POST-STABILISATION ANNOUNCEMENT
Date: 19 November 2025
Not for the distribution, directly or indirectly in or into the United States or any jurisdiction in which such distribution would be unlawful.
SW (Finance) I PLC
Post - Stabilisation Notice
Further to the pre-stabilisation period announcement dated 12 November 2025, SMBC Bank International plc ("SMBC") (contact: Marko Milos, +44 (0) 20 4507 5174) hereby gives notice, as Stabilisation Coordinator, that no stabilisation was undertaken by the Stabilising Manager(s) named below in relation to the offer of the following securities.
| The Securities: | |
| Issuer: | SW (FINANCE) I PLC |
| Guarantor(s) (if any): | Southern Water Services Limited SWS Holdings Limited SWS Group Holdings Limited SW Finance II Limited |
| Aggregate Nominal Amount: | Dual fixed rate tranche: GBP 375,000,000 GBP 300,000,000
|
| Description: | GBP 375,000,000 Fixed Rate Class A Guaranteed Bonds due 2030 (ISIN: XS3232877590) GBP 300,000,000 Fixed Rate Class A Guaranteed Bonds due 2033 (ISIN: XS3232877673)
Senior, Secured, Reg S, English law Listing: London Stock Exchange, Main Market |
| Offer price: | 99.888 per cent of the Aggregate Nominal Amount in respect of the GBP 375,000,000 Fixed Rate Class A Guaranteed Bonds due 2030 99.470 per cent of the Aggregate Nominal Amount in respect of the GBP 300,000,000 Fixed Rate Class A Guaranteed Bonds due 2033
|
| Stabilisation: | |
| Stabilising manager(s): | SMBC of 100 Liverpool Street, London EC2M 2AT (Stabilisation Coordinator) Barclays Bank PLC (Stabilisation Manager) Coöperatieve Rabobank U.A. (Stabilisation Manager) |
This announcement is for information purposes only and does not constitute an invitation or offer to underwrite, subscribe for or otherwise acquire or dispose of any securities of the Issuer in any jurisdiction.
This announcement is not for distribution, directly or indirectly, in or into the United States or any other jurisdiction in which such distribution would be unlawful.
This announcement and the offer of the securities to which it relates are only addressed to and directed at persons outside the United Kingdom ("UK") and persons in the UK who have professional experience in matters related to investments or who are high net worth persons within article 12(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 and must not be acted on or relied on by other persons in the UK.
In addition, if and to the extent that this announcement is communicated in, or the offer of the securities to which it relates is made in, any EEA Member State before the publication of a prospectus in relation to the securities which has been approved by the competent authority in that Member State in accordance with Regulation (EU) 2017/1129 (the "Prospectus Regulation") (or which has been approved by a competent authority in another Member State and notified to the competent authority in that Member State in accordance with the Prospectus Regulation), this announcement and the offer are only addressed to and directed at persons in that Member State who are qualified investors within the meaning of the Prospectus Regulation (or who are other persons to whom the offer may lawfully be addressed) and must not be acted on or relied on by other persons in that Member State.
If and to the extent that this announcement is communicated in, or the offer of the securities to which it relates is made in, the UK before the publication of a prospectus in relation to the securities which has been approved by the competent authority in the UK in accordance with the Prospectus Regulation, as it forms part of domestic law by virtue of the European Union Withdrawal Act 2018 (the "UK Prospectus Regulation"), this announcement and the offer are only addressed to and directed at persons in the UK who are qualified investors within the meaning of the UK Prospectus Regulation (or who are other persons to whom the offer may lawfully be addressed) and must not be acted on or relied on by other persons in the UK.
This announcement is not an offer of securities for sale into the United States. The securities have not been, and will not be, registered under the United States Securities Act of 1933 and may not be offered or sold in the United States absent registration or an exemption from registration. There will be no public offer of securities in the United States.
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