20-F: National Grid plc: Trust Deed Update for Euro Medium Term Note Programme

National Grid plc and National Grid Electricity Transmission plc have executed an Amended and Restated Trust Deed dated August 19, 2025, to govern their Euro 20,000,000,000 Euro Medium Term Note Programme.

Summary

• This document is an Amended and Restated Trust Deed for National Grid plc and National Grid Electricity Transmission plc concerning their Euro 20,000,000,000 Euro Medium Term Note Programme.
• The deed, dated August 19, 2025, amends and restates the original trust deed dated August 11, 2022.
• It outlines the terms and conditions for the issuance of bearer debt instruments and Australian Domestic Instruments under the Programme.
• The Law Debenture Trust Corporation p.l.c. acts as the Trustee for the Programme.
• The Deed Poll constitutes the Australian Domestic Instruments, while the Trust Deed constitutes other Instruments issued under the Programme.
• Key provisions cover the issue of instruments, covenant to pay, form of instruments, stamp duties, application of moneys received by the Trustee, covenants of the Issuers, remuneration and indemnification of the Trustee, provisions supplemental to the Trustee Acts, modification and substitution, appointment/retirement/removal of the Trustee, instruments held in clearing systems, currency indemnity, enforcement, communications, and governing law and jurisdiction.

Sentiment

Score: 3

Explanation: StockSavvy.ai views this filing as neutral to slightly positive, as it represents a routine administrative update to a significant debt programme, ensuring continued access to capital markets without immediate financial performance indicators.

Positives

• The update to the Trust Deed provides a clear legal framework for National Grid's Euro Medium Term Note Programme.
• The Programme has a substantial limit of Euro 20,000,000,000, indicating significant access to capital markets.
• The inclusion of Australian Domestic Instruments broadens the Programme's reach into different capital markets.
• The appointment of a reputable Trustee, The Law Debenture Trust Corporation p.l.c., ensures proper oversight and administration of the trust deed.

Risks

• The filing is a legal document outlining a debt programme, not a financial performance update, so direct financial risks are not applicable in this context.
• Potential risks related to debt issuance, such as interest rate fluctuations or changes in credit ratings, are inherent to such programmes but not detailed as specific risks in this document.

Future Outlook

The document outlines the framework for future issuances under the Euro Medium Term Note Programme, up to a limit of Euro 20,000,000,000. Specific future financial performance is not detailed.

Industry Context

StockSavvy.ai notes that the update to the Trust Deed for National Grid's Euro Medium Term Note Programme is a standard procedural update for a large, established issuer maintaining its debt issuance facilities. Such programmes are common for companies needing continuous access to capital for investment and refinancing.

Comparison to Industry Standards

• The Euro Medium Term Note Programme structure and the role of a trustee are standard practices for large, investment-grade corporate issuers accessing international debt capital markets.
• The Programme Limit of Euro 20,000,000,000 is substantial and aligns with the scale of funding required by major utility companies for ongoing infrastructure investment and capital management.
• The inclusion of Australian Domestic Instruments reflects a common strategy among global issuers to diversify funding sources and tap into various capital markets.

Corporate Governance

Stakeholder Impact

• Instrumentholders: The Deed clarifies the terms under which instruments are issued and governed, providing certainty for investors.
• Issuers (National Grid plc and National Grid Electricity Transmission plc): The Deed establishes the legal framework for their debt issuance activities.
• Trustee (The Law Debenture Trust Corporation p.l.c.): The Deed outlines its rights, responsibilities, and indemnities in administering the Programme.

Next Steps

• National Grid plc and National Grid Electricity Transmission plc will continue to issue debt instruments under the Euro Medium Term Note Programme as governed by this Amended and Restated Trust Deed.
• The Trustee will administer the Programme in accordance with the terms of the Deed.

Key Dates

Keywords

National Grid, National Grid Electricity Transmission, Trust Deed, Euro Medium Term Note Programme, Debt Instruments, Capital Markets, The Law Debenture Trust Corporation, Trustee, Issuers, Programme Limit, Australian Domestic Instruments, Bearer Debt Instruments, Securities Law, Corporate Finance