Thames Water Utilities seeks bondholder consent for tunnel project

By Jennifer Chiou

New York, April 22 - Thames Water Utilities Ltd. announced the start of its consent solicitation to amend its bonds for the implementation of the Thames Tideway tunnel project.

According to a filing with the London Stock Exchange, the existing sewerage network in London now has insufficient capacity to transfer all of London's sewage to Thames Water Utilities' treatment works for processing.

The company has developed a proposed delivery model for the project with Defra, Ofwat and the government, which would have unintended technical accounting consequences on its financial accounts, according to a prior news release.

Given the size and scale of the Thames Tideway project, the company is proposing that the project be delivered by an independent infrastructure provider.

Thames Water is looking to amend the finance documents to accommodate the accounting consequences and allow the implementation of the project, the company said.

Bondholder meetings will take place on May 15 in London.

The voting deadline is noon ET on May 13. The early instruction deadline is on May 8.

Those who give consent by the early deadline will be eligible to receive a fee of 5 basis points of the principal amount outstanding of the applicable unwrapped bonds.

The following bonds issued by Thames Water Utilities Cayman Finance Ltd. are affected:

• $156 million of 1.41585% floating-rate unwrapped bonds due 2015 (XS0487557471);

• €500 million of 3.25% fixed-rate unwrapped bonds due 2016 (XS0557312922);

• €113 million of 2.3% index-linked unwrapped bonds due 2022 (XS0649823035);

• £300 million of 4.375% fixed-rate unwrapped bonds due 2034 (XS0800185174);

• ¥20 billion of 3.28% fixed-rate unwrapped bonds due 2038 (XS0382041225);

• £50 million of 3.853% index-linked unwrapped bonds due 2040 (XS0404852526);

• £500 million of 5.5% fixed-rate unwrapped bonds due 2041 (XS0590171103);

• £50 million of 1.98% index-linked unwrapped bonds due 2042 (XS0318577912);

• £55 million of 2.091% index-linked unwrapped bonds due 2042 (XS0455926260);

• £40 million of 1.974% index-linked unwrapped bonds due 2045 (XS0548262061);

• £300 million of 4.625% fixed-rate unwrapped bonds due 2046 (XS0800186222);

• £100 million of 1.846% index-linked unwrapped bonds due 2047 (XS0318577755);

• £200 million of 1.819% index-linked unwrapped bonds due 2049 (XS0318577672);

• £200 million of 1.771% index-linked unwrapped bonds due 2057 (XS0318577599);

• £400 million of 7.241% fixed-rate unwrapped putable callable reset bonds due 2058 (XS0356007012); and

• £350 million of 1.76% index-linked unwrapped bonds due 2062 (XS0318577326).

The following bonds issued by Thames Water Utilities Finance Ltd. are affected:

• £200 million of 4.9% fixed-rate unwrapped bonds due 2015 (XS0223582783);

• £200 million of 5.05% fixed-rate unwrapped bonds due 2020 (XS0223581975);

• £175 million of 3.375% index-linked unwrapped bonds due 2021 (XS0143275419);

• £330 million of 6.75% fixed-rate unwrapped bonds due 2028 (XS0092157600);

• £200 million of 6.5% fixed-rate unwrapped bonds due 2032 (XS0107289323);

• £225 million of 6.59% fixed-rate unwrapped bonds due 2021 (XS0267220472);

• £600 million of 5.125% fixed-rate unwrapped bonds due 2037 (XS0268693743);

• £300 million of 1.6802% index-linked unwrapped bonds due 2053 (XS0265832922); and

• £300 million of 1.681% index-linked unwrapped bonds due 2055 (XS0267219896).

The solicitation agents are Barclays Bank plc (attn: liability management; 44 20 3134 8515; eu.lm@barclays.com) and Lloyds Bank plc (attn: liability management; 44 20 7158 3981; liability.management@lloydsbanking.com).

The tabulation agent is Lucid Issuer Services Ltd. (attn: Paul Kamminga/Yves Theis; 44 20 7704 0880; thameswater@lucid-is.com).

The company is based in Reading, England.

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