TIDM87KT
RNS Number : 9106F
Anglian Water Services FinancingPlc
09 November 2022
THIS ANNOUNCEMENT 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 AMENDED BY THE MARKET ABUSE (AMENDMENT) (EU EXIT)
REGULATIONS 2019 (SI 2019/310) ("MAR"), AS IT FORMS PART OF UK
DOMESTIC LAW ("UK MAR") BY VIRTUE OF THE EUROPEAN UNION
(WITHDRAWAL) ACT 2018, ENCOMPASSING INFORMATION RELATING TO THE
WRITTEN RESOLUTION DESCRIBED BELOW.
THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF
BONDHOLDERS. IF BONDHOLDERS ARE IN ANY DOUBT AS TO THE ACTION THEY
SHOULD TAKE, THEY SHOULD SEEK THEIR OWN FINANCIAL AND LEGAL ADVICE
IMMEDIATELY, INCLUDING IN RESPECT OF ANY TAX CONSEQUENCES, FROM
THEIR INDEPENDENT LEGAL, REGULATORY, TAX, BUSINESS, INVESTMENT,
ACCOUNTING AND/OR FINANCIAL ADVISERS OR OTHER ADVISER AUTHORISED
UNDER THE FINANCIAL SERVICES AND MARKETS ACT 2000, AS AMENDED (IF
IN THE UNITED KINGDOM) OR FROM ANOTHER APPROPRIATELY AUTHORISED
INDEPENDENT FINANCIAL ADVISER AND SUCH OTHER PROFESSIONAL ADVICE
FROM ITS OWN PROFESSIONAL ADVISERS AS IT DEEMS NECESSARY.
9 November 2022
ANGLIAN WATER SERVICES FINANCING PLC
(incorporated with limited liability under the laws of England
and Wales under registered number 04330322)
(Legal Entity Identifier: 213800DL377MH46PDY63 )
(the "Issuer")
Notice of Approval of Written Resolution
of the holders of the
GBP402,000,000 Indexation Class A Unwrapped Bonds due 2035
(ISIN: XS0217679991) (the "Bonds")
under the EUR10,000,000,000 Global Secured Medium Term Note
Programme
of the Issuer presently outstanding.
On 9 November 2022, the Issuer circulated a written resolution
(the "Written Resolution") to holders of the Bonds (the
"Bondholders") to assent to: (a) the modification of the Pricing
Supplement applicable to the Bonds dated 18 April 2005 in the form
set out in Schedule 2 of the Written Resolution (the "Amendments");
and, among other things, (b) assent to and authorise, direct,
request and empower (i) the Issuer and the Guarantors to execute
the Amended and Restated Pricing Supplement, (ii) the Bond Trustee
and the Security Trustee to sign the Permitted Non-Core Document
Amendment Certificate (together with the Amended and Restated
Pricing Supplement, the "Amendment Documentation") to effect the
Amendments, (iii) the Issuer, the Guarantors and the Bond Trustee
to execute and do all things as may be necessary, desirable or
expedient (in its sole opinion) to carry out and to give effect to
the Written Resolution and implementation of the Amendments, and
(iv) the Issuer and the Guarantors to authorise, direct, instruct,
request and empower the Agent to execute the relevant Amendment
Documentation and do all things as may be necessary, desirable or
expedient to give effect to the Written Resolution and the
implementation of the Amendments.
A conformed copy of the Written Resolution has been submitted to
the National Storage Mechanism and will be available for inspection
at:
http://www.rns-pdf.londonstockexchange.com/rns/9106F_1-2022-11-9.pdf
Capitalised terms used but not defined in this notice of
approval of written resolution shall have the meanings given to
them in the Written Resolution.
Approval of the Written Resolution
Notice is hereby given to Bondholders that the Written
Resolution was duly passed. Therefore, the Amendment Documentation
has been executed by the parties thereto and the Amendments become
effective as of 9 November 2022.
Further, notice is hereby given to Bondholders that on 21
November 2022, in respect of each Bond, the Issuer will pay the
relevant Interim Additional Amount (as defined in the Amendment
Documentation). The Interim Additional Amount will not reduce the
nominal amount of the Bonds upon payment thereof but will be used
in the determination of the Final Redemption Amount, the Early
Redemption Amount or the Optional Redemption Amount, as the case
may be, as set out in the Amended and Restated Pricing
Supplement.
DISCLAIMER This announcement must be read in conjunction with
the Written Resolution. This announcement and the Written
Resolution contain important information which should be read
carefully. If any Bondholder is in any doubt about any aspect of
these proposals and/or the action it should take, it is recommended
to seek its own independent legal, regulatory, tax, business,
investment, accounting and/or financial advisers or other adviser
authorised under the Financial Services and Markets Act 2000, as
amended (if in the United Kingdom) or from another appropriately
authorised independent financial adviser and such other
professional advice from its own professional advisers as it deems
necessary.
General
The release, publication or distribution of this announcement
and the Written Resolution in certain jurisdictions may be
restricted by law and therefore persons in such jurisdictions into
which this announcement is released, published or distributed
should inform themselves about and observe such restrictions.
Nothing in this announcement or the Written Resolution
constitutes or forms part of an offer to sell or the solicitation
of an offer to buy or subscribe to any securities, nor shall there
be any sale of securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
Neither this announcement nor the Written Resolution is an offer of
securities for sale into the United States. Neither the Issuer nor
the Bond Trustee will incur any liability for its own failure or
the failure of any other person or persons to comply with the
provisions of any such restrictions.
Each Bondholder is solely responsible for making its own
independent appraisal of all matters as such Bondholder deems
appropriate (including those relating to the Written
Resolution).
For further information, please contact:
Anglian Water Services Financing Plc
Jane Pilcher
Group Treasurer
Lancaster House, Lancaster Way
Ermine Business Park
Huntingdon, Cambridgeshire
PE29 6XU
Tel: 01480 323503
Fax: 01480 323540
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END
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November 10, 2022 02:00 ET (07:00 GMT)
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