PPL Corp. reached an agreement to sell its U.K. electricity distribution business Western Power Distribution PLC to British utility National Grid PLC for £7.8 billion in cash, plus the assumption of approximately £6.6 billion of debt.
The transaction, valued in total at £14.4 billion, is expected to result in net cash proceeds of approximately $10.2 billion for PPL, reflecting taxes and fees and based on a foreign-currency exchange rate of $1.35 to the pound.
A portion of the proceeds will be used to finance PPL's acquisition of National Grid's Rhode Island utility Narragansett Electric Co. for $3.8 billion, plus the assumption of approximately $1.5 billion of debt.
Net proceeds will also be used to further PPL's balance sheet and enhance opportunities for strategic growth, including potential investments of incremental capital at its utilities or in renewables and in repurchasing shares.
"[The strategic transactions] will refocus our business mix squarely on strong, rate-regulated U.S. utilities; strengthen our credit metrics; enhance long-term earnings growth and predictability; and provide us with greater financial flexibility to invest in sustainable energy solutions for those we serve," said PPL President and CEO Vincent Sorgi.
At the closing of the deals, PPL will serve approximately 3.5 million electricity and gas customers in the U.S., including approximately 780,000 customers from Narragansett Electric's electricity transmission and distribution and gas distribution businesses in Rhode Island.
PPL is targeting a cash from operations-to-total debt ratio of 16% to 18% following the transactions. The company also expects its holding company debt-to-total debt ratio to decrease below 25%.
The sale of WPD is expected to close within four months and the acquisition of Narragansett Electric within a year, subject to customary approvals in the U.S. and the U.K., as well as National Grid shareholder approval for the WPD deal.
National Grid plans to fund the deal with fully committed bridge facilities.
PPL tapped J.P. Morgan Securities LLC as sole financial adviser and Skadden Arps Slate Meagher & Flom LLP as legal adviser on both transactions, while Ashurst LLP served as its legal adviser on the U.K. transaction.
National Grid hired Barclays, Goldman Sachs and Robey Warshaw as joint financial advisers, and Herbert Smith Freehills LLP and Cravath Swaine & Moore LLP as lead legal advisers.
Along with these deals, National Grid announced that it will look to sell a majority stake in National Grid Gas PLC, which owns and operates Britain's gas transmission network, as part of its strategic portfolio repositioning toward electricity. NGG had approximately 7,630 kilometers of pipeline and a workforce of nearly 2,200 employees as of March 31, 2020.
National Grid expects to launch the sales process in the second half of 2021 and complete the deal approximately a year later.
National Grid's stock initially dropped by about 2.5% in early morning trading on the London Stock Exchange, before recovering slightly.
