Thames Water opens allocation of first £600m tranche of £5.4bn super senior facility

Thames Water Super Senior Upsize Issuer plc launched a process on 9 November 2026 to allocate an initial £600m tranche of the upsize to Thames Water's super senior facility, which creditors have agreed to lift to £5.4bn.

Thames Water Utilities Limited (TWUL) said the launch was the start of an administrative process to allocate the new commitments only. Funding of the £600m remains subject to conditions precedent that have not yet been satisfied or waived, including a supported lock-up agreement for a second restructuring plan, which the company said remains outside the Upsize Issuer's control.

Creditors who want to take part must submit a completed Creditor Funding Letter, with all required information and confirmations, by 5pm UK time on 23 November 2026. Kroll Issuer Services Limited is acting as information agent.

Thames Water said the upsize, together with a proposed maturity extension for near-term debt, would extend TWUL's liquidity into autumn 2027 and allow it to continue its capital investment programme.

The upsize

The £600m is the first slice of a £2.4bn increase that TWUL proposed on 15 October 2026, taking the maximum available under the facility from £3bn to £5.4bn. At that date TWUL had drawn £2.65bn of the £3bn available under the existing facility.

The increase is delivered through the accession of a new lender, Thames Water Super Senior Upsize Issuer plc, whose debt funds its loan to TWUL on a pari passu basis with the existing Super Senior Issuer. Thames Water said commitments for the £2.4bn would be sought in tranches over the coming months, and that any drawdown of the upsize would be subject to creditor consent at the relevant time.

The 16th Consent Requests also sought to let the existing Super Senior Issuer draw a further £350m of new commitments. They had a voting date of 29 October, and on 30 October Thames Water announced that creditors had approved both the consent requests and the related STID Proposals.

The October paperwork set a condition of having a Supported LUA, or lock-up agreement, for the second restructuring plan (RP2) by 31 October 2026. In its 9 November announcement Thames Water said a supported lock-up agreement for a second restructuring plan was still among the conditions not yet satisfied. A Supported LUA for RP2 had already been a condition of funding in July 2026, when the company secured a further £823m of commitments, including the first £750m accordion tranche, taking total commitments to £2.323bn.

In the 30 October results Thames Water noted that Thames Water Limited, as subordinated creditor, purports that the WBS Amendments Consent is not binding on it. TWUL said that, notwithstanding that objection, the STID Proposals are binding on the secured creditors, secondary market guarantors and obligors.

Maturity extension

The allocation launch came on the same morning as a separate announcement, timed at 07:01 on 9 November and made by Chris Weston, Director at TWUL, of a proposed transaction to extend the maturities of certain debt instruments. Senior secured debt maturities falling due in 2027 would be pushed back to March 2028.

Thames Water said creditors certifying that they represent more than £12bn of secured debt had entered into a transaction support agreement (TSA). Interest on super senior, Class A and Class B debt would continue to be paid and would not be deferred.

The extension would be implemented through two parallel and interconditional restructuring plans under Part 26A of the Companies Act 2006. A practice statement letter dated 8 November 2026 has been executed and published. Creditors are encouraged to accede to the TSA by 11 December 2026 to access a non-cash consent fee of 0.50%.

The timetable set out by Thames Water is a convening hearing on 27 November 2026, creditor meetings on 17 December 2026 and a sanction hearing on 13 January 2027, with a transaction effective date expected in or around the week beginning 1 February 2027.

Class B creditors

On 16 October 2026 Thames Water entered a transaction support agreement with Class B creditors holding more than 60% of the Class B debt. The recapitalisation terms continue to contemplate a write-off in full of about £1bn of Class B debt, with Class B creditors receiving post-restructuring equity giving a recovery of about 5.9% and the right to participate in £150m of any new equity.

In that October update the company said it did not have sufficient certainty that RP2 could be implemented before certain senior debt matures and the stable platform period expires.

Creditors wishing to take part in the £600m allocation have until 5pm on 23 November 2026 to return their funding letters to Kroll.