Second Super Senior Funding Waiver Consent Request

Thames Water Utilities Limited

28 April 2025

Second Consent Request for a Super Senior Funding Waiver

On 1 April 2025, Thames Water Utilities Limited ("TWUL") announced that the parallel consent and waiver requests (the "First Consent Requests") to seek a waiver from 75% or more of the super senior creditors of certain conditions precedent to the super senior funding relating to the appeal period, had been approved. 

Details of approval of the First Consent Requests can be found in the announcement here:

https://www.londonstockexchange.com/news-article/AW14/results-of-stid-proposal-and-consent-requests/16969599

Following receipt of the Court of Appeal judgement on 15 April 2025, neither the ad hoc group of class B debt creditors nor Thames Water Limited sought permission to appeal the Court of Appeal's decision. On 25 April 2025, Charlie Maynard MP, sought permission to appeal ("Permission to Appeal") the Court of Appeal decision to sanction the restructuring plan proposed by Thames Water Utilities Holdings Limited pursuant to Part 26A of the Companies Act 2006 to the Supreme Court. A decision by the Court of Appeal as to whether or not such permission to appeal will be granted has not yet been made.

Second Consent and Waivers

In light of the Permission to Appeal submission, TWUL and Thames Water Super Senior Issuer PLC (the "Super Senior Issuer") have today launched additional parallel consent and waiver requests (the "Second Consent Requests") with a voting date of 13 May 2025. The Second Consent Requests relate to a further waiver and consent from 75% or more of the super senior creditors of the condition precedent to the super senior funding relating to the appeal period and in respect of amendments to the super senior funding documentation, including amendments to the sequencing and allocation of the super senior funding such that those super senior funders that elect to provide funding as part of the second tranche of super senior funding will be given priority to fund in each following tranche. Whilst such waiver is in force, the £1.5 billion super senior funding will continue to be drawn into the Super Senior Issuer in tranches sized in line with TWUL's liquidity needs. This process will continue while any further appeals process is ongoing.

TWUL is continuing to work with its creditors to seek to satisfy final conditions precedent to the super senior funding and obtain waivers where applicable, as previously obtained pursuant to the First Consent Requests to draw the first tranche of the super senior funding.

Access to Documents

The Second Consent Requests are available through TWUL's investor relations website at https://www.thameswater.co.uk/about-us/investors/liquidity-extension-update.

STAKEHOLDERS ARE ENCOURAGED TO REVIEW THE CONSENT REQUESTS IN DETAIL THEMSELVES (COPIES OF WHICH ARE AVAILABLE AT HTTPS://WWW.THAMESWATER.CO.UK/ABOUT-US/INVESTORS/LIQUIDITY-EXTENSION-UPDATE) AND SEEK THEIR OWN LEGAL AND FINANCIAL ADVICE[1] SHOULD THEY HAVE ANY QUERIES IN RELATION TO THEIR CONTENTS.

For further information

Investor enquiries

Edwin Lloyd - Head of Investor Relations [email protected]

Media enquiries

Suvra Jans - Head of Media Relations 07747 640810

[email protected]

Alex Simmons [email protected] 

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