Thames Wuf 60 Regulatory News (BK64)

Thames Water Utilities Limited

10 January 2025

Thames Water Utilities Limited announcesresults of STID Proposal

Thames Water Utilities Limited ("TWUL") announces today that its STID Proposal dated 20 December 2024 (the "STID Proposal") regarding the Waiver described therein has been approved.

The waiver has been sought solely for the purposes of continuing to facilitate the Liquidity Extension Transaction and the Company RP and to mitigate any impact of actions of the Relevant Class B Creditors or any other creditor group.

Thames Water said: "The board and leadership team remain focused on implementing the company plan, stabilising the business and seeking the best financial and operational outcome for customers, the environment, UK taxpayers and the UK economy."

Terms used but not otherwise defined have the meaning given to them in the STID Proposal.

Background

TWUL previously announced a consent process for a transaction support agreement ("TSA") in connection with implementing the liquidity extension transaction (the "Liquidity Extension Transaction").

The Liquidity Extension Transaction is to be implemented by a restructuring plan proposed by Thames Water Utilities Holdings Limited (the "Plan Company" or "TWUHL") pursuant to Part 26A of the Companies Act 2006 (the "Company RP"). Convening of creditor meetings in respect of Company Plan was approved by Court hearing on 17 December 2024.

TWUL was made aware that certain Class B Creditors (the "Relevant Class B Creditors") were seeking to launch a parallel restructuring plan to implement their alternative liquidity extension transaction. TWUL launched the STID Proposal in order to ensure that no Default or Event of Default arose from a Class B RP or Other Creditor RP while the Company RP (which has the support of circa 89 per cent. of Secured Creditors of the TWU Financing Group as of 7 January 2025) is being progressed.

Approval of STID Proposal

TWUL announces that the Security Trustee has received the required votes in favour of the Waiver from the Majority Creditors and accordingly, the Waiver under the STID Proposal has been approved.

The STID Proposal shall apply from the date on which the Security Trustee executes the Waiver Letter, but the continued application of the Waiver is subject to the conditions specified below:

(1) that the waivers granted under the 25 October STID Proposal continue to apply;

(2) that the Company RP is sanctioned on or before 11 February 2025 (subject to any agreed extension);

(3) any applicable appeal period in relation to the Company RP has expired on or before 18 February 2025 (subject to any agreed extension), and no appeal is subsisting at that time; and

(4) if the Company RP is sanctioned, the order sanctioning the Company RP has not subsequently been overturned on a successful appeal (subject to any agreed waiver confirmation in respect of this limb (4)).

each a "Creditor Waiver Condition".

TWUL confirms that Creditor Waiver Condition (1) remains satisfied. TWUL further confirms that it will notify the Security Trustee when other Creditor Waiver Condition is satisfied.

For the avoidance of doubt this Waiver should not be taken as TWUL's or TWUHL's approval or authorisation of the Class B RP or any Other Creditor RP.

Creditors are encouraged to accede to the TSA by the record date for the Company RP to access a non-cash consent fee of 0.50% (capitalised in its respective position in the waterfall). Creditors should contact the Lock-Up Agent (as defined in the TSA) at thameswater@is.kroll.com with questions on how to accede to the TSA.

For further information

Investor enquiries

Frederick Maroudas - Director of Corporate Finance debt.investorrelations@thameswater.co.uk

Media enquiries

Suvra Jans - Head of Media Relations suvra.jans@thameswater.co.uk M: 07747 640 810

This notice is given by:

THAMES WATER UTILITIES LIMITED

10 January 2025

Legal Entity Identifier Numbers:

Thames Water Utilities Limited: 213800JKM5UQHFJOTZ25

Thames Water Utilities Finance Plc: 213800SKZTSE2L1BII69