Tenth Consent Request relating to Super Senior Issuer Funding

Background

Thames Water Utilities Limited ("TWUL") has so far drawn £1.836bn of the £2.25bn available under the super senior facility (the "Facility") entered into with its subsidiary, Thames Water Super Senior Issuer PLC (the "Super Senior Issuer").   

As previously announced, TWUL and the Super Senior Issuer have secured commitments of £823m (being the first £750m tranche of the Accordion plus a shortfall amount of c. £73m[1]) (the "New Commitments"), bringing the total amount which is available and undeferred under the Facility to £2.25bn.

Funding of the New Commitments remains subject to the satisfaction and/or waiver of relevant conditions precedent (the "Accordion Conditions"), some of which, as at today, have not yet been satisfied and/or waived in full, including having a Supported LUA in respect of RP2.

TWUL continues to work closely with stakeholders to secure a market-led solution.

Tenth Consent Request

The Super Senior Issuer has today launched a tenth consent request (the "Tenth Consent Request") seeking the consent of the super senior creditors to waive the Accordion Conditions and thereby permit the Super Senior Issuer to draw £413.49m of the New Commitments.

The Tenth Consent Request has a voting date of 2 June 2026 and follows nine previous sets of consent requests which were approved by creditors. Voting may close earlier if the requisite majority of super senior creditors vote in favour of the Tenth Consent Request before the voting date.

If the Tenth Consent Request is approved, TWUL would expect to launch a further set of consent requests in due course seeking consent to extend the condition precedent of having a Supported LUA by 30 April 2026 in respect of RP2, in order for TWUL to make a drawing from TWSSI.

Access to Documents

The Tenth Consent Request is 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 REQUEST 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[2] SHOULD THEY HAVE ANY QUERIES IN RELATION TO THEIR CONTENTS.

[1] The shortfall amount is equal to the undrawn amount under the first tranche of £1.5bn, which arose as a result of commitments being deferred pursuant to the terms of the Second Consent Request: https://www.londonstockexchange.com/news-article/AW14/second-super-senior-funding-waiver-consent-request/17009385

[2] Creditors can contact TWUL to receive details of existing creditor groups and their advisors.