FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
November 10 2003
BRITISH ENERGY PLC
(Registrant's name)
3 Redwood Crescent
Peel Park
East Kilbride G74 5PR
Scotland
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F.
Form 20-F..X.. Form 40-F.....
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ..... No ..X..
If "Yes" is marked, indicate below the file number assigned to the registrant
in connection with Rule 12g3-2(b):
Exhibit Index
The following document (bearing the exhibit number listed below) is furnished
herewith and is made a part of this Report pursuant to the General Instructions
for Form 6-K:
Exhibit Description
No. 1 RNS Announcement, re: Notice to Bondholders
dated 10 November 2003
10 November 2003
NOTICE TO HOLDERS OF
THE GUARANTEED BONDS ISSUED BY BRITISH ENERGY PLC ("BRITISH ENERGY")
GBP134,586,000 6.202% Guaranteed Bonds due 2016
GBP163,444,000 6.077% Guaranteed Bonds due 2006
-and-
GBP109,861,000 5.949% Guaranteed Bonds due 2003:
BONDS EXISTING IDENTIFICATION CODES
(COMMON CODE/ISIN NOs)
GBP134,586,000 6.202% Guaranteed Bonds due 2016 009857940/XS0098579401
GBP163,444,000 6.077% Guaranteed Bonds due 2006 009858075/XS0098580755
GBP109,861,000 5.949% Guaranteed Bonds due 2003 009858164/XS0098581647
(the "Bonds") issued by British Energy plc and each guaranteed
by British Energy Generation Limited and British Energy
Generation (UK) Limited (being together, the "Guarantors")
British Energy announced on 1 October 2003 that it had agreed the terms of a
proposed restructuring (the "Proposed Restructuring") of the British Energy
group of companies (the "Group") with certain of its creditors and the Secretary
of State for Trade and Industry (the "Secretary of State"). The Proposed
Restructuring gives effect to the heads of terms signed on 14 February 2003.
Completion of the Proposed Restructuring is subject, amongst other things, to
receipt by the Secretary of State of a satisfactory notification from the
European Commission that insofar as the proposals involve the grant of State aid
by the UK Government, such aid is compatible with the common market. We
understand that the Secretary of State expects to receive this notification by
mid 2004.
The terms of the Proposed Restructuring are set out in a restructuring agreement
entered into as of 30 September 2003 by certain Group companies, Enron Capital &
Trade Europe Finance LLC, Teesside Power Limited, Total Gas & Power Limited, The
Royal Bank of Scotland plc, British Nuclear Fuels plc and certain holders of the
outstanding Bonds (the "Creditor Restructuring Agreement"). As of 31 October
2003, holders of 87.73% in the aggregate of outstanding Bonds (each together,
the "Consenting Bondholders") were signatories to the Creditor Restructuring
Agreement and irrevocably agreed to be bound by the terms of the Proposed
Restructuring and to take all actions required of them to implement the
restructuring steps.
Under the terms of the Creditor Restructuring Agreement, a Consenting Bondholder
may sell to another Consenting Bondholder and may sell to a Bondholder not party
to the Creditor Restructuring Agreement provided that it first obtains from that
Bondholder a written undertaking in favour of the other parties to the Creditor
Restructuring Agreement (in the form attached as Schedule 11 thereto) agreeing
to be bound by the terms of the Creditor Restructuring Agreement as if such
person were a Consenting Bondholder.
Each series of Bonds is currently represented by a Global Bond deposited with a
common depositary for Euroclear Bank S.A./N.V. as operator of the Euroclear
System ("Euroclear") and Clearstream Banking, societe anonyme, Luxembourg
("Clearstream, Luxembourg") (each together, the "Clearing Systems").
So that it may be possible to identify easily those Bonds in the Clearing
Systems which are subject to the Creditor Restructuring Agreement (the "
Assenting Bonds") during the period ending on the earlier of the date upon which
the Creditor Restructuring Agreement is terminated in accordance with its terms
(the "Termination Date") or the date upon which each of the conditions to the
Proposed Restructuring have been satisfied or waived (the "Restructuring Date"),
it has been proposed that each series of Assenting Bonds will be identified in
the Clearing Systems with a New Common Code and New ISIN (each together, the "
New Identification Codes") as follows:
Series New ISIN New Common Code
2016 Bonds XS0180470808 018047080
2006 Bonds XS0180469461 018046946
2003 Bonds XS0180470121 018047012
British Energy has agreed to this proposal. The New Identification Codes will be
available to be used in the Clearing Systems from such date as the Clearing
Systems receive written confirmation from British Energy that the Creditor
Restructuring Agreement has become effective among the parties to it. The New
Identification Codes will not be applied to individual Assenting Bonds until
such time as the Clearing Systems have received an Electronic Communication (as
described below) in relation to those Assenting Bonds from a Consenting
Bondholder and/or their Custodian which is satisfactory to the Clearing Systems.
Should a Consenting Bondholder or any other Bondholder wish to receive more
details as to how to obtain New Identification Codes in respect of their Bonds
or how to send the required Electronic Communication to the Clearing Systems,
then that party should contact the legal and financial advisers to the Ad Hoc
Committee of Bondholders, Cadwalader, Wickersham & Taft LLP ("Cadwalader") and
Close Brothers Corporate Finance Limited ("Close Brothers") respectively.
Cadwalader and Close Brothers represent the Ad Hoc Committee of Bondholders in
the Proposed Restructuring and not any other party, including any other
Bondholder or Consenting Bondholder.
The existing Common Codes and ISINs applicable to the Bonds will continue to
apply in parallel with the New Identification Codes in relation to Bonds which
are not Assenting Bonds.
The contact details for the Ad Hoc Committee's advisers are:
Justin Bickle or Stephen Phillips
Cadwalader, Wickersham & Taft LLP
265 Strand
London WC2R 1BH
Telephone: +44 (0) 20 7170 8621
E-mail: justin.bickle@cwt-uk.com
stephen.phillips@cwt-uk.com
Martin Gudgeon or John Nener
Close Brothers Corporate Finance
10 Crown Place
London EC2A 4FT
Telephone: +44 (0) 20 7655 3172
Email: martin.gudgeon@cbcf.com
john.nener@cbcf.com
Holders of the Bonds who have not yet signed the Creditor Restructuring
Agreement or who wish to receive more information relating to the New
Identification Codes or Electronic Communication referred to herein are asked to
contact Cadwalader and/or Close Brothers in response to this Notice, and to
direct all queries to them. Holders of the Bonds are kindly asked not to contact
either British Energy, or any of its own advisers, as a result of the
publication of this Notice.
This Notice has been issued with the permission of British Energy plc, 3 Redwood
Crescent, Peel Park, East Kilbride, Glasgow, G74 5PR, and in conjunction with
the Ad Hoc Committee's above stated legal and financial advisers.
Dated this 10 day of November 2003
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Date: November 10 2003 BRITISH ENERGY PLC
By:____Paul Heward____
Name: Paul Heward
Title: Director - Investor Relations