Thames Water Utilities Limited

19 December 2025

Seventh Consent Requests relating to Super Senior Issuer Funding

Background

Thames Water Utilities Limited ("TWUL") has so far drawn £1.193bn of the initial £1.5bn available under the super senior facility (the "Facility") entered into with its subsidiary, Thames Water Super Senior Issuer PLC (the "Super Senior Issuer").  

The Facility includes conditions precedent to drawdowns, including the so-called June Release Condition, which (as amended on 24 November 2025) requires TWUL to have entered into a supported lock-up agreement ("Supported LUA") by 28 November 2025 in respect of a second restructuring plan ("RP2").

TWUL and the Super Senior Issuer have the ability to raise a further £1.5bn in two tranches of £750m (the "Accordion"), subject to satisfaction of relevant conditions precedent including, amongst other things, that a Supported LUA is in place.

Seventh Consent Requests

TWUL and the Super Senior Issuer have today launched a seventh set of consent requests (the "Seventh Consent Requests") seeking the consent of the super senior creditors:

·    to extend the June Release Condition to 23 January 2026 and permit the drawdown of the remaining £233.5m undeferred portion of the Facility[1] in January 2026;

·    to permit the Super Senior Issuer to secure commitments for the first tranche of the Accordion prior to the date on which all conditions precedent to such funding have been satisfied; and

·    to make further ancillary amendments to the super senior funding documentation as set out in more detail in the Seventh Consent Requests, including providing flexibility on the drawdown dates under the Facility and reflecting TWUL's current business plan in the relevant definitions.

The Seventh Consent Requests have a voting date of 7 January 2026 and follow six 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 Seventh Consent Requests before the voting date.

It is not intended that TWUL will access the Accordion Facility until, amongst other things, the initial £1.5bn Facility has been drawn in full. Access to the Accordion Facility is conditional upon, amongst other things, the satisfaction or waiver of the condition that TWUL has entered into a Supported LUA.

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

Access to Documents

The Seventh Consent Requests are 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 REQUESTS 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.

For further information

Investor enquiries

Fred Maroudas - Director of Corporate Finance
[email protected]

Media enquiries

Suvra Jans - Head of Media Relations
07747 640810

[email protected]

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