Thames
Water Utilities Limited
Annual Results for the year to
31 March 2024
Tuesday 9 July 2024
"The challenges we face are well documented,
but our operational and financial performance for the last year
show good progress, and these positive results provide the right
foundations on which to build and improve.
"We've
delivered year-on-year improvements in our key water metrics, with
leakage at its lowest ever level, and we're supporting more
customers through our social tariffs.
Revenue, EBITDA and operating cash flow
all grew strongly, supporting a record £2 billion of investment in
our infrastructure that will ultimately improve asset resilience,
environmental performance, and customer service.
Our teams should be immensely proud of what
they've delivered during a difficult year and for maintaining focus
on what matters most to our customers.
"We have set
out an ambitious business plan for the next five years, and I
believe that with consistent leadership and priorities, time and
resources, and the appropriate regulatory determination, we will
turn around this business and make it perform for all our
customers, the environment and our wider
stakeholders."
Chris Weston, CEO of
Thames Water
Overview of financial
performance
·
Underlying profit after tax of £140 million, an improvement
of £272 million
· 10%
growth in underlying revenue to £2.4 billion reflecting an
inflation linked increase in our charges for water and wastewater
services
·
Underlying EBITDA of £1.2 billion, up 21% reflecting higher
revenue and operating cost discipline
·
Record level of capital expenditure of £2.1 billion, up 18%
as we continue to increase investment in our ageing assets and
improve network resilience
·
Total liquidity of £2,456 million as at 31 March
2024
Operational performance and
progress delivering our turnaround plan
· 18%
reduction in lost-time injuries
·
Significantly improved performance in the water quality
compliance risk index, our regulatory measure of water quality,
with a score of 1.43 from 10.96 in FY23
· 15%
reduction in supply interruptions, after a change to the way we
manage mains repairs
·
Lowest ever annual average leakage level of 570.4ml/day, a
year-on-year reduction of 7%
·
Increase in pollutions to 350 (2022: 331), driven by a 40%
increase in average rainfall. The number of serious pollutions
decreased by 18%
·
Water and wastewater complaints down 29% and 19%
respectively, although total complaints up 10% driven by customer
billing complaints
Outlook
As at 30 June 2024, our liquidity was £1.8
billion, sufficient to fund our operations for the next 11 months
to the end of May 2025.
Following the Draft determination and our
response to Ofwat we will be engaging with potential investors and
creditors to seek new equity and to extend our liquidity
runway. Any equity process is not expected to conclude until
after the Final Determination.
In the meantime, Thames Water will continue to
invest to meet its regulatory and environmental obligations and to
improve the operations of the business as we execute our Turnaround
Plan.
Financial performance
Year ended
|
31
March 2024
|
31 March 2023
|
£m
|
Underlying
|
Exceptional
|
BTL1
|
Total
|
Underlying
|
Exceptional
|
BTL1
|
Total
|
Revenue
|
2,401.4
|
-
|
116.8
|
2,518.2
|
2,180.7
|
-
|
84.5
|
2,265.2
|
EBITDA
|
1,208.0
|
(43.9)
|
116.6
|
1,280.7
|
1,001.8
|
-
|
84.4
|
1,086.2
|
Profit / (Loss) after tax
|
139.8
|
(151.8)
|
87.4
|
75.4
|
(132.3)
|
-
|
102.2
|
(30.1)
|
Capital investment
|
2,083.7
|
-
|
-
|
2,083.7
|
1,769.7
|
-
|
-
|
1,769.7
|
Operating cash flow
|
1,382.0
|
-
|
(0.7)
|
1,381.3
|
1,114.4
|
-
|
1.8
|
1,116.2
|
Free cash flow
|
(613.5)
|
-
|
(0.7)
|
(614.2)
|
(491.0)
|
-
|
1.8
|
(489.2)
|
Dividends paid
|
(195.8)
|
-
|
-
|
(195.8)
|
(45.2)
|
-
|
-
|
(45.2)
|
Net debt
|
(15,247.0)
|
-
|
-
|
(15,247.0)
|
(13,958.6)
|
|
-
|
(13,958.6)
|
Senior gearing
|
|
|
|
80.6%
|
|
|
|
77.4%
|
Senior PMICR
|
|
|
|
1.76x
|
|
|
|
1.60x
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
1 Our financial statements
include the amounts billed in relation to the construction of the
Thames Tideway Tunnel, which are passed to Bazalgette Tunnel
Limited ("BTL"), the independent company responsible for the
construction of the tunnel. As this money is not retained by us, we
exclude it from our underlying results. Further information
about the BTL arrangement can be found below.
Investor enquiries
Sarah Davies - Head of Investor
Relations
David Gregg -
Director of Corporate Finance
debt.investorrelations@thameswater.co.uk
Media enquiries
Suvra Jans - Head of Media
Relations
suvra.jans@thameswater.co.uk
07747 640 810
Simon Haynes - Senior Media
Relations Manager
simon.haynes@thameswater.co.uk
07747 644 910
Chief Executive Officer
Statement
Chris Weston
It continues to be a difficult time for Thames
Water as we address the challenges facing our business. Increasing
our financial resilience and securing an investible PR24 plan is a
critical priority for the business. Notwithstanding that, it's
business as usual for the teams on the ground, as they continue to
supply our services and remain focused on the delivery of our
three-year Turnaround Plan: making progress in our underlying
operational and financial performance.
During my first few months, I've
been able to get out to see our operations and it's quite
incredible what we do every day. We deliver 2.5 billion litres of
safe drinking water to 10 million customers and treat 5.1 billion
litres of wastewater for 16 million customers every single day. And
our service is provided over an extensive infrastructure that is
underinvested in, tired and up to 150 years old, with the majority
of it in one of the most congested cities in the world. Despite
this, I've been impressed by the commitment and passion of our
people, who work tirelessly every day to provide our service and to
do their best to protect the environment. I am very grateful for
their resilience and all they do; something they can be immensely
proud of.
Turning to our financial performance; we
delivered a material improvement in underlying results in 2023/24
with revenue up 10% to £2.4 billion, EBITDA up 21% to £1.2 billion
and profit after tax of £140 million. We also invested a record
£2.1 billion in our infrastructure.
Looking forward, we are focused on improving
our financial resilience and learning to live within our
means. In the short term, gearing is forecast to increase
further to support our much-needed investment programme and
following the decision by our shareholders not to provide a further
£500 million of equity funding in March 2024.
This has resulted in credit rating downgrades
and forecast trigger events in our 2024/25 financial covenants.
These both restrict our ability to pay dividends in the future and
incur new debt.
Consequently, and as previously announced, we
are planning to seek new equity funding from investors following
the receipt of our PR24 draft determination from Ofwat on 11 July.
I continue to believe that a market led solution that increases
financial resilience is in the best interests of all stakeholders,
but it is dependent on securing a final regulatory determination
that is deliverable, financeable and investable, as well as
affordable for our customers.
Operational and environmental
performance
We've made some clear improvements in water
quality and supply interruptions since last year. In the water
quality compliance risk index, our regulatory measure, we delivered
our best performance in the regulatory period so far, after
investment at key sites, including Hampton and Coppermills. We've
also delivered a 15% reduction in supply interruptions, after a
change to the way we manage mains repairs, and a significant
improvement in unplanned outages.
Our performance in pollutions and sewage
discharges is not where it should be or where we want it to be. The
number of reportable pollutions increased during the year to 350
from 331. However, to provide some context, the Environment Agency
is changing the way it categorises pollutions, which we're already
starting to see in the numbers, with all pollutions falling into
the three categories we report on rather than four. And pollutions
are directly correlated to rainfall; in 2023, we saw 40% more rain
than the year before, causing a spike in pollutions. The prolonged
heavy rainfall also led to an increase in sewage discharges to
16,990 from 8,015. As part of our Turnaround Plan, we are
prioritising targeted cleaning of the network to prevent blockages,
the biggest cause of network pollutions. Blockage clearance also
led to a significant reduction in internal sewer
flooding.
In the year, we've reduced leakage by 7%, to
our lowest ever level. However, we know we have more to do, and
we've developed a new approach which tackles leak repairs by volume
of leakage saved rather than the number of leaks fixed. This is
also an area particularly susceptible to extreme weather and
requires extensive infrastructure investment over many
years.
While our performance commitment for customer
service is Customer Measure of Experience (C-MeX) and our KPI is
complaints, what I want to see first is that we're getting the
fundamentals right - we want customers to be able to get through
when they call, have their query resolved first time and know
they're getting an accurate bill. We also need to be better at
collecting the money that's due to us. Our bad debt levels are
double the industry average, in part due to the transience of
London's population, and must be brought under control. At the same
time, we know there are many customers who need financial support
and we're now helping around 360,000 households through our social
tariffs.
My priorities
The success of Thames Water matters and I
believe that with consistent leadership and priorities, time to
deliver and investment, we can turn this business around and make
it perform. My priorities fall into four areas: our people, our
customers, our performance and our assets. Each priority has
clear areas for improvement, including health and safety,
pollutions, leakage, and customer service; to invest in our asset
health, both the infrastructure we rely on to provide our services
and our digital estate; and that we live within our means. For too
long this business has been overspending against its allowances
and, as is evident, this is not a sustainable business model. To
successfully execute these priorities there is a requirement for
clearer accountability and a more effective organisation and, in my
first few weeks, I streamlined the Executive team. I created a new
Chief Operating Officer role, bringing together operations, asset
management, engineering and capital delivery, to better manage our
assets from inception to retirement, align goals and break down
silos. Furthermore, I also introduced an enhanced governance
structure, more focused on operational performance, including
monthly business reviews.
Looking ahead
Ofwat's final determination as part of its 2024
price review process will tell us how much money we can recover
from our customers between 2025 and 2030; it is a critical enabler
of our success, and speculation about the future of the company
will inevitably intensify as we get closer to Ofwat's decision in
December 2024. However, I look forward to working with everyone at
Thames Water to increase our financial resilience and turn around
this business, so we can deliver our key priorities and improve
performance for customers and the environment.
Chief Financial Officer
Statement
Alastair Cochran
Financial performance improved in 2023/24 with
growth in revenue, profits and operating cash flow largely
reflecting inflation-linked tariff increases, operating cost
discipline and a reduction in net financing costs. During the year,
we also delivered a record level of capital expenditure as we
continued to ramp up investment in our infrastructure.
Our business plan for the 2025-30 price control
period proposes investing significantly more than the current
regulatory period to improve asset resilience, to deliver
environmental improvements and to improve performance for our
customers and the communities we serve. This relies on securing
additional debt and equity funding.
The decision by shareholders not to commit new
equity in March 2024, reflecting uncertainty concerning the outcome
of the PR24 price review, has resulted in credit rating downgrades,
a liquidity runway of c.11 months and forecast trigger events in
our 2024/25 financial covenants. These all highlight this
near-term funding challenge.
The success and timing of securing the capital
we need to finance our ambitious business plan, turnaround
performance and increase financial resilience depends on securing a
PR24 price determination that is both financeable and investable.
We are therefore committed to continuing to engage with our
regulators to agree a determination that will deliver improvements
for our customers and the environment and give our investors the
opportunity to earn a fair return on their investment.
Income statement
Year ended
|
31
March 2024
|
31 March 2023
|
£m
|
Underlying
|
Exceptional
items1
|
BTL2
|
Total
|
Underlying
|
BTL2
|
Total
|
Revenue
|
2,401.4
|
-
|
116.8
|
2,518.2
|
2,180.7
|
84.5
|
2,265.2
|
EBITDA
|
1,208.0
|
(43.9)
|
116.6
|
1,280.7
|
1,001.8
|
84.4
|
1,086.2
|
Operating profit
|
444.5
|
(43.9)
|
116.6
|
517.2
|
271.6
|
84.4
|
356.0
|
Net finance expense
|
(393.3)
|
-
|
-
|
(393.3)
|
(476.5)
|
-
|
(476.5)
|
Net gains on financial
instruments
|
152.3
|
-
|
-
|
152.3
|
122.3
|
-
|
122.3
|
Net impairment losses
|
-
|
(118.9)
|
-
|
(118.9)
|
-
|
-
|
-
|
Profit / (loss) before
tax
|
203.5
|
(162.8)
|
116.6
|
157.3
|
(82.6)
|
84.4
|
1.8
|
Tax
|
(63.7)
|
11.0
|
(29.2)
|
(81.9)
|
(49.7)
|
17.8
|
(31.9)
|
Profit / (loss) after tax
|
139.8
|
(151.8)
|
87.4
|
75.4
|
(132.3)
|
102.2
|
(30.1)
|
|
|
|
|
|
|
|
| |
1
Exceptional items are those charges or credits,
and their associated tax effects, that are considered to be outside
of the ordinary course of business by the Directors, either by
nature or by scale. Exceptional items have been split out from our
underlying figures to support users of the financial statements
understand underlying performance of the business and separate this
from those items which are outside of the ordinary course of
business, thus enhancing the comparability and transparency of the
financial statements
2 Our financial statements include the amounts billed in
relation to the construction of the Thames Tideway Tunnel, which
are passed to Bazalgette Tunnel Limited ("BTL"), the independent
company responsible for the construction of the tunnel. As this
money is not retained by us, we exclude it from our underlying
results.
Revenue
Underlying revenue for the year ended 31 March
2024 increased by 10% to £2,401 million largely reflecting the
increase in our charges for water and wastewater services. These
annual tariff increases reflected high CPIH inflation, 'k' factors
and adjustments to collect allowed revenue that had not yet been
recovered in prior periods, offset by wholesale and retail outcome
delivery incentives ("ODI") penalties. Including BTL, total revenue
increased by £253 million in 2023/24 to £2,518 million.
Appointed revenue generated from our regulated
activities was £2,428 million in the financial year, an increase of
£202 million in line with tariff growth. Household and
non-household revenue grew by 9% and 10% respectively, reflecting
changing consumption patterns across our customer base. Other
appointed revenue, which comprises income generated from bulk
supplies and providing services to developers, also benefited from
tariff increases.
Non-appointed revenue remained flat
year-on-year at £22 million, with growth in off-network sewerage
and other revenues offset by a decline in property
searches.
EBITDA
Underlying EBITDA increased by 21% to £1,208
million largely reflecting higher revenue and other operating
income, as well operating cost discipline.
Operating costs increased by £89 million (4%)
reflecting cost control measures to mitigate the impact of
inflation in our core cost base. Employment costs increased by £53
million driven by higher headcount as we invested to improve
operational performance and service for our customers, as well as
wage awards. Higher energy costs resulted in an £18 million
increase in both power and raw material costs, whilst business
rates increased by £15 million reflecting an uplift in rateable
values. Other operating costs grew by 2%, significantly less than
CPIH inflation.
Bad debt charges reduced by 2% to £89 million,
equivalent to 4.3% of total household appointed revenue (2022/23:
4.8%). Of this, £49 million related to current year bills, which is
a deduction to revenue. We are continuing to work diligently to
improve bad debt performance and support our financially vulnerable
customers who cannot afford to pay their bill in full, with 358,000
households benefiting from our social tariffs at the end of the
financial year, a 17% increase in the year.
Other operating income increased by £41 million
year-on-year driven primarily by land sales and compensation for
the relocation of the Guildford Sewage Treatment Works.
Total EBITDA increased by £195 million to
£1,281 million in 2023/24 and included BTL revenue and exceptional
costs of £44 million incurred in relation to restructuring,
transformation and severance costs.
Operating profit
Growth in EBITDA, combined with a £33 million
increase in depreciation, amortisation and impairment as we
continued to invest in our water, wastewater and digital
infrastructure, generated a £173 million increase in underlying
operating profit to £445 million.
Total operating profit increased by £161
million to £517 million, reflecting the impact of exceptional costs
and BTL revenue in the period.
Profit before tax
Underlying profit before tax of £204 million
compared to the underlying loss before tax of £83 million last
year. The £287 million year-on-year improvement reflects higher
operating profit and net gains on financial instruments, as well as
a reduction in net finance expense.
Thames Water uses financial instruments to
hedge financing risk and reduce the risk of adverse movements in
financial markets. Changes in interest, inflation and foreign
exchange rates, together with cash settlements, generate changes in
the balance sheet value of these financial instruments which are
accounted for as gains or losses that impact profits. This year,
changes in expectations for interest rates and inflation, the
appreciation of Sterling, higher own credit spread, a debt
repurchase and loan extensions all contributed to a £30 million
increase in net gains on financial instruments.
In addition, our net finance expense decreased
by £83 million to £393 million largely reflecting lower accretion
on borrowings and capitalised borrowing costs, partially offset by
higher net interest. Total profit before tax for the year was £157
million, an increase of £155 million compared to last year. This
includes the impact of an exceptional net impairment loss for the
period of £119 million reflecting an expected credit loss provision
on intercompany loans receivable recognised in accordance with IFRS
9.
Tax
During this financial year, we paid £287
million to HMRC in business rates, PAYE, National Insurance
Contributions and other taxes. Of this, £179 million was incurred
directly mostly through business rates, £98 million was collected
and paid on behalf of our employees, and £10 million was incurred
through indirect taxes such as the Climate Change Levy, Landfill
Tax and Insurance Premium Tax. Consistent with prior years, the
Group has not paid any corporation tax due to allowable tax
deductions for interest costs and capital investment.
The Group incurred an underlying tax charge of
£64 million in the year, comprising a current tax credit of £31
million and a deferred tax charge of £95 million. The current year
tax credit comprised a charge to cover payments for group relief,
more than offset by a credit to reflect the sale of prior year tax
losses to other group companies. The deferred tax charge largely
related to the decrease in carrying value of the deferred tax asset
following movements in the fair value of financial derivatives in
the year.
The total tax charge was £82 million in the
financial year, a £50 million year-on-year increase mainly due to
tax being payable by BTL.
Profit after tax
Underlying profit after tax was £140 million in
the period, a £272 million improvement compared to the loss after
tax reported last year.
Total profit after tax was £75 million for the
year ended 31 March 2024, an increase of £105 million compared to
the prior period.
Capital investment
During the year, the Group invested £2,084
million in its infrastructure, including capitalised borrowing
costs. The 18% year-on-year increase reflected the planned increase
in investment in our infrastructure in the current AMP7 price
control period to increase resilience in our network and help
mitigate the dual impacts of climate change and population
growth.
The record level of capital expenditure in the
financial year included: £582 million invested through our in-house
Capital Delivery vehicle on major programmes including water
distribution mains replacement and rehabilitation, and the
installation of new water trunk mains in London and the Thames
Valley; £238 million invested in our water network to reduce
leakage and improve our trunk main network; £169 million invested
in large projects, including upgrading our major sewage treatment
works at Beckton, Mogden, Greenwich and Crossness; £25 million
invested to connect our network to the Thames Tideway Tunnel,
including the Beckton Inlet works; and £84 million invested in our
metering programme.
Pensions
As at 31 March 2024, the total net IAS19
accounting pension deficit for the Group's two independently
administered defined benefit schemes, the Thames Water Pension
Scheme ("TWPS") and Thames Water Mirror Image Pension Scheme
("TWMIPS"), was £119 million. The £57 million year-on-year decrease
was due to actuarial gains driven by changes in actuarial
assumptions occurring across all industries, as well as £49 million
of Company contributions made during the year into both schemes. As
part of the triennial valuation dated 31 March 2019, a recovery
plan was agreed with the trustees aimed at reducing the deficit to
zero by 2027 by making regular contributions and deficit repair
payments.
The latest triennial valuations at 31 March
2022 have been prepared and the TWMIPS valuation was agreed in
March 2024. Discussions are continuing with the Trustee and the
Pensions Regulator to complete the triennial valuation for TWPS,
which is now significantly overdue.
Cash flow statement
Year ended
|
|
31
March 2024
|
31 March 2023
|
|
£m
|
Underlying
|
BTL
|
Total
|
Underlying
|
BTL
|
Total
|
Operating cash flow
|
1,382.0
|
(0.7)
|
1,381.3
|
1,114.4
|
1.8
|
1,116.2
|
Cash capex
|
(1,995.5)
|
-
|
(1,995.5)
|
(1,605.4)
|
-
|
(1,605.4)
|
Free cash flow
|
(613.5)
|
(0.7)
|
(614.2)
|
(491.0)
|
1.8
|
(489.2)
|
Net interest (paid) /
received
|
(143.1)
|
-
|
(143.1)
|
42.8
|
-
|
42.8
|
Repayments of loans by
parent
|
-
|
-
|
-
|
444.3
|
-
|
444.3
|
Cash inflow from financing
activities
|
271.3
|
-
|
271.3
|
1,458.6
|
-
|
1,458.6
|
Dividends paid
|
(195.8)
|
-
|
(195.8)
|
(45.2)
|
-
|
(45.2)
|
Net cash (outflow) /
inflow
|
(681.1)
|
(0.7)
|
(681.8)
|
1,409.5
|
1.8
|
1,411.3
|
|
|
|
|
|
|
|
Gross debt
|
|
|
(16,528.2)
|
|
|
(15,794.9)
|
Cash and cash equivalents
|
|
|
1,281.2
|
|
|
1,836.3
|
Closing net debt
|
|
|
(15,247.0)
|
|
|
(13,958.6)
|
|
|
|
|
|
|
|
|
|
| |
Underlying operating cash flow increased by
£268 million to £1,382 million due to higher EBITDA, a reduction in
working capital and proceeds from the sale of group tax relief.
This partly funded the Group's capital investment programme,
interest and dividend payments, with the balance being funded by
debt issuance and cash.
Net interest paid of £143 million in the year
(excluding capitalised interest) represents a £186 million increase
versus the £43 million net cash received reported last year, mainly
due to the impact of new debt issued at higher rates of interest
and a reduction in interest received on swaps and inter-company
loans. Net cash interest paid for senior covenant calculation
purposes was £312 million, a £77 million increase
year-on-year.
These cash flows, including dividends paid,
resulted in an underlying net cash outflow of £681 million in the
year. The net cash outflow was £682 million, reducing cash and cash
equivalents held at 31 March 2024 to £1,281 million.
Gearing and interest
cover
The net cash outflow for the year, together
with non-cash changes to the carrying value of borrowings and
leases (consisting of accrued interest and debt accretion),
increased statutory net debt to £15,247 million, a year-on-year
increase of £1,288 million. Net debt on a covenant basis (as
defined in Note 19 to the consolidated financial statements), was
£16,071 million at 31 March 2024.
The increase in net debt was accompanied by a
£1,002 million increase in Regulatory Capital Value to £19,947
million as at 31 March 2024. This resulted in senior gearing
increasing to 80.6%, below the covenant event of default threshold
of 95.0%. At the same date, our Post Maintenance Interest Cover
Ratio ("PMICR") was 1.76x, above the minimum Trigger Event covenant
requirement of 1.10x.
PMICR measures the amount of underlying cash
generated by operating activities of the Company, adjusted for RCV
depreciation, relating to the interest paid on the Group's debt.
This ratio is a key covenant set by our lenders, and in modified
forms, also used by credit rating agencies as part of their
analysis when determining credit ratings.
Under the terms of its Common Terms Agreement,
Thames Water is required to publish forecast financial covenant
ratios for the next two financial years. Following the decision by
shareholders not to commit new equity in March 2024, the Board has
reviewed whether it is reasonable to assume that new equity will be
received within the current 2024/25 financial year for the purposes
of calculating these forecasts. This review also considered delays
in the PR24 price review announced by Ofwat, the consequential
impact on the timetable for engaging equity investors, and that new
capital is dependent on securing a financeable and investable final
determination.
The Board has concluded that although it is
possible that equity will be received by 31 March 2025, this should
no longer be assumed for financial covenant forecast calculation
purposes. Consequently, the compliance certificate to be submitted
to the Security Trustee in July 2024 shows non-compliance of
certain forecast ratios for gearing and interest cover with Trigger
Event thresholds. This places restrictions on the Group's ability
to incur debt, pay dividends, and make payments to associated
companies, and requires Thames Water to prepare a remedial plan for
our lenders.
Credit ratings
Long term rating
|
Corporate Family
|
Class A
|
Class B
|
Moody's
|
Baa3 (negative outlook)
|
Baa2 (negative outlook)
|
Ba3 (negative outlook)
|
Standard & Poor's
|
-
|
BBB- (negative outlook)
|
BB (negative outlook)
|
Under the terms of our Instrument of
Appointment, the Group is required to maintain two investment grade
credit ratings, as assigned by external rating agencies. This
supports our ability to access efficiently priced debt across a
range of markets to fund our investment programmes, whilst keeping
bills affordable for our customers.
Our credit ratings were downgraded by Moody's
and Standard & Poor's in April 2024 following the announcement
that £500 million of new equity that had been anticipated by 31
March 2024 would not be provided by Thames Water's shareholders. As
a result of these downgrades, the Group is now operating in a
licence cash lock-up, which restricts certain payments to
associated companies, including dividends, without the prior
approval of Ofwat.
A future downgrade to a sub-investment grade
credit rating could, depending on the circumstances and the
approach of Ofwat, result in a breach of the Company's Instrument
of Appointment and possibly a consequent event of default under the
terms of the Group's financing arrangements.
The Group aims to secure a PR24 regulatory
determination that is affordable, deliverable and financeable.
Accordingly, our PR24 business plan submitted to Ofwat targets
credit ratios consistent with a long-term investment grade credit
rating of Baa1/ BBB+. Following receipt of the draft PR24
determination in July 2024, the Group intends to pursue all options
to secure equity investment from new or existing
shareholders.
Financing investment
We finance our investment in our water,
wastewater and digital infrastructure through a combination of
operating cash flows, debt issuance and new equity. Our funding
strategy focuses on diversifying sources of finance, pre-funding
maturities and maintaining a balanced debt maturity profile. The
average debt maturity at the end of the year was 12 years. In the
year, the Group completed the following new debt issuance and debt
extensions:
· a
£300 million Class A bond due 2040 was issued in October
2023;
· a
£275 million Class A bond due 2031 was issued in January
2024;
· a
£575 million Class A bond due 2044 was issued in January
2024.
· a
£100 million Class A RPI loan agreement originally due 2025 and
with accreted principal of £145 million was extended to 2033 in
October 2023
· a
£125 million Class A RPI loan agreement originally due 2026 and
with accreted principal of £180 million was extended to 2033 in
October 2023
In addition, a total of £164 million was drawn
from loan facilities signed in December 2022, consisting of a £99
million Class A loan due 2029 which was fully drawn in October 2023
and a £65 million Class B loan due 2027 which was fully drawn in
October 2023.
In January 2024, £186 million of a £500 million
Class A bond due to mature in June 2025 was bought back following a
tender offer to bondholders.
Total borrowings including accrued interest,
lease liabilities and bank overdrafts increased by £733 million to
£16,528 million as at 31 March 2024. Of this, £16,106 million
comprised bonds, secured bank loans and private
placements.
We also continue to tie the interest cost on
our main £1,646 million Revolving Credit Facility (RCF) to our
sustainability performance, via our participation in the annual
Infrastructure GRESB assessment. GRESB is an independent external
ESG benchmark that assesses the sustainability performance of real
estate and infrastructure portfolios and assets worldwide. Our
latest GRESB score is 91 out of 100, which, while slightly lower
than last year's 92, still represents an excellent outcome and
triggers a small reduction in the standard margin paid on the RCF.
We promised to pass on any financial gains to charitable causes,
and as a result they will benefit by over £106,000.
Cost of interest
The Group uses derivative financial instruments
where appropriate to manage the risk of fluctuations in interest
rates. As at 31 March 2024, interest rates for 35% of our gross
debt were fixed, 56% were index linked to RPI, and 9% were floating
on a post swap basis. Overall, the Group's effective cost of
interest including accretion on index-linked debt was 5.8%; the
effective cash cost of interest was 2.0%.
During the year, £58 million of accretion was
settled on index-linked swaps when falling due in August 2023 and
September 2023, and £101 million of accretion was prepaid on
index-linked swaps (£94 million was paid to early settle £101
million accretion on index-linked swaps, the difference of £7
million reflecting the discount for early repayment), bringing the
settlements forward to September 2023 from October 2024 and
February 2025.
Liquidity
As at 31 March 2024, the Group had total
liquidity of £2,456 million, comprising available cash of £1,285
million and undrawn committed bank facilities of £1,171 million.
This excludes £550 million of undrawn Debt Service Reserve
and Operation and Maintenance Reserve liquidity facilities, which
can only be drawn in limited circumstances.
The Board has previously announced its
intention to seek sufficient equity investment to finance
operations for the period ended 31 March 2030 from investors
following publication of the PR24 Draft Determination on 11 July
2024. In addition, Class A revolving credit facilities and term
loans totalling £2.2 billion were fully drawn after the year end,
thereby significantly increasing the amount of cash held on balance
sheet. Consequently, as at 30 June 2024, the Group had total
liquidity of £1,809 million, comprising available cash of £1,513
million and undrawn committed bank facilities of £296 million,
providing approximately 11 months of liquidity from the date of
signing the financial statements.
Going concern
In assessing whether the Group and Company have
adequate resources, for a period of at least 12 months from the
date of approval of the financial statements, the Directors have
taken a number of factors into account including its committed
liquidity; its intention to take actions to extend the Group's and
Company's liquidity runway, which could be achieved through a
combination of actions including securing equity or debt funding,
implementing cash conservation measures that do not threaten the
Group's and Company's statutory duties, or securing creditor
support; the need to secure a PR24 determination that is
affordable, deliverable, financeable and investable; its intention
to pursue all options to secure equity investment to fund the
Group's PR24 business plan from new or existing investors following
receipt of the PR24 draft determination; the risks associated with
failing to comply with the Company's Instrument of Appointment; and
the consequences of a Trigger Event in relation to its forecast
financial covenant ratios in the 2024/25 financial year.
Accordingly, the Directors have concluded it is
reasonable to assume that actions can be taken such that the Group
and Company have adequate resources, for a period of 12 months from
the date of approval of the financial statements, to continue
operations and discharge its obligations as they fall due. However,
there exist material uncertainties in relation to the going concern
basis adopted in the preparation of the financial statements
given:
● the
Group and Company do not have sufficient committed liquidity for a
period of 12 months from the approval of these financial statements
and our ability to extend our liquidity runway beyond the
assessment period is not wholly within our control whilst a Trigger
Event has occurred or prior to conclusion of the PR24 price review;
and,
● a
future downgrade to a sub-investment grade credit rating or a
failure to meet our legal obligations could, depending on the
circumstances and the approach of Ofwat, result in a breach of the
Company's Instrument of Appointment and possibly a consequent event
of default under the terms of the Group's financing
arrangements.
Dividends
TWUL settled a total of £195.8 million in
dividends in the year comprising:
· two
interim dividends totalling £37.5 million in October 2023, which
enabled Kemble Water Finance Limited and its financing subsidiary
to service external debt obligations through to 31 January
2024
· two
interim dividends totalling £158.3 million in March 2024 to enable
Kemble Water Eurobond plc and Thames Water Limited to settle
amounts owing to the Company for group relief surrendered, and
Kemble Water Eurobond plc to make pension contribution payments to
the Thames Water Pension Scheme and Thames Water Mirror Image
Pension Scheme defined benefit schemes on behalf of the
Company.
For the seventh year in a row, no distributions
were earned by our external shareholders, who own shares in our
ultimate parent company, Kemble Water Holdings Limited.
After the year end, credit rating downgrades by
Moody's and Standard & Poor's resulted in the Group entering a
licence cash lock-up, which restricts the payment of future
dividends without the prior approval of Ofwat.
- ENDS -