REG - UnitedUtilitiesWater - Investor discussions re UUW's RPI Linked Notes

United UtilitiesAnnouncement

14/03/2023 08:15

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RNS Number : 8088S  United Utilities Water Limited  14 March 2023

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION WITHIN THE MEANING OF THE MARKET
ABUSE REGULATION (EU) NO. 596/2014 AS IT FORMS PART OF UK DOMESTIC LAW BY
VIRTUE OF THE European Union (Withdrawal) Act 2018 (as amended), as
supplemented by THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS 2019 (SI
2019/310).

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR
FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE
RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.

 

INVESTOR DISCUSSIONS RELATING TO THE FALLBACK PROVISIONS IN UNITED UTILITIES'
RPI-LINKED NOTES AS A RESULT OF PROPOSED CHANGES TO THE RETAIL PRICES INDEX
(RPI) DUE TO COME INTO EFFECT IN FEBRUARY 2030

United Utilities Water Limited (the "Company") today provides an update
relating to its notes and its subsidiary, United Utilities Water Finance PLC's
("UUWF") notes (notes issued by UUWF being unconditionally and irrevocably
guaranteed by the Company) which reference the Retail Prices Index ("RPI") and
mature during or after 2030 (the "Notes").

Following the decision by the UK Statistics Authority to amend, with effect
from February 2030, the methods used to compile RPI to more closely align with
the calculation of the Consumer Prices Index including owner-occupier housing
costs, and the subsequent decision by the High Court, published in September
2022, to dismiss the judicial review of the UK Statistics Authority's
proposals, the Company and UUWF have, together with their advisers, been
considering the likely operation of the Notes' existing 'fallback' provisions
upon a cessation of or fundamental change to RPI.

Following this review of the existing fallback provisions upon a cessation of
or fundamental change to RPI,  United Utilities determined that it was
appropriate to update such fallback provisions included for RPI-linked notes
in the United Utilities group's multi-issuer £10,000,000,000 euro medium term
note programme (the "UU EMTN Programme") by, amongst other changes, including
a fallback which references a relevant reference gilt (the "RPI
Modifications"), thereby reducing the risk of the cessation of or a
fundamental change to RPI resulting in redemption of any future Notes at their
indexed par value.

The RPI Modifications are set out in Conditions 7.5 and 9.3 of the terms and
conditions contained in the offering circular dated 24 November 2022 relating
to the UU EMTN Programme (as supplemented from time to time) (the "Offering
Circular"). A copy of the Offering Circular is available at
www.unitedutilities.com/corporate/investors/credit-investors/debt-issuance.

Following the successful update of the UU EMTN Programme in November 2022 to
reflect the RPI Modifications, the Company and UUWF determined that it would
also be appropriate to commence discussions with certain holders of
outstanding Notes with a view to modifying the relevant fallback provisions
applicable to such Notes and which are expected to be engaged at the point the
RPI reforms become effective in 2030. The Company commenced discussions with
investors by forming a special committee of the Investment Association (the
"Special Committee") in March 2023 to discuss the RPI Modifications. These
discussions were very constructive, but their outcome was not conclusive.
Following the discussions with the Special Committee, the Company and UUWF
continue to assess their options in relation to each series of Notes. The
Company and UUWF expect over the coming months to approach holders of one or
more series of the Notes individually or as part of ad hoc groups for further
discussions, with a view to discussing the RPI Modifications on the terms
described above and potentially amending the terms and conditions of certain
Notes to reflect the relevant provisions in the Offering Circular.

If appropriate, further announcements will be made in due course.

A copy of this announcement is available to view at
www.unitedutilities.com/corporate. The content of the websites referred to in
this announcement are not incorporated into and do not form part of this
announcement.

 United Utilities contacts
 Chris Laybutt, Director of Investor Relations and Clean Energy Strategy  +44 (0) 7769 556 858
 Brendan Murphy, Treasurer                                                +44 (0) 7717 099 887

This announcement contains inside information. The person responsible for
making this announcement is Simon Gardiner, Company Secretary.

This announcement contains forward-looking statements in respect of the
Company and the Notes. By their nature, forward-looking statements involve a
number of risks, uncertainties or assumptions that may or may not occur and
actual results or events may differ materially from those expressed or implied
by the forward-looking statements. Accordingly, no assurance can be given that
any particular expectation will be met and reliance should not be placed on
any forward-looking statement. You should not place undue reliance on
forward-looking statements, which are based on the knowledge and information
available only at the date of this announcement's preparation.

United Utilities Group PLC - LEI: 2138002IEYQAOC88ZJ59

United Utilities PLC - LEI: 213800KYT12UFB2VE455

United Utilities Water Limited - LEI: 213800RQ5FMB2GQ69174
United Utilities Water Finance PLC - LEI: 213800313INX42GDLR44

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