THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU)
596/2014.
NOT FOR
RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON
LOCATED OR RESIDENT IN, OR AT ANY ADDRESS IN, THE UNITED STATES OF
AMERICA, ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED
STATES OF AMERICA OR THE DISTRICT OF COLUMBIA (THE "UNITED STATES")
OR IN OR INTO OR TO ANY PERSON RESIDENT OR LOCATED IN ANY OTHER
JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE
THIS ANNOUNCEMENT.
Thames Water Utilities Finance plc
announces the results of its Tender Offer in respect of its Class A
£500,000,000
4 per cent. Guaranteed Unwrapped Bonds due June
2025[*] (ISIN: XS1078777114)
29 January
2024. Thames Water Utilities Finance
plc[†] (the "Company") announces today the results
of its invitation to the holders of its outstanding Class A
£500,000,000 4 per cent. Guaranteed Unwrapped Bonds due June 2025
(ISIN: XS1078777114) (the "Notes") to tender their Notes for
purchase by the Company for cash announced on 22 January 2024,
subject to the satisfaction or waiver of the New Financing
Condition (as defined in the Tender Offer Memorandum (as defined
below)) (the "Offer").
This announcement is for information purposes
only and should be read in conjunction with the tender offer
memorandum dated 22 January 2024 (the "Tender Offer Memorandum") prepared by
the Company. Capitalised terms used in this announcement but not
defined herein have the meanings given to them in the Tender Offer
Memorandum.
The New Financing Condition is expected to be
satisfied on 30 January 2024.
The Company hereby announces that it accepts
for purchase, subject to the satisfaction or waiver of the New
Financing Condition, Notes validly tendered for purchase in the
Offer in the nominal amount set out in the table below. Pricing of
the Offer for the Notes is also set out in the table
below.
|
Description of the
Notes
|
ISIN/
Common Code
|
Benchmark Security
Rate
|
Purchase
Spread
|
Purchase
Price
|
Purchase
Yield
|
Nominal amount of Notes
accepted for purchase
|
|
Class A
£500,000,000 4 per cent. Guaranteed Unwrapped Bonds due June
2025
|
XS1078777114/
107877711
|
4.371 per
cent.
|
+245
basis points
|
96.211
per cent.
|
6.937 per
cent.
|
£185,527,000
|
The Company will also pay an Accrued Interest
Payment with respect to the purchased Notes.
The Offer commenced on 22 January 2024 and
expired at 4:00 p.m. (London time) on 26 January 2024. Subject to
the satisfaction or waiver of the New Financing Condition,
settlement of the Offer is expected to take place on 30 January
2024 (the "Settlement
Date").
Questions and requests for assistance in
connection with the Offer may be directed to the Dealer Managers,
the contact details for each of which are set out below:
|
DEALER MANAGERS
|
|
Lloyds Bank Corporate Markets
plc
10 Gresham Street
London EC2V 7AE
United Kingdom
Telephone: +44 20 7158 1726 /
1717
Email:
lbcmliabilitymanagement@lloydsbanking.com
Attention: Liability
Management
|
NatWest Markets Plc
250 Bishopsgate
London EC2M 4AA
United Kingdom
Telephone: +44 20 7678
5222
Email:
NWMliabilitymanagement@natwestmarkets.com
Attention: Liability
Management
|
|
TENDER AGENT
|
|
Kroll Issuer Services
Limited
The Shard
32 London Bridge Street
London SE1 9SG
United Kingdom
Telephone: +44 20 7704
0880
Attention: Owen Morris
Email: thameswater@is.kroll.com
Tender Offer
Website: https://deals.is.kroll.com/thameswater
|
MARKET
ABUSE REGULATION
This announcement is released by
Thames Water Utilities Finance plc and contains information that
qualified or may have qualified as inside information for the
purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014
("MAR"), encompassing information relating to the Offer and
proposed new issue of New Notes described above. For the purposes
of MAR and Article 2 of Commission Implementing Regulation (EU)
2016/1055, this announcement is made by David Gregg, Director of
Thames Water Utilities Finance plc.
DISCLAIMER
This announcement must be read in conjunction
with the Tender Offer Memorandum. Neither this
announcement nor the Tender Offer Memorandum constitutes an offer
to buy or the solicitation of an offer to sell Notes (and tenders
of Notes in the Offer will not be accepted from Noteholders) in any
circumstances in which such offer or solicitation is unlawful. The
distribution of this announcement and the Tender Offer Memorandum
in certain jurisdictions may be restricted by law. Persons into
whose possession this announcement and the Tender Offer Memorandum
comes are required by each of the Company, the Dealer Managers and
the Tender Agent to inform themselves about, and to observe, any
such restrictions. The Offer has now expired.