REG - United Utilities Grp Untd Ut Water Fin UnitedUtilitiesWater - Tender Offer - Indicative Results

United UtilitiesAnnouncement

22/03/2024 09:30

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RNS Number : 9696H  United Utilities Group PLC  22 March 2024

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF
THE MARKET ABUSE REGULATION (EU) 596/2014 AS IT FORMS PART OF DOMESTIC LAW BY
VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 (EUWA).

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO, OR TO ANY PERSON
LOCATED OR RESIDENT IN, OR AT ANY ADDRESS IN, THE UNITED STATES OF AMERICA,
ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN
ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS),
ANY STATE OF THE UNITED STATES OF AMERICA OR THE DISTRICT OF COLUMBIA (THE
UNITED STATES) OR TO ANY U.S. PERSON (AS DEFINED IN REGULATION S OF THE UNITED
STATES SECURITIES ACT OF 1933, AS AMENDED (THE SECURITIES ACT)) OR IN OR INTO
ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE
THIS ANNOUNCEMENT.

UNITED UTILITIES WATER FINANCE PLC ANNOUNCES

INDICATIVE RESULTS OF TENDER OFFER IN RESPECT OF ITS

£450,000,000 2.00 PER CENT. FIXED RATE NOTES DUE 2025

 

22 March 2024.

United Utilities Water Finance PLC (the Company) announces today the
indicative results of its invitation to holders of its £450,000,000 2.00 per
cent. Fixed Rate Notes due 2025 (ISIN: XS1769818227) (£300,000,000 of which
were issued on 14 February 2018, £50,000,000 of which were issued on 19
September 2018 and £100,000,000 of which were issued on 28 January 2019) (the
Bonds) to tender their Bonds for purchase by the Company for cash (the Offer).
The Bonds are guaranteed by United Utilities Water Limited (the Parent).

The Offer was announced on 15 March 2024 and was made on the terms and subject
to the conditions contained in the tender offer memorandum dated 15 March 2024
(the Tender Offer Memorandum).

Capitalised terms used in this announcement but not defined have the meanings
given to them in the Tender Offer Memorandum.

The Expiration Deadline for the Offer was 4.00 p.m. (London time) on 21 March
2024.

Indicative Final Acceptance Amount

As at the Expiration Deadline, the Company had received valid tenders for
purchase pursuant to the Offer of £110,052,000 in aggregate nominal amount of
the Bonds.

If the Company decides to accept Bonds validly tendered pursuant to the Offer,
the Company expects that the Final Acceptance Amount will be £110,052,000 in
aggregate nominal amount of Bonds and therefore expects to accept for purchase
all Bonds validly tendered pursuant to the Offer in full, with no pro rata
scaling.

Bondholders should note that this is a non-binding indication of the level at
which the Company expects to set the Final Acceptance Amount and the Scaling
Factor.

Pricing for the Offer will take place at or around 12.00 p.m. (London time)
today (the Pricing Time). As soon as reasonably practicable after the Pricing
Time, the Company will announce whether it will accept valid tenders of Bonds
pursuant to the Offer and, if so accepted, the Final Acceptance Amount, the
Benchmark Security Rate, the Purchase Yield, the Purchase Price and any
Scaling Factor that will be applied to the Bonds, as applicable.

The Settlement Date in respect of Bonds accepted for purchase pursuant to the
Offer is expected to be 26 March 2024.

Deutsche Bank AG London Branch (Telephone: +44 207 545 8011; Attention:
Liability Management Group); and RBC Europe Limited (Attention: Liability
Management; Telephone: +44 20 7029 7420; Email:
liability.management@rbccm.com), are Dealer Managers for the Offer.

Kroll Issuer Services Limited Tel: +44 20 7704 0880; Attn: Owen Morris; Email:
unitedutilities@is.kroll.com (mailto:unitedutilities@is.kroll.com) ; Offer
Website: https://deals.is.kroll.com/unitedutilities
(https://deals.is.kroll.com/unitedutilities) is acting as Tender Agent.

UK MAR: This announcement is released by the Company and contains information
that qualified or may have qualified as inside information for the purposes of
Article 7 of the Market Abuse Regulation (EU) 596/2014 (MAR) as it forms part
of UK domestic law by virtue of the EUWA (UK MAR), encompassing information
relating to the Offer described above. For the purposes of UK MAR and Article
2 of the binding technical standards published by the Financial Conduct
Authority in relation to MAR as regards Commission Implementing Regulation
(EU) 2016/1055, this announcement is made by Simon Gardiner, Company Secretary
at the Company.

DISCLAIMER This announcement must be read in conjunction with the Tender Offer
Memorandum. No offer or invitation to acquire any securities is being made
pursuant to this announcement.  The distribution of this announcement and the
Tender Offer Memorandum in certain jurisdictions may be restricted by law.
Persons into whose possession this announcement and/or the Tender Offer
Memorandum comes are required by each of the Company, the Parent, the Dealer
Managers and the Tender Agent to inform themselves about, and to observe, any
such restrictions.

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