Anglian Water, Osprey start consent solicitations for total of four bonds

Chicago, Aug. 16 – Two separate consent solicitation were started by Anglian Water Services Financing plc and Anglian Water (Osprey) Financing plc, according to notices on Monday.

Anglian Water Services

Anglian Water Services started consent solicitations for its £200 million outstanding 4½% guaranteed class B unwrapped bonds due February 2026 (ISIN: XS0890564544) and its £200 million outstanding 2.625% guaranteed class B unwrapped bonds due June 2027 (ISIN: XS1577797456).

Both bonds are guaranteed by Anglian Water Services Ltd. and Anglian Water Services Holdings Ltd.

Anglian Water recently implemented a new three-tiered financing structure, versus the old two-tiered financing structure. The new structure allows the issuer to sell class A, class B and class C bonds. The issuer, however, no longer intends to issue, raise, borrow or otherwise be a borrower on class B bonds.

Accordingly, the company is allowing noteholders of the bonds listed above to reclassify their debt as class A bonds, essentially benefiting from enhanced seniority in payment priorities and having the same voting rights as class A bondholders.

Noteholders need to approve an extraordinary resolution to that effect. Should it be implemented, the coupon, maturity date and other commercial terms of the bonds would remain the same.

A quorum is required, and a majority consenting of the quorum, to pass the extraordinary resolution at a meeting to be held via teleconference starting at 4:30 a.m. ET on Sept. 14.

The deadline for receipt of valid consent instructions to the tabulation agent is 11 a.m. ET on Sept. 9.

The effective date if the extraordinary resolution is passed is planned for Sept. 14.

There is an investor presentation regarding the consent solicitations at https://dealroadshow.com/e/Anglian21.

Osprey

A separate consent solicitation was started for the £210 million outstanding 5% guaranteed secured fixed-rate notes due April 30, 2023 (ISIN: XS1223283091) and the £240 million outstanding 4% guaranteed secured notes due March 2026 (ISIN: XS1732478000) which list Anglian Water (Osprey) Financing plc as issuer.

The bonds are guaranteed by Osprey Acquisitions Ltd.

The company is proposing a migration of the notes from the existing financing platform to a new ring-fenced investment-grade financing platform. Additionally, the issuer wants to make changes to the trust deed to discontinue ratings on the series of notes by Moody’s Investors Service. Each of the two proposals represents a separate extraordinary resolution.

If Moody’s agrees to the request by the issuer to withdraw its ratings, this would leave the bonds with an investment-grade rating from Fitch Ratings (//BBB-) and discontinue the lower Moody’s rating (Ba1).

Noteholders who submit valid consent instructions or a valid ineligible noteholder instruction regarding the migration proposal will be eligible to receive a payment of 0.05% of outstanding principal amount of notes for which instructions or ineligible notices are received. Payment of the participation fee is not conditioned upon the ratings proposal.

Each consent solicitation is expected to expire at 11 a.m. ET on Sept. 2.

The meetings will be held via teleconference starting at 4:30 a.m. ET on Sept. 7.

The effective date for each of the proposals would be Sept. 7.

The payment date, if all of the consent conditions are met, would be not later than the fifth business days after the satisfaction of those conditions.

Investors in the Osprey notes can also view an investor presentation at the Deal Roadshow web address listed above.

Agents

The solicitation agents are Barclays (+44 20 3134 8515, eu.lm@barclays.com) and Lloyds Bank Corporate Markets plc (+44 20 7158 1726/1719, liability.management@lloydsbanking.com).

The tabulation agent is Lucid Issuer Services Ltd. (+44 20 7704 0880, anglianwater@lucid-is.com).

Anglian Water is a Huntingdon, England-based water company.

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