THAMES WATER UTILITIES FINANCE PLC ANNOUNCES THE RESULTS OF THE ELECTRONIC VOTING INSTRUCTIONS OF BONDHOLDERS
1 April 2025
Thames Water Utilities Finance plc (the "Issuer") announces today the results of the voting by holders (the "Holders") of each Series of bonds listed in the table below (the "Bonds") issued by the Issuer and as guaranteed by Thames Water Utilities Holdings Limited and Thames Water Utilities Limited to vote in respect of the relevant STID Proposals and their implementation, as set out in the Announcement dated 17 March 2025 (the "Announcement").
Capitalised terms used but not defined in this announcement have the same meaning given to them in the Announcement.
Pursuant to all valid Electronic Voting Instructions received by the Tabulation Agent by the Expiration Time, notice is hereby given to the Holders of the Bonds that:
(a) the STID Proposals have been approved; and
(b) the votes cast by the Bondholders of each series and sub-class, as applicable, of Bonds in respect of the STID Proposals are set out in the table below.
| No. | Description | ISIN | Outstanding Principal Amount[1] | Outstanding Principal Amount in Favour[2] | In Favour (Percentage of Outstanding)[3] |
| 1. | £500,000,000 4 per cent. Class A Guaranteed Unwrapped Bonds due 19 June 2025 | XS1078777114 | 314,473,000.00 | 290,930,000.00 | 92.51% |
| 2. | €650,000,000 4.000 per cent. Class A Green Unwrapped Bonds due 18 April 2027 | XS2576550326 | 546,544,577.02 | 495,618,394.16 | 90.68% |
| 3. | £45,000,000 0.721 per cent. Index Linked Class A Unwrapped Bonds due 21 December 2027 | XS1335311574 | 67,612,982.02 | 67,612,982.02 | 100.00% |
| 4. | US$40,000,000 1.604 per cent. Class A Unwrapped Bonds due 23 December 2027 | XS2278588343 | 30,826,615.70 | 30,826,615.71 | 100.00% |
| 5. | €575,000,000 0.875 per cent. Class A Green Unwrapped Bonds due 31 January 2028 | XS2438026440 | 483,481,741.21 | 444,579,539.06 | 91.95% |
| 6. | £300,000,000 3.5 per cent. Class A Guaranteed Unwrapped Bonds due 25 February 2028 | XS1371533867 | 300,000,000.00 | 280,839,000.00 | 93.61% |
| 7. | £330,000,000 6.75 per cent. Guaranteed Bonds due 16 November 2028 | XS0092157600 | 330,000,000.00 | 301,730,000.00 | 91.43% |
| 8. | US$57,000,000 2.06 per cent. Class A Guaranteed Unwrapped Bonds due 12 November 2030 | XS2254339331 | 43,927,927.37 | 43,927,927.37 | 100.00% |
| 9. | €1,000,000,000 4.375 per cent. Class A Green Unwrapped Bonds due 18 January 2031 | XS2576550672 | 840,837,810.79 | 827,653,473.85 | 98.43% |
| 10. | £275,000,000 7.125 per cent. Class A Unwrapped Bonds due 30 April 2031 | XS2755443020 | 275,000,000.00 | 271,200,000.00 | 98.62% |
| 11. | £250,000,000 2.625 per cent. Class A Guaranteed Unwrapped Bonds due 24 January 2032 | XS1555168365 | 250,000,000.00 | 243,335,000.00 | 97.33% |
| 12. | €575,000,000 1.250 per cent. Class A Green Unwrapped Bonds due 31 January 2032 | XS2438026366 | 483,481,741.21 | 469,536,446.10 | 97.12% |
| 13. | £200,000,000 6.5 per cent. Guaranteed Bonds due 9 February 2032 | XS0107289323 | 200,000,000.00 | 195,800,000.00 | 97.90% |
| 14. | £300,000,000 4.375 per cent. Class A Guaranteed Unwrapped Bonds due 3 July 2034 | XS0800185174 | 300,000,000.00 | 293,511,000.00 | 97.84% |
| 15. | £40,000,000 0.75 per cent. Index Linked Class A Bonds due 18 December 2034 | XS1334772925 | 60,066,866.65 | 60,066,866.65 | 100.00% |
| 16. | £600,000,000 5.125 per cent. Guaranteed Notes due 28 September 2037 | XS0268693743 | 600,000,000.00 | 577,770,000.00 | 96.30% |
| 17. | JPY 20,000,000,000 3.28 per cent. Fixed Rate Class A Unwrapped Bonds due 20 August 2038 | XS0382041225 | 103,833,534.08 | 103,833,534.08 | 100.00% |
| 18. | £350,000,000 Class A 2.375 per cent. Guaranteed Unwrapped Bonds due 22 April 2040 | XS2161831776 | 350,000,000.00 | 334,250,000.00 | 95.50% |
| 19. | £300,000,000 8.250 per cent. Class A Unwrapped Bonds due 25 April 2040 | XS2707822644 | 300,000,000.00 | 292,491,000.00 | 97.50% |
| 20. | £50,000,000 3.853 per cent. Sub-Class A1 Index-Linked Unwrapped Bonds due 15 December 2040 | XS0404852526 | 80,998,501.63 | 48,599,100.97 | 60.00% |
| 21. | £500,000,000 5.50 per cent. Class A Guaranteed Unwrapped Bonds due 11 February 2041 | XS0590171103 | 500,000,000.00 | 485,291,000.00 | 97.06% |
| 22. | £50,000,000 1.98 per cent. Sub-Class A5 Index-Linked Unwrapped Bonds due 28 August 2042 | XS0318577912 | 94,315,936.33 | 94,315,936.32 | 100.00% |
| 23. | £55,000,000 2.091 per cent. Class A Guaranteed Unwrapped Index-Linked Bonds due 6 October 2042 | XS0455926260 | 99,895,399.22 | 99,895,399.23 | 100.00% |
| 24. | £575,000,000 7.750 per cent. Class A Unwrapped Bonds due 30 April 2044 | XS2755443376 | 575,000,000.00 | 542,650,000.00 | 94.37% |
| 25. | £40,000,000 1.974 per cent. Class A Guaranteed Unwrapped Index-Linked Bonds due 12 October 2045 | XS0548262061 | 52,027,598.87 | 52,027,598.87 | 100.00% |
| 26. | £300,000,000 4.625 per cent. Class A Guaranteed Unwrapped Bonds due 4 June 2046 | XS0800186222 | 300,000,000.00 | 299,333,000.00 | 99.78% |
| 27. | £100,000,000 1.846 per cent. Sub-Class A4 Index-Linked Unwrapped Bonds due 28 August 2047 | XS0318577755 | 188,631,872.67 | 188,631,872.67 | 100.00% |
| 28. | £200,000,000 1.819 per cent. Sub-Class A3 Index-Linked Unwrapped Bonds due 28 August 2049 | XS0318577672 | 377,263,745.34 | 377,263,745.34 | 100.00% |
| 29. | £40,000,000 Class A 2.442 per cent. Guaranteed Unwrapped Bonds due 12 May 2050 | XS2168290000 | 40,000,000.00 | 40,000,000.00 | 100.00% |
| 30. | £300,000,000 1.6802 per cent. Guaranteed RPI-Linked Notes due 11 July 2053 | XS0265832922 | 598,760,330.58 | 598,760,330.58 | 100.00% |
| 31. | £300,000,000 1.681 per cent. Guaranteed RPI-Linked Notes due 11 July 2055 | XS0267219896 | 598,760,330.58 | 598,760,330.58 | 100.00% |
| 32. | £200,000,000 1.771 per cent. Sub-Class A2 Index-Linked Unwrapped Bonds due 28 August 2057 | XS0318577599 | 377,263,745.34 | 377,263,745.33 | 100.00% |
| 33. | £400,000,000 7.738 per cent. Guaranteed Class A Unwrapped Bonds due 9 April 2058 | XS1537083716 | 400,000,000.00 | 374,798,000.00 | 93.70% |
| 34. | £350,000,000 1.76 per cent. Sub-Class A1 Index-Linked Unwrapped Bonds due 28 August 2062 | XS0318577326 | 660,211,554.34 | 655,212,809.70 | 99.24% |
This notice is given by:
THAMES WATER UTILITIES FINANCE PLC
in its capacity as Issuer
1 April 2025
Legal Entity Identifier number: 213800ESMPQ4RQ7G8351
[1] Determined as of 17 March 2025, represents an amount in pounds sterling (or its equivalent expressed in pounds sterling, in accordance with the Applicable Trust Deed) of the principal amount outstanding. Please refer to the Applicable Bond Trust Deed for further information.
[2] Determined as of 17 March 2025, represents an amount in pounds sterling (or its equivalent expressed in pounds sterling, in accordance with the Applicable Trust Deed) of the principal amount outstanding. Please refer to the Applicable Bond Trust Deed for further information.
[3] If one or more holders holding at least 75 per cent. in aggregate of a sub-class of Bonds vote for the same outcome on a voting matter, such votes will be binding on the holders of 100 per cent. of that sub-class of Bonds and it shall be deemed that 100 per cent. of the holders of such sub-class had voted for such outcome
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