

The intention of the Proposed Amendments is to terminate the financial guarantee of the Financial Guarantor in respect of the Bonds, whilst 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 as controlling creditor in relation to the Bonds 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 NGN without the Financial Guarantor's involvement.

In conjunction with the Consent Solicitation, pursuant to and in accordance with the provisions of the Trust Deed, the Financial Guarantor, being the Controlling Creditor (as such term is defined in the Trust Deed), and the Trustee (acting on the directions of the Controlling Creditor) have agreed certain other modifications to the terms and conditions of the Bonds and the GBP250,000,000 4.875 per cent. Guaranteed Bonds due 2027 issued by the Issuer (the "2027 Bonds") to allow for the issuance of future bonds by the Issuer guaranteed by NGN which would rank pari passu in all respects with the Bonds and the 2027 Bonds if the issue of the future bonds would not have any adverse effect on the then current shadow credit rating of NGN. Such modifications are included in the First Master Amendment Agreement and became effective upon the execution of the First Master Amendment Agreement. The effectiveness of such modifications is not conditional upon the Consent Solicitation being consummated. Such modifications have been approved by the Financial Guarantor and the Trustee (acting on the directions of the Controlling Creditor) on the basis that they are not materially prejudicial to the interests of the Bondholders or holders of the 2027 Bonds. Such modifications do not require approval of the Bondholders or the holders of the 2027 Bonds and do not form part of the Proposal.

The Proposal

For the reasons described above, the Financial Guarantor has requested the Trustee to convene the Meeting in accordance with the Trust Deed and is inviting Bondholders (the "Proposal") to approve, by way of an Extraordinary Resolution pursuant to the Conditions and the Meeting Provisions, the following amendments (the "Proposed Amendments") to the Trust Deed, the Conditions, the Guarantee and Reimbursement Agreement and the Financial Guarantee.

Modifications to Financial Guarantee

The Financial Guarantee shall be terminated.

Modifications to the Trust Deed

The Trust Deed shall be modified as follows:

   (a)   A new clause 1.3 shall be added as follows: 

"Notwithstanding any other provisions of these presents, the Financial Guarantor has no rights as Controlling Creditor in respect of the 2035 Bonds (which shall include, without limitation, the right to nominate, consent, agree, access, require, direct or approve under the Trust Deed or the Conditions in respect of the 2035 Bonds)."

(b) The definition of Financial Guarantee shall be deleted, and the following substituted in its place:

"Financial Guarantee means FGIC UK Financial Guarantee No. UK 05080039 dated 15 November 2005 between the Financial Guarantor and the Trustee in respect of the 2027 Bonds, and references herein to Financial Guarantees shall be read and construed accordingly."

   (c)   Clause 8.1 shall be modified by adding "2027" before "Bonds" in the fifth line. 
   (d)   Clause 12.1 shall be deleted, and the following substituted in its place: 

"(a) In respect of the 2027 Bonds, the Trustee shall not be bound to take any action or step in relation to these presents or the Financial Guarantee (including but not limited to the giving of any notice or the taking of any proceedings and/or other steps mentioned in sub-Clause 9.1) unless directed or requested to do so (a) by the Financial Guarantor (for so long as it is the Controlling Creditor) or (b) (i) if the Financial Guarantor is not the Controlling Creditor or (ii) in respect of any action, proceedings or steps in relation to either Financial Guarantee and/or against or in relation to the Financial Guarantor, by an Extraordinary Resolution of the holders of the 2027 Bonds or in writing by the holders of at least one-quarter in principal amount of the 2027 Bonds then outstanding, and in any case then only if it shall be indemnified, secured and prefunded (or any of them) to its satisfaction against all Liabilities to which it may render itself liable or which it may incur by so doing.

(b) In respect of the 2035 Bonds, the Trustee shall not be bound to take any action or step in relation to these presents (including but not limited to the giving of any notice or the taking of any proceedings and/or other steps mentioned in sub-Clause 9.1) unless directed or requested to do so by an Extraordinary Resolution of the holders of 2035 Bonds or in writing by the holders of at least one- quarter in principal amount of the 2035 Bonds then outstanding, and in any case then only if it shall be indemnified, secured and prefunded (or any of them) to its satisfaction against all Liabilities to which it may render itself liable or which it may incur by so doing."

Modifications to the Conditions

The Conditions of the Bonds shall be modified as follows:

   (a)   The Conditions will provide that references to the Financial Guarantees and the Guarantee and Reimbursement Agreement shall cease to have any effect. 

(b) The Conditions will provide that the Financial Guarantor has no right to nominate, consent, agree, access, require, direct or approve under the Trust Deed or the Conditions.

   (c)   Conditions 2.4 and 2.5 shall be deleted. 

Modifications to Guarantee and Reimbursement Agreement

The Guarantee and Reimbursement Agreement shall be modified as follows:

   (a)   A new clause 1.4 shall be added as follows: 

"Notwithstanding any other provisions of this Deed, FGIC UK has no rights as Controlling Creditor in respect of the 2035 Bonds (which shall include, without limitation, the right to nominate, consent, agree, access, require, direct or approve under the Trust Deed or the Conditions in respect of the 2035 Bonds)."

(b) The definition of Financial Guarantee in the Guarantee and Reimbursement Agreement shall be deleted, and the following substituted in its place:

""Financial Guarantee" means FGIC UK Financial Guarantee No. UK 05080039 dated 15 November 2005 between the Financial Guarantor and the Trustee in respect of the 2027 Bonds, and references herein to Financial Guarantees shall be read and construed accordingly."

(c) Clauses 2.2.3, 2.2.7(a), 2.2.9, 2.3.7, and 4.2 shall be amended by the addition of "2027" before the word "Bonds".

(d) Clauses 2.2.3, 2.2.7(a) and 9 shall be amended by the addition of "in respect of the 2027 Bonds" after the word "Bondholders".

(e) Clause 13.1.1 shall be amended by the addition of "in respect of the 2027 Bonds" after the word "Conditions".

Rating Agencies

Moody's Investors Service has indicated to the Financial Guarantor that the Financial Guarantee provides no support to the credit quality of the Issuer and that the implementation of the Proposed Amendments would have no impact on the credit quality of the Issuer.

Early Participation Fee

If an Extraordinary Resolution is passed, the Eligibility Condition is satisfied and the other conditions to the Consent Solicitation are satisfied (or waived) , then the Financial Guarantor will pay, or procure to be paid, on the Payment Date, a cash payment of GBP5.00 for each GBP1,000 in principal amount of Bonds that are validly voted at the Meeting (the "Early Participation Fee"), to Bondholders who complete and deliver ( and do not revoke, in the limited circumstances where such revocation is permitted ) valid Solicitation Instructions which are received by the Tabulation Agent on or prior to the Early Participation Deadline. The Proposed Amendments will become effective upon payment of the Early Participation Fee and Ineligible Bondholder Payment to Bondholders who are entitled to receive such payments under the terms of the Consent Solicitation , subject to the satisfaction of all other conditions of the Consent Solicitation. Information on the Ineligible Bondholder Payment is set out in the Notice of Meeting.

Meeting

The Meeting will commence at 10.30 a.m. (London time) on 13 October 2021. At the Meeting, Bondholders will be invited to consider and, if thought fit, pass the Extraordinary Resolution to approve the implementation of the Proposal. To be passed, the Extraordinary Resolution requires a majority consisting of at least 75% of the votes cast at the Meeting (or adjourned Meeting). The Meeting will be held via teleconference.

Indicative Timetable

Set out below is an indicative timetable showing one possible outcome for the timing of the Consent Solicitation and the Proposal, which will depend, among other things, on timely receipt (and non-revocation) of instructions, the right of the Financial Guarantor to extend, re-open, amend and/or terminate the Consent Solicitation ( other than the terms of the Extraordinary Resolution, the bringing forward of the Expiration Deadline, the Eligibility Condition, the Regulatory Condition, the Ratings Condition or the Payment Condition) as described in the Consent Solicitation Memorandum, the passing of the Extraordinary Resolution and the satisfaction (or waiver) of the consent conditions . Accordingly, the actual timetable may differ significantly from the timetable below.

 
 Event                                    Timing 
 Announcement of Consent Solicitation     21 September 2021 
  and Proposal 
 Early Participation Deadline             4.00 p.m. (London time) on 
                                           1 October 2021 

 Expiration Deadline                      4.00 p.m. (London time) on 
                                           8 October 2021 
 Meeting to be held via teleconference.   10.30 a.m. (London time) on 
                                           13 October 2021 
 Announcement of Outcome of Meeting       As soon as reasonably practicable 
                                           after the Meeting 
 Following the Extraordinary Resolution   No later than the third Business 
  being passed at the Meeting and          Day immediately following the 
  the Eligibility Condition and            passing of the Extraordinary 
  the other consent conditions being       Resolution 
  satisfied or waived, (i) payment 
  by the Financial Guarantor of 
  the Early Participation Fee and 
  Ineligible Bondholder Payment 
  to Bondholders who are entitled 
  to receive such payments under 
  the terms of the Consent Solicitation 
  and (ii) the amendments to the 
  Trust Deed, the Conditions, the 
  Guarantee and Reimbursement Agreement 
  and the Financial Guarantee pursuant 
  to the First Master Amendment 
  Agreement become effective (the 
  Effective Time). 
 

Bondholders are advised to check with any bank, securities broker or other intermediary through which they hold their Bonds when such intermediary would need to receive instructions from a Bondholder in order for such Bondholder to participate in, or (in the limited circumstances in which revocation is permitted) to validly revoke their instruction to participate in, the Consent Solicitation and/or vote in respect of the Proposal before the deadline specified above. The deadlines set by any such intermediary and each Clearing System for the submission and (where permitted) revocation of Solicitation Instructions will be earlier than the deadline above.

Consent Conditions

The implementation of the Consent Solicitation and the Extraordinary Resolution will be conditional on:

   (a)   the passing of the Extraordinary Resolution; 

(b) the Consent Solicitation not having been terminated in accordance with the provisions for such termination set out in the Consent Solicitation Memorandum;

(c) the quorum required for, and the requisite majority of votes cast at, the Meeting being satisfied by Eligible Bondholders only, irrespective of any participation at the Meeting by Ineligible Bondholders (including, if applicable, the satisfaction of such condition at an adjourned Meeting) (the " Eligibility Condition ");

(d) the PRA having issued a statement of non-objection (in such form as the PRA may determine) to the Financial Guarantor in relation to the Consent Solicitation (the " Regulatory Condition ");

(e) no internationally recognised rating agency having issued any notice (i) downgrading, withdrawing or placing on review or "creditwatch" with negative implications, (ii) indicating that it intends to or is considering the possibility of doing so or (iii) indicating that it is reconsidering the rating of the Bonds, where the relevant action in (i), (ii) or (iii), as the case may be, was fully or partly attributable to the Proposed Amendments, as expressed by the relevant rating agency (the " Ratings Condition "); and

(f) the payment by the Financial Guarantor of the Early Participation Fee and the Ineligible Bondholder Payment to Bondholders who are entitled to such payments under the terms of the Consent Solicitation (the " Payment Condition ").

The Financial Guarantor may (subject to applicable law and the meeting provisions set out in the Trust Deed) terminate the Consent Solicitation for any reason at any time before the Effective Time. The Financial Guarantor also reserves the right at any time to waive any or all of the conditions of the Consent Solicitation (other than the Eligibility Condition, the Regulatory Condition, the Ratings Condition or the Payment Condition), as set out in the Consent Solicitation Memorandum.

Consent Solicitation Memorandum

Bondholders may obtain a copy of the Consent Solicitation Memorandum upon request by contacting the Tabulation Agent.

Solicitation Agent

The Solicitation Agent for the Consent Solicitation is:

Barclays Bank PLC

5 The North Colonnade

Canary Wharf

London E14 4BB

(Attention: Liability Management Group, Telephone: +44 20 3134 8515, Email: eu.lm@barclays.com)

Tabulation Agent

The Tabulation Agent for the Consent Solicitation is:

Lucid Issuer Services Limited

The Shard

32 London Bridge Street

London SE1 9SG

(Attention: Owen Morris, Telephone: +44 20 7704 0880, Fax: +44 20 3004 1590, Email: fguk@lucid-is.com )

THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN INVITATION TO PARTICIPATE IN THE CONSENT SOLICITATION.

This announcement may contain inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 (MAR), as amended by The Market Abuse (Amendment) (EU Exit) Regulations 2019 (SI 2019/310), as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018, encompassing information relating to the Consent Solicitation and the Proposal described above.

UK MIFIR product governance / Professional investors and ECPs only target market - Manufacturer target market is eligible counterparties and professional clients (all distribution channels). No key information document (KID) pursuant to Regulation (EU) No 1286/2014 as it forms part of UK domestic law by virtue of the EUWA (UK PRIIPs Regulation) has been prepared as the Bonds referred to in this Notice are not available to retail investors in the UK.

None of the Solicitation Agent, the Tabulation Agent, the Trustee, the Financial Guarantor or the Issuer takes any responsibility for the contents of this announcement and none of the Solicitation Agent, the Tabulation Agent, the Trustee, the Financial Guarantor or the Issuer or any of their respective directors, officers, employees or affiliates makes any representation or recommendation whatsoever regarding the Consent Solicitation, or expresses any opinion as to whether Bondholders should participate in the Consent Solicitation or vote in favour of or against the Extraordinary Resolution. This announcement must be read in conjunction with the Consent Solicitation Memorandum. This announcement and the Consent Solicitation Memorandum contain important information which should be read carefully before any decision is made with respect to the Consent Solicitation. If any Bondholder is in any doubt as to the action it should take, it is recommended to seek its own advice, including as to any tax consequences, from its stockbroker, bank manager, solicitor, accountant or other independent adviser.

Within the United Kingdom, this announcement is directed only at persons having professional experience in matters relating to investments who fall within the definition of "investment professionals" in Article 19 (5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 ("relevant persons"). The investment or investment activity to which this announcement relates is only available to and will only be engaged in with relevant persons and persons who receive this announcement who are not relevant persons should not rely or act upon it.

This announcement is not a solicitation of consents with respect to any Bonds and does not constitute an invitation to participate in the Consent Solicitation in or from any jurisdiction in or from which, or to or from any person to or from whom, it is unlawful to make such invitation under applicable securities laws. The Consent Solicitation is being made solely pursuant to the Consent Solicitation Memorandum, which sets forth a detailed statement of the terms of the Consent Solicitation.

This announcement does not constitute an offer to sell or a solicitation of an offer to buy securities, and there shall be no sale of securities in any jurisdiction in which any offer, solicitation or sale would be unlawful prior to registration or qualification of such securities under the securities laws of any such jurisdiction. This announcement is not an offer for sale of any securities in the United States. Securities may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended. The Issuer and the Financial Guarantor have not registered and do not intend to register any portion of any offering of securities in the United States nor to conduct a public offering of any securities in the United States.

The distribution of this announcement in certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes are required to inform themselves about, and to observe, any such restrictions.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

Certain statements set forth in this announcement contain "forward-looking statements," that involve a number of risks and uncertainties. Certain such forward-looking statements can be identified by the use of forward-looking terminology such as "projects", "believes", "expects", "may", "are expected to", "intends", "will", "will continue", "should", "would be", "seeks", "approximately" or "anticipates" or similar expressions or the negative or other variations thereof or comparable terminology. These forward-looking statements include all matters that are not historical facts. Although forward-looking statements reflect the Financial Guarantor's management's good faith beliefs, reliance should not be placed on forward-looking statements because they involve known and unknown risks, uncertainties and other factors, which may cause actual outcomes to differ materially from anticipated future outcomes expressed or implied by such forward-looking statements. The Financial Guarantor does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.

END

MSCPPURUBUPGGGG

(END) Dow Jones Newswires

September 21, 2021 07:10 ET (11:10 GMT)