Last checked at 17 Oct 2022 15:35
THIS NOTICE RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7(1) OF THE MARKET ABUSE REGULATION (EU) 596/2014 AS IT FORMS PART OF UNITED KINGDOM DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 (THE EUWA).
THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF BONDHOLDERS. IF ANY BONDHOLDER IS IN ANY DOUBT AS TO THE ACTION IT SHOULD TAKE, IT SHOULD SEEK ITS OWN FINANCIAL AND LEGAL ADVICE, INCLUDING IN RESPECT OF ANY TAX CONSEQUENCES, IMMEDIATELY FROM ITS BROKER, BANK MANAGER, SOLICITOR, ACCOUNTANT OR OTHER INDEPENDENT FINANCIAL, TAX OR LEGAL ADVISER.
Bristol Water plc
(incorporated in England and Wales with limited liability with registered number 02662226)
(the Issuer)
NOTICE TO HOLDERS
of the Issuer's outstanding
£40,000,000 2.701 per cent. Index-Linked Secured Guaranteed Bonds due 2041 (ISIN: XS0609003701 / Common Code: 060900370)
(the Bonds)
guaranteed by
Bristol Water Core Holdings Limited
(incorporated in England and Wales with limited liability with registered number 04637554)
(the Guarantor)
Capitalised terms that are not defined in this notice shall have the meanings given to them in the Terms and Conditions of the Bonds (the Conditions).
NOTICE IS HEREBY GIVEN that the Issuer and the Bond Trustee have agreed, pursuant to clause 12.1 of the Trust Deed, to the following amendment to Condition 7(d)(ii) in relation to the description of the "Gross Redemption Yield" (marked to show changes):
"(ii) … The "Gross Redemption Yield" on the Bonds and the Reference Stock will be expressed as a percentage and will be calculated on the basis set out by the United Kingdom Debt Management Office in the paper "Formulae for calculating Gilt Prices from Yields" page 124, Section One: Price/Yield Formulae "Conventional Gilts; Double-dated and Undated Gilts with Assumed (or Actual) Redemption on a Quasi-Coupon DateIndex-linked Gilts (3-Month Indexation Lag)" (published 8 June 1998 and as amended on 15 January 2002 and 16 March 2005 and) (as further supplemented, amended or replaced from time to time),"
These amendments were implemented by the execution of a supplemental trust deed (the Supplemental Trust Deed) earlier today which supplements and modifies the Trust Deed.
NOTICE IS ALSO HEREBY GIVEN that, pursuant to Condition 7(d) (Redemption at the option of the Issuer), the Issuer will redeem the Bonds in full on 17 November 2022 (the Redemption Date) at (i) a price determined by the Agent Bank in accordance with Condition 7(d) that is equal to 119.414 per cent. (the Redemption Price) multiplied by (ii) their principal amount (as adjusted for indexation), together with interest accrued to (but excluding) the Redemption Date, in accordance with the Conditions.
Pursuant to Condition 7(g) (Cancellation), all Bonds so redeemed will be cancelled. The Issuer will also request the Financial Conduct Authority (the FCA) to cancel the listing of the Bonds on the Official List of the FCA and the London Stock Exchange to cancel the admission to trading on its main market as soon as practicable after the Redemption Date.
The Notice is given by Bristol Water plc.
Dated: 17 October 2022.
This Notice is given by Bristol Water 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 as it forms part of United Kingdom domestic law by virtue of the EUWA (UK MAR), encompassing information relating to the early redemption of the Bonds described above. For the purposes of UK MAR and the Implementing Technical Standards, this announcement is made by Simon Pugsley, Company Secretary at Bristol Water plc.