Thames Water Utilities Holdings Ltd, Re [2025] EWHC 338 (Ch) (18 February 2025)

Thames Water Utilities Holdings Ltd, Re [2025] EWHC 338 (Ch) (18 February 2025)

The court held that it had jurisdiction to sanction the plan under Part 26A. The relevant alternative was insolvency or special administration, in which dissenting creditors would be no better off. The plan satisfied the statutory requirements, including the no worse off test. The cross-class cram down was justified. The plan was fair, there was no legal 'blot', and the court exercised its discretion to sanction the plan.

Citation
[2025] EWHC 338 (Ch)
Parties
Applicant Company: Thames Water Utilities Holdings Limited; Supporting Creditors: Ad hoc group of Class A supporting creditors; Supporting Creditors: Group of bank supporting creditors; Opposing Creditors: Ad hoc group of Class B opposing creditors; Opposing Creditor/parent: Thames Water Limited; Objector/public Interest: Mr Charlie Maynard MP; Supporting Creditors: Thames Water Pension Trustee Ltd and Thames Water Pension Trustees (MIS) Ltd
Jurisdiction
England and Wales
Judgment Date
18 February 2025
Procedural Posture
Restructuring Plan Sanction (part 26 a Companies Act 2006) / Sanction Hearing and Judgment
Outcome
Plan sanctioned; cross-class cram down ordered
Legal Topics
Restructuring Plan, Cross Class Cram Down, Creditor Classes, Water Industry Regulation, Special Administration, Sanction of Scheme
Insolvency Company Law Financial Regulation Restructuring Plan Cross Class Cram Down Creditor Classes Water Industry Regulation Special Administration +1 more

Case Brief

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Parties

Thames Water Utilities Holdings Limited

Applicant Company

Ad hoc group of Class A supporting creditors

Supporting Creditors

Group of bank supporting creditors

Supporting Creditors

Ad hoc group of Class B opposing creditors

Opposing Creditors

Thames Water Limited

Opposing Creditor/parent

Mr Charlie Maynard MP

Objector/public Interest

Thames Water Pension Trustee Ltd and Thames Water Pension Trustees (MIS) Ltd

Supporting Creditors

Procedural Posture

Restructuring Plan Sanction (part 26 a Companies Act 2006) / Sanction Hearing and Judgment

Legal Issues

  1. 1 Whether the court has jurisdiction to sanction the restructuring plan under Part 26A Companies Act 2006
  2. 2 Whether the relevant alternative to the plan is insolvency or special administration
  3. 3 Whether dissenting creditors are no worse off under the plan than in the relevant alternative (no worse off test)

Ratio Decidendi

The court held that it had jurisdiction to sanction the plan under Part 26A. The relevant alternative was insolvency or special administration, in which dissenting creditors would be no better off. The plan satisfied the statutory requirements, including the no worse off test. The cross-class cram down was justified. The plan was fair, there was no legal 'blot', and the court exercised its discretion to sanction the plan.

Court Disposition

Plan sanctioned; cross-class cram down ordered

Orders

  • The restructuring plan under Part 26A Companies Act 2006 is sanctioned.
  • A cross-class cram down is imposed on dissenting Class B creditors and the subordinated creditor.