false 0001410636 0001410636 2019-12-06 2019-12-06

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 8-K

 

Current Report

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 6, 2019

 

American Water Works Company, Inc.

(Exact name of registrant as specified in its charter)

 

Commission File Number: 001-34028

Delaware

 

51-0063696

(State or other jurisdiction

of incorporation)

 

(IRS Employer

Identification No.)

1 Water Street

Camden, NJ 08102-1658

(Address of principal executive offices, including zip code)

(856) 955-4001

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

 

Trading

Symbol

 

Name of Each Exchange

on Which Registered

Common stock, par value $0.01 per share

 

AWK

 

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  

 

 


Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 6, 2019, Susan N. Story, President and Chief Executive Officer, informed the Board of Directors (the “Board”) of American Water Works Company, Inc. (the “Company”) of her decision to retire from the Company and to step down as a member of the Board, effective April 1, 2020.

In accordance with the Board’s existing succession plan for the Company’s principal executive officer position, on December 6, 2019, the Board appointed Walter J. Lynch, Executive Vice President and Chief Operating Officer, to serve as Ms. Story’s successor effective April 1, 2020.

Mr. Lynch, 57, joined the Company in 2001. Mr. Lynch has served as Executive Vice President and Chief Operating Officer since January 2016. Prior to that time, he served as Chief Operating Officer of Regulated Operations from February 2010 to December 2015, and as President of Regulated Operations from July 2008 to December 2015.

Other than existing compensatory arrangements between Mr. Lynch and the Company as described in the Company’s 2019 Proxy Statement, in connection with his succession: (i) there are no arrangements or understandings between Mr. Lynch and any other person, (ii) no material plan, contract or arrangement has been entered into with Mr. Lynch, and no such plan, contract or arrangement with Mr. Lynch has been materially amended, and (iii) no grant of any award to Mr. Lynch or modification of an existing award has been made. Moreover, Mr. Lynch does not have any family relationship with any director or other executive officer of the Company or any person nominated or chosen by the Company to become a director or executive officer. Also, Mr. Lynch does not have any direct or indirect material interest in any transaction that would require reporting under Item 404(a) of Regulation S-K.

A copy of the press release issued by the Company on December 10, 2019 in connection with the foregoing has been filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

Item 7.01. Regulation FD Disclosure.

The presentation for the Company’s 2019 Investor Day conference, to be held on December 11, 2019 in New York, New York, is attached hereto as Exhibit 99.2 and is incorporated by reference herein.

On December 10, 2019, the Company issued a press release announcing the Company’s earnings per share guidance for the 2020 fiscal year, providing certain long-term financial guidance, and affirming its earnings per share guidance range for the 2019 fiscal year. A copy of this press release is attached hereto as Exhibit 99.3 and is incorporated by reference herein.

The information furnished in Item 7.01 of this Current Report, including Exhibits 99.2 and 99.3, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 8.01. Other Events.

As part of the executive succession plan activities described above in response to Item 5.02, on December 6, 2019, the Board appointed each of the following persons to serve as an executive officer of the Company and to have the title or titles set forth opposite each name, effective as of March 1, 2020:

Name

 

Title(s)

Bruce A. Hauk

 

President, Regulated Operations and Military Services Group

Kevin B. Kirwan

 

Senior Vice President, Chief Operational Excellence and Safety Officer

Cheryl D. Norton

 

Senior Vice President, Chief Environmental Officer; and Senior Vice President, Eastern Division

2


Item 9.01. Financial Statements and Exhibits.

  (d) Exhibits.

The following exhibits have been filed or furnished herewith, as noted below:

Exhibit

   

Description

         
 

99.1*

   

Press Release, dated December 10, 2019, issued by American Water Works Company, Inc.

         
 

99.2**

   

American Water Works Company, Inc. 2019 Investor Day Presentation

         
 

99.3**

   

Press Release, dated December 10, 2019, issued by American Water Works Company, Inc.

         
 

104

   

Cover Page Interactive Data File (the cover page XBRL tags are included and formatted as Inline XBRL)

*      Filed herewith.

**    Furnished herewith.

3


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

AMERICAN WATER WORKS COMPANY, INC.

             

Dated: December 10, 2019

 

 

By:

 

/s/ M. SUSAN HARDWICK

 

 

 

M. Susan Hardwick

 

 

 

Executive Vice President and Chief Financial Officer

4

Exhibit 99.1

 

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American Water CEO Susan Story Announces Retirement for April 1, 2020

COO Walter Lynch to succeed Story

CAMDEN, N.J., Dec. 10, 2019 – American Water (NYSE: AWK), the largest publicly traded U.S. water and wastewater utility company, reported today that Susan Story has announced that she will retire April 1, 2020 as president and CEO of American Water. She will be succeeded by Walter Lynch, currently Chief Operating Officer of American Water.

“Being CEO of this great company has been a dream come true for me this past six years,” Story said. “We know that what we do, delivering the critical health need of clean and safe water and water services, is truly a noble calling, and not just a job. Most importantly, I get the privilege and honor of working with incredibly talented and dedicated co-workers—my heroes—every day.

“After 38 years of working in the utility business, I can honestly say that I have enjoyed every part of this journey—and completing it at American Water in a few months will be a perfect way to finish. After April 1, I look forward to continuing to participate in business through my board work, spending more time with my family, and becoming more involved in charitable efforts that are very dear to me such as education initiatives for young people in economically distressed communities.”

Lynch, who will assume the president and CEO role on April 1 following Story’s retirement, has been a critical part of American Water’s success, starting his career with the company in 2001. He has served as COO since 2008 with responsibility for a large part of the company.

“Susan shared at her first board meeting as CEO in 2014 that she believed we should immediately address succession planning,” said Karl Kurz, chairman of the American Water Board of Directors. “Of course, as a board we knew this was critical, and we appreciate that she has so openly supported these efforts with the board throughout her tenure.

“She has too many accomplishments to list, but I would note that American Water became the first and continues to be the only water utility to become part of the S&P 500, the Dow Jones Utility Average, and the Philadelphia Utilities Index during her CEO tenure. Additionally, our five-year total shareholder return through the 3rd quarter of this year is 186% compared to 67% for the S&P 500, and our dividend growth CAGR over the past five years is 10.4%. And she did it while always living up to the company’s strong values.


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“Walter is an exceptional choice for CEO and as a board we have full confidence that he will continue our record of strong industry leadership and financial performance,” Kurz continued. “He knows the company, our employees, regulators and communities, and has played a key role in our successes over the past decade.”

Story added, “Walter has been an incredible leader in our company for almost 20 years. We have been partners on this journey together during my time as CEO, and Walter is fully committed to continuing our progress in safety, customer obsession, environmental leadership and water quality, operational excellence and growth.”

“It has been an absolute honor to work with Susan over the past six years, “said Walter Lynch, chief operating officer at American Water. “She cares deeply about our employees, our customers, our communities and our shareholders. With Susan at the helm, American Water is now part of the Bloomberg Gender Equality Index, the NAACP’s Inaugural Equity Inclusion and Empowerment Index, a Best for Vets employer, Military Friendly Spouse Employer, and the Disability Equality Index with a perfect 100% score. Most importantly to her and all of us is the top priority she has put on employee safety, with a 60% reduction in overall employee injuries over the past five years and a 82% reduction in serious injuries since she became CEO. Both the leadership team and I are deeply committed to continuing all of these efforts, as our company values will not change.

“Her commitment to do well by doing good has led to many successes and we are well positioned to continue to deliver those results” added Lynch.

Lynch has more than 25 years of experience in both the regulated and market-based water and wastewater industry. In his current role, which he has held since 2008, Lynch is responsible for the successful performance of American Water’s 16 regulated states, serving approximately 12 million people in more than 1,600 communities. He also leads operational excellence across the company’s footprint, as well as system-wide engineering, health and safety, and the company’s Military Services Group.

Lynch previously served as executive vice president of a multistate division; as president of New Jersey American Water and New York American Water; and as a group president of the company’s market-based businesses. He joined American Water in 2001.

He also served as president of the National Association of Water Companies, and has served for several years on the board of directors and on its executive committee. He also serves on the Water Research Foundation’s board of trustees.


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Lynch attended executive education programs at Oxford University in England and IMD in Lausanne, Switzerland, and completed the Advanced Management Program at the University of Pennsylvania’s Wharton School of Business. A graduate of the U.S. Military Academy at West Point, he holds a bachelor’s degree in general engineering and attained the rank of captain before his departure from the U.S. Army in 1990.

American Water is holding its Investor Day in New York City on Wednesday, December 11, 2019 and will share its five-year earnings per share (EPS) growth guidance range and financial plan, as well as a new extended ten-year capital plan. Story, Lynch, CFO Susan Hardwick and IR VP Ed Vallejo will be leading the discussions at the meeting.

About American Water

With a history dating back to 1886, American Water is the largest and most geographically diverse U.S. publicly traded water and wastewater utility company. The company employs more than 7,100 dedicated professionals who provide regulated and market-based drinking water, wastewater and other related services to more than 14 million people in 46 states. American Water provides safe, clean, affordable and reliable water services to our customers to make sure we keep their lives flowing. For more information, visit amwater.com and follow American Water on Twitter, Facebook and LinkedIn.

Contact:

Maureen Duffy

Vice President Communications, Federal & Regulatory Affairs

Phone: 856-955-4163

maureen.duffy@amwater.com

Ed Vallejo

Vice President – Investor Relations

C 609.472.1149

edward.vallejo@amwater.com

###

SLIDE 1

2019 Investor Day We keep life flowing ® December 11, 2019 Exhibit 99.2


SLIDE 2

Welcome We keep life flowing ® Ed Vallejo Vice President, Investor Relations


SLIDE 3

Safety Message Ed Vallejo


SLIDE 4

Safe Harbor This presentation includes forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and the Federal securities laws. They are not guarantees or assurances of any outcomes, financial results of levels of activity, performance or achievements, and readers are cautioned not to place undue reliance upon them. The forward-looking statements are subject to a number of estimates and assumptions, and known and unknown risks, uncertainties and other factors. Actual results may differ materially from those discussed in the forward-looking statements included in this presentation. The factors that could cause actual results to differ are discussed in the Appendix to this presentation, in our Annual Report on Form 10-K for the year ended December 31, 2018, and subsequent filings with the SEC, including our Form 10-Q for the quarter ended September 30, 2019, as filed with the SEC on October 30, 2019. Non-GAAP Financial Information This presentation includes non-GAAP financial measures. Further information regarding these non-GAAP financial measures, including a reconciliation of each of these measures to the most directly comparable GAAP measure, is included in the Appendix to this presentation. Forward-Looking Statements


SLIDE 5

Investor Day Agenda 8:45 am Susan Story: Overview and Strategy 9:15 am Walter Lynch: Addressing Water Quality Challenges 9:45 am 15 Minute Break 10:00 am Susan Hardwick:  Focus on Capital Investment 10:30 am 11:30 am Walter Lynch & Susan Hardwick: Regulated Operations & Financial Overview 11:45 am Q&A 12:30 pm Conference Wrap-Up 8:30 am Ed Vallejo: Welcome and Safety Message Susan Story: Closing Remarks


SLIDE 6

Strategy Execution November 7, 2019 We keep life flowing ® Susan Story President and Chief Executive Officer Welcome We keep life flowing ®


SLIDE 7

Macro Trends Customer Technology Social Work Execution Economic Experience above all 24/7 Personalized Service on Demand Proactive Engagement Connectivity and Integration Water’s impact on Environment and Health AI & machine learning rapidly penetrates and disrupts many core enterprise functions Smart City Initiatives on the Rise Self optimizing, software defined business models drives competitive business advantage More Physical Assets Integrated with Digital Technologies Social networks dominate as the primary communication channel Community groups leverage social networks to advance targeted agenda (environment, water, education, etc.) Social Enterprises & Supporting Regulations on the Rise As aging work force retires, there will be fewer employees to execute workload Dynamic teams will replace fixed organization structures Automation & Digital will Transform Jobs Recession Risk is Mixed but Rising ESG Movement Accelerates Traction Technology enabled companies lead valuations Attracting and retaining employees will require shared company purpose and strong culture New ‘Normal’ Interest Rate Environment


SLIDE 8

We keep life flowing Trusted source of everything water “ ” execution of business fundamentals Highest in customer satisfaction Set the bar for water quality, water source monitoring, and water technology across US Proven and predictable financial performance and growth CUSTOMER OBSESSED The industry leader What Won’t Change… Our Strategy: Purpose Driven. People Powered. Safety Trust Teamwork Environmental Leadership High Performance Values Everything Water Best in Class Strategies Customer Obsessed. Trusted Source of ®


SLIDE 9

Connect continuously with customers & provide personalized choices through technology and human touch What We Must Do Differently/Accelerate Over Next Decade: Leverage genetic engineering to improve water quality Increase outreach and social integration around “Water as Health” Improve efficiency of operations and back-office functions through technology Leverage AI to improve Water Quality and Safety Plan for evolution and transformation of existing jobs to new jobs using AI, robotics and reskilling training and development Continue to address aging infrastructure through accelerated CapEx


SLIDE 10

2020-2024 Plan 7-10%* EPS CAGR range Regulated Acquisitions Regulated Investment CAPEX 1-2% 1-2% 5-7% Market Based Businesses *Anchored off of 2018 Adjusted EPS (a non-GAAP measure) Continued industry leading growth Regulated investment continues to be the foundation of our growth Highly fragmented water industry provides opportunity Disciplined equity used to support increased capital Addressing Water Quality Challenges What You Will Hear Today…Our Compelling Story


SLIDE 11

Strategy Execution November 7, 2019 We keep life flowing ® Walter Lynch Chief Operating Officer Water Quality We keep life flowing ®


SLIDE 12

We keep life flowing Water Quality Video ®


SLIDE 13

Water Quality is essential to our business We keep life flowing ® Emerging Contaminants Ground Water Contamination Algal Contamination Chemical Spill in Water Supply Cross Connection Control Failure Movement of Groundwater Plume Abnormal Weather Events Water Quality Challenges


SLIDE 14

We keep life flowing ® Walter Lynch Chief Operating Officer Cheryl Norton Senior Vice President, Eastern Division & President - NJ Kevin Kirwan Senior Vice President, Chief Environmental & Operational Excellence Officer Dr. Lauren Weinrich Principal Scientist, Water Intelligence


SLIDE 15

American Water on Water Quality What is Water Quality and challenges associated? What is AW doing about these challenges? Stakeholder perspectives: Regulatory, Investors and customer What are the Water Quality Challenges? How is AW leading the way to ensure water is clean, safe & reliable? What is the value to Regulators, Investors and Customers?


SLIDE 16

15 minute break


SLIDE 17

We keep life flowing ® Susan Hardwick Chief Financial Officer Bruce Hauk Senior Vice President, Midwest Division & President - IL David Choate Vice President, Engineering


SLIDE 18

We keep life flowing Capital Investment Video ®


SLIDE 19

2020-2024 Capital Plan 2020-2029 Capital Plan 1-year budget $1.7 B – $1.9 B 5-year plan $8.8 B – $9.4 B 10-year plan $20 B – $22 B Including $1.6B for regulated infrastructure Including $8.2B for regulated infrastructure *3.76% x $1.024 trillion 25-year need identified by AWWA in “Buried No Longer: Confronting America’s Water Infrastructure Challenge.” American Water serves approximately 12.1 million of the 321.4 million people in the U.S., or 3.76%. Multiple Decades of Investment Needs A Focus on Capital Investment


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SLIDE 21

Strategy Execution November 7, 2019 We keep life flowing ® Walter Lynch Chief Operating Officer Regulated Operations We keep life flowing ®


SLIDE 22

National regulated footprint provides regulatory and geographic diversity CA HI MO IA IL IN MI KY TN WV PA NY VA NJ MD GA 51,000 miles of pipe 621 water treatment plants 130 wastewater facilities 1,000 wells 80 Dams ASSETS as of December 31, 2018 Our Regulated Business at a Glance


SLIDE 23

Richard Svindland President - California and Hawaii Nick Rowe Senior Vice President, Southeast Division & President - KY Darlene Williams President Tennessee Bruce Hauk Senior Vice President, Midwest Division & President - IL Matthew Prine President Indiana & Michigan Randy Moore President Iowa Deborah Dewey President Missouri Mike Doran Senior Vice President, Mid-Atlantic Division & President - PA Robert Burton President West Virginia Cheryl Norton Senior Vice President, Eastern Division & President - NJ Lynda DiMenna President New York Barry Suits President Virginia & Maryland Our Leadership Reflects Our Communities


SLIDE 24

z Regulated System Investments 2020-2024 Capital Plan Regulated Investment CAPEX $ in billions 5-7% $0.6 – $1.2 $8.8 – $9.4 1-2% 1-2% Market Based Businesses Regulated Acquisitions Regulated investment is the Foundation of our growth $8.2 2020-2024 Plan: 7-10%* EPS CAGR range *Anchored off of 2018 Adjusted EPS (a non-GAAP measure)


SLIDE 25

Our Investments Ensure Safe, Reliable, Affordable Water & Wastewater Services For Our Customers Regulated Capital Investment by year $ in billions 2020 2021 2022 2023 2024 2020 - 2024 2025 - 2029 66% 8% 8% 8% 6% 4% Infrastructure Renewal Operational Efficiency, Technology & Innovation Water Quality Resiliency System Expansion Other 2020 - 2024 Average Regulated Capital Expenditures by Purpose $0.1 – $0.2 $8.2 $1 – $2 $10 - $11 $0.1 – $0.2 $0.1 – $0.2 $0.6 – $1.2 $0.1 – $0.2 $0.1 – $0.2 $1.6 $1.5 $1.6 $1.8 $1.7 Base Capital Investment Acquisition Capital Investment


SLIDE 26

Regulatory support and constructive regulation Investing $8.2 billion in infrastructure over the next 5 years with a focus on customer bill impact System investment needs Customer bill impact O&M and Capital efficiencies What can help us Do More Balancing Capital Needs & Customer Bill Impact


SLIDE 27

Timely Recovery Through Regulatory Mechanisms 2020-2024 Capital Plan Traditional Recovery 41% Forward Test Years (27%) Infrastructure Surcharge Mechanisms (32%) 59% (average)


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41.0% 39.1% 36.6% 35.6% 2012 2014 2016 2024 Target 31.3% Regulated O&M Efficiency Ratio* ** * Non-GAAP Measure – See appendix for reconciliation. O&M Efficiency Ratio = Adjusted Regulated O&M Expenses (O&M Expenses is most comparable GAAP measure) / Adjusted Regulated Operating Revenues (Operating Revenues is most comparable GAAP measure). This calculation assumes purchased water revenues approximate purchased water expenses and 2010 – 2016 adjusted for TCJA ** A reconciliation to a most comparable forward-looking GAAP measure is not available without unreasonable effort *** Includes organic customer connections $980 2012 $943 2014 $948 2016 $1,015 2018 0.6% CAGR Adjusted O&M Expenses* ($ in millions) 2010-2019 LTM 2018 46.1% 2010 35.0% 9/30/2019 LTM $1,016 9/30/2019 LTM $966 2010 This Photo by Unknown Author is licensed under CC BY-SA While adding ≈450,000*** customer connections Disciplined Focus on Expenses


SLIDE 29

We keep life flowing Acquisition Video ®


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z 2020-2024 Plan: 7-10%* EPS CAGR range *Anchored off of 2018 Adjusted EPS (a non-GAAP measure) Regulated Acquisitions 2020-2024 Capital Plan Regulated Investment CAPEX $ in billions 5-7% $8.2 $8.8 – $9.4 1-2% Market Based Businesses 1-2% Regulated Acquisitions $0.6 – $1.2 Regulated Acquisitions Provide Opportunity in a Highly Fragmented Industry


SLIDE 31

Highly fragmented industry Natural Gas Utilities What Makes Us Different Water Utilities Source: EPA SDWIS Federal Reports Search www3.epa.gov/enviro/facts/sdwis Electric Utilities Source: Form EIA-861 detailed data files www.eia.gov/electricity/data/eia8 Gas Utilities Source: EPA F.L.I.G.H.T. Greenhouse Gas Emissions from Large Facilities Ghgdata.epa.gov/ghgp/main.do# Water Utilities Electric Utilities


SLIDE 32

State Legislation Across our Footprint Enables Consolidation Fair Market Value 8 CA IA IN PA NJ MD IL MO Emerging: Water Quality Accountability Legislation 2 Consolidated Tariff 12 NJ IN CA IA IL IN KY MD MO NJ NY PA VA WV


SLIDE 33

American Water Acquisitions** (Customer Connections) Selected Upcoming Acquisition Opportunities Included in Base Plan Under agreement ≈22,300 More than 50,000 Community Water & about 15,000 Wastewater Systems* 10,000 systems serving > 3,000 customers Regulatory & Legislative climate Opportunities over 5 years ≈650,000 Customer Connections * The number of water systems are available on the United States Environmental Protection Agency website and number of wastewater systems are included in the 2017 infrastructure report card. ** Excludes organic growth customer connections. *** Closed water and wastewater deals counted as separate transactions and includes for 2019 20 closed systems as of December 2, 2019. Approximate Customer Connections 82 2015-2019 From closed deals in 10 states ≈173,000 customers *** Target A Target B Target C Target D Target E 43,500 36,500 30,000 26,900 20,000 We Actively Pursue Acquisitions Using a Disciplined Approach


SLIDE 34

Impact of AW on Communities Scranton, PA Ransom, IL Bel Air, MD


SLIDE 35

2020-2024 Plan 7-10%* EPS CAGR range Regulated Acquisitions Regulated Investment CAPEX 1-2% 1-2% 5-7% Market Based Businesses *Anchored off of 2018 Adjusted EPS (a non-GAAP measure) Our Compelling Story Largest and most geographically diverse water utility in the United States Our leadership reflects our communities Regulated investment is the foundation of our growth Our highly fragmented industry provides opportunity Leveraging technology to enhance customer experience and O&M/Capital efficiency Reliability and steady execution Purpose driven, delivering value to communities


SLIDE 36

Strategy Execution November 7, 2019 We keep life flowing ® Susan Hardwick Chief Financial Officer Financial Overview We keep life flowing ®


SLIDE 37

* Anchored off of 2018 Adjusted EPS (a non-GAAP measure). ** Adjusted EPS is a Non-GAAP measure. Please see appendix for reconciliation and further information. The GAAP range does not reflect any impact of the transactions announced on November 20, 2019 2018 2019 2020 2024 2018 Adjusted EPS (GAAP EPS $3.15) 2019 Adjusted EPS Guidance (GAAP RANGE $3.57 - $3.65) 2020 EPS Guidance $3.89 $3.79 7-10%* CAGR Range $3.64 $3.56 $3.30 ** ** Continued Industry Leading EPS Growth


SLIDE 38

z 2020-2024 Plan 7-10%* EPS CAGR range Regulated Acquisitions Regulated Investment CAPEX 1-2% 1-2% 5-7% Market Based Businesses *Anchored off of 2018 Adjusted EPS (a non-GAAP measure) $8.2 2020 - 2024 $0.6 – $1.2 $8.8 – $9.4 Capital Plan Industry leading growth with regulated risk profile supported by capital light Market-Based Businesses $18 - $19 2020 - 2029 $2 – $3 $20 – $22 Capital Plan 2019 - 2023 $8.0 – $8.6 Capital Plan $7.3 $0.6 – $1.2 $0.1 Growth Triangle anchored on multi decades of investment needs


SLIDE 39

Regulated Contribution Increases from Previous Plan 14% 86% 12% Previous 5-year Plan 2023 New 5-year Plan 2024 88% Regulated Market-based


SLIDE 40

$8.2 $0.6 – $1.2 $8.8 – $9.4 Our Stable and Predictable Capital Plan Supports Rate Base Growth 2020- 2024 Regulated System Investments Regulated Acquisitions $ in billions 2020 2021 2022 2023 $12.5 $13.2 Multi decade long need for infrastructure investment 2024 9/30 2019 ≈7-8% Rate base CAGR Capital Plan *An approximation of rate base, which includes Net Utility Plant not yet included in rate base pending rate case filings/outcomes **Anchored off of 2018 rate base 2018 Rate Base Acceleration* **


SLIDE 41

Portfolio optimization leads to 2 capital light, cash flow positive business lines Positive branding Enhances customer satisfaction Capital light Leverages core competencies MSG HOS 1.5 million customers with 3 million protection plan contracts Over 40 different partnerships with municipal water, gas and electric utilities Integration of Pivotal Home Solutions progressing well 16 bases in current footprint Opportunity for infrastructure upgrades on existing bases Cash flow positive Builds relationships Market-Based Businesses Provide Strategic Value


SLIDE 42

Focus on Financing Assumes Issue $500 million in equity Supports $560 million in additional capital Which will increase rate base CAGR by x%  Plan Assumes Issuance $500 million in equity Supports additional regulated capital Investment = Proceeds from New York American and Keystone Transactions + Focus on Financing


SLIDE 43

*Includes both long term and short term debt. 2019 E Previous 5-year Plan 2023 61-62% Debt to Total Capital $8.8 to $9.4 Billion 2020-2024 CapEx Range* 2 S&P Utility Credit Rating (stable outlook) Moody’s Utility Credit Rating (stable outlook) $14 $310 $28 $159 $473 $ in millions 2020 2021 2022 2023 2024 Consolidated debt maturity profile 5 years as of September 30, 2019 New 5-year Plan 2024 59-60% 61% Continued Strong Balance Sheet


SLIDE 44

$1.96 ** 6 consecutive years of ≈10% dividend growth $1.33 $1.47 $1.62 $1.78 2015 2016 2017 2018 2019 *Future dividends are subject to approval of the American Water Board of Directors **Anchored off of 2014 dividend paid ≈10.4%** 5-year CAGR 2024 2020 Target long term dividend growth CAGR at High End of 7-10% range* Top Leader in Dividend Growth


SLIDE 45

2020-2024 Plan 7-10%* EPS CAGR range Regulated Acquisitions Regulated Investment CAPEX 1-2% 1-2% 5-7% Market Based Businesses Grow EPS long-term CAGR of 7-10%*… … One of the fastest growing utilities in the nation *Anchored off of 2018 Adjusted EPS (a non-GAAP measure) Our disciplined financial management continues to deliver Best In Class” “The customer and shareholder value Top leader in the utility sector… … Combined EPS + dividend growth delivers superior total Invest over $20 billion in capital over the next 10 years… … To ensure water quality and infrastructure growth Maintain our predominantly regulated risk profile… … Market based businesses represent 12% of EPS in 2024 Grow dividends at high end of 7-10%* EPS range… … Top quartile utility dividend growth … Payout ratio between 50-60% of earnings Our Compelling Story shareholder return


SLIDE 46

Susan Story President and Chief Executive Officer Closing Remarks We keep life flowing ®


SLIDE 47

Values matter The “how” is just as important as the “what” for long-term financial sustainability Water is the most precious resource for life. We aren’t just a water utility; we’re in the health and safety business How we implement ESG principles Keeping employees safe and injury-free, and developing each person to his or her fullest potential Being a leader in environmental sustainability, caring for the planet, and leading the nation in outstanding water safety and quality Delivering the best, most personalized customer service with empathy and care Making communities better because we’re there; and being transparent, accessible and well-governed for our shareholders Companies Do Well by Doing Good Our ESG Philosophy


SLIDE 48

#23 on Barron’s 100 Most Sustainable Companies; Highest ranked Utility Bloomberg Gender Equality Index Top 100 Best for Vets Employers by Military Times New in 2019 American Water commits to further diversity in leadership through a partnership with Paradigm for Parity American Water awards grants to local firefighters to support the safety of local communities West Virginia American Water’s Kanawha Valley Plant Wins 1st Place in the WV-AWWA Tap Water Taste Test “American Water Receives 9 Directors Awards from the EPA’s Partnership for Safe Water for Excellence in Water Quality” Philadelphia Inquirer Lists American Water as a Top-ranked Company on Diversity, Governance & Transparency American Water earns 2019 Military Friendly® Bronze Employer designation American Water employees contribute 4,800 volunteer hours across U.S. during month of service United Way Awards American Water Employees the ‘Leading the Way Award’ for generosity Environmental Business Journal Recognizes American Water for Business Achievement Peter Drucker Institute & Wall Street Journal Management Top 250 has American Water as the highest ranked utility company Young artists earn funds for their schools through Illinois American Water’s “Imagine a day Without Water” art contest Members of American Water earns 2020 Military Friendly® Spouse Employer designation Doing Well while Doing Good


SLIDE 49

Doing Well… a) Source Factset: 2014 GAAP EPS – 2019 Estimate Comparable Adjusted EPS for three quarters actuals plus fourth quarter FactSet consensus estimates b) Source Factset: 2018 Estimate Comparable Adjusted EPS – 2019 Estimate Comparable Adjusted EPS for three quarters actuals plus fourth quarter FactSet consensus estimates c) Source Factset Historical DPS (2014 – 2018) d) Water peers include: AWR, CTWS, CWT, MSEX, SJW, WTR, YORW Historical EPS Growth (d) (d) 2018-2019 EPS Growth(b) 2014-2019 EPS Growth(a) AWK Daily Stock Price 2018-2019 Dividend Growth 2014-2019 Dividend Growth (d) (d) Historical Dividend Growth “ Doing Well… by Doing Good ”


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The world is changing rapidly.  We must adapt or we will cease to exist Our Purpose and Values don’t change—but our strategies and how we execute will Safety will always be our top focus—for our employees, our customers, and our communities Our Customers are why we exist. We have to act on that in everything we do  Our People are the heart and soul of our company and we must develop them to their fullest potential and top expertise Companies are either Growing or Declining—there is no staying the same.  We must grow to survive Those who execute the best on the Fundamentals will win Our Strategy: Key takeaways


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Q&A Session


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Ed Vallejo Vice President, Investor Relations edward.vallejo@amwater.com Ralph Jedlicka Director, Investor Relations ralph.jedlicka@amwater.com Abbey Barksdale Manager, ESG abbey.barksdale@amwater.com We keep life flowing ® Ed Vallejo Vice President, Investor Relations edward.vallejo@amwater.com Ralph Jedlicka Director, Investor Relations ralph.jedlicka@amwater.com Abbey Barksdale Manager, ESG abbey.barksdale@amwater.com Investor Relations Contacts


SLIDE 53

Appendix


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Forward-Looking Statements Certain statements in this presentation including, without limitation, with respect to 2019 adjusted earnings guidance; 2020 earnings guidance; dividend growth guidance; the outcome of pending or future acquisition activity; the size and timing of any future equity offerings by the Company to support its capital expenditures; the amount of proceeds to be received by the Company from its previously announced sale of New York American Water Company, Inc. and Keystone Clearwater Solutions, LLC; the amount and allocation of future capital investments and expenditures; estimated revenues and regulatory recovery from rate cases and other governmental agency authorizations; estimates regarding the Company’s projected rate base, growth, results of operations and financial condition; the projected growth and size of the regulated businesses; the potential growth, size, income and cash flows of the market-based businesses (individually or in the aggregate); the ability to capitalize on existing or future utility privatization opportunities; the Company’s projected regulated operation and maintenance efficiency ratio; macro trends, including with respect to the Company’s efforts related to customer, technology and work execution; the Company’s ability to execute its business and operational strategy; and projected impacts of the Tax Cuts and Jobs Act (the “TCJA”), are forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and the Federal securities laws. In some cases, these forward-looking statements can be identified by words with prospective meanings such as “intend,” “plan,” “estimate,” “believe,” “anticipate,” “expect,” “predict,” “project,” “propose,” “assume,” “forecast,” “outlook,” “future,” “pending,” “goal,” “objective,” “potential,” “continue,” “seek to,” “may,” “can,” “will,” “should” and “could” and or the negative of such terms or other variations or similar expressions. These forward-looking statements are predictions based on management’s current expectations and assumptions regarding future events. They are not guarantees or assurances of any outcomes, financial results of levels of activity, performance or achievements, and readers are cautioned not to place undue reliance upon them. The forward-looking statements are subject to a number of estimates and assumptions, and known and unknown risks, uncertainties and other factors. Actual results may differ materially from those discussed in the forward-looking statements included in this presentation as a result of the factors discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018, and subsequent filings with the SEC, including the Company’s Form 10-Q for the quarter ended September 30, 2019, as filed with the SEC on October 30, 2019, and because of factors including, without limitation: the decisions of governmental and regulatory bodies, including decisions to raise or lower customer rates; the timeliness and outcome of regulatory commissions’ actions concerning rates, capital structure, authorized return on equity, capital investment, system acquisitions and dispositions, taxes, permitting and other decisions; changes in laws, governmental regulations and policies, including with respect to environmental, health and safety, water quality and emerging contaminants, public utility and tax regulations and policies, and impacts resulting from U.S., state and local elections; weather conditions and events, climate variability patterns, and natural disasters, including drought or abnormally high rainfall, prolonged and abnormal ice or freezing conditions, strong winds, coastal and intercoastal flooding, earthquakes, landslides, hurricanes, tornadoes, wildfires, electrical storms and solar flares; the outcome of litigation and similar governmental proceedings, investigations or actions; the Company’s ability to control operating expenses and to achieve efficiencies in its operations; the Company’s ability to successfully meet growth projections for its businesses and capitalize on growth opportunities, including its ability to, among other things, acquire, close and successfully integrate regulated operations and market-based businesses, enter into contracts and other agreements with, or otherwise obtain, new customers in the Company’s market-based businesses, and realize anticipated benefits and synergies from new acquisitions; the Company’s exposure to liabilities related to environmental laws and similar matters; the use by municipalities and private landowners of the power of eminent domain or other similar authority against one or more of the Company’s utility subsidiaries; the Company’s access to sufficient capital on satisfactory terms and when and as needed to support operations and capital expenditures; and changes in federal or state general, income and other tax laws, including any further rules, regulations, interpretations and guidance by the U.S. Department of the Treasury and state or local taxing authorities related to the enactment of the TCJA, the availability of tax credits and tax abatement programs, and the Company’s ability to utilize its U.S. federal and state income tax net operating loss carryforwards. These and other forward-looking statements are qualified by, and should be read together with, the risks and uncertainties set forth above and the risk factors and cautionary statements included in the Company’s annual and quarterly SEC filings, and readers should refer to such risks, uncertainties, risk factors and statements in evaluating such forward-looking statements. Any forward-looking statements speak only as of the date of this presentation. The Company does not have or undertake any obligation or intention to update or revise any forward-looking statement, whether as a result of new information, future events, changed circumstances or otherwise, except as otherwise required by the Federal securities laws. Furthermore, it may not be possible to assess the impact of any such factor on the Company’s businesses, either viewed independently or together, or the extent to which any factor, or combination of factors, may cause results to differ materially from those contained in any forward-looking statement. The foregoing factors should not be construed as exhaustive.


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Non-GAAP Financial Information This presentation includes adjusted earnings per share (“Adjusted EPS”) both as the Company’s 2019 adjusted earnings guidance and as the 2018 earnings per share (“EPS”) compound annual growth rate anchor, both of which constitute “non-GAAP financial measures” under SEC rules. These non-GAAP financial measures are derived from the Company’s consolidated financial information but are not presented in the Company’s consolidated financial statements prepared in accordance with GAAP. Adjusted EPS as 2019 adjusted earnings guidance is defined as GAAP EPS excluding the impact of previously-reported settlement activities related to the Freedom Industries chemical spill in West Virginia. Adjusted EPS as the 2018 EPS compound annual growth rate anchor is defined as 2018 GAAP EPS, excluding the impact of (1) the gain recognized in the third quarter of 2018 on the sale of the majority of the Contract Services Group’s operation and maintenance (“O&M”) contracts; (2) a goodwill and intangible asset impairment charge related to the narrowing of the scope of the business of Keystone Clearwater Solutions in the third quarter of 2018; and (3) the June 2018 insurance settlement related to the Freedom Industries chemical spill in West Virginia. Management believes that these non-GAAP financial measures are useful to investors because they provide an indication of the Company’s baseline performance excluding items that are not considered by management to be reflective of the Company’s ongoing operating results. Management believes that these non-GAAP financial measures will allow investors to understand better the operating performance of the Company’s businesses and will facilitate a meaningful year-to-year comparison of its results of operations. Although management uses these non-GAAP financial measures internally to evaluate the Company’s results of operations, management does not intend results excluding the items to represent results as defined by GAAP, and investors should not consider them as indicators of performance. These non-GAAP financial measures are derived from the Company’s consolidated financial information but are not presented in its consolidated financial statements prepared in accordance with GAAP, and thus they should be considered in addition to, and not as a substitute for, measures of financial performance prepared in accordance with GAAP. In addition, the Company’s definition of Adjusted EPS may not be comparable to the same or similar measures used by other companies, and, accordingly, they may have significant limitations on their use. This presentation also includes adjusted regulated segment O&M efficiency ratios, both historical and forward-looking, which, in addition to the pro forma adjustment for the impact of the Tax Cuts and Jobs Act (the “TCJA”), excludes from its calculation (i) estimated purchased water revenues and purchased water expenses, (ii) the impact of the Freedom Industries chemical spill in 2014 and certain related settlement activities recognized in 2016, 2018 and 2019, (iii) the estimated impact in 2012 and 2014 of weather, and (iv) the allocable portion of non-O&M support services costs, mainly depreciation and general taxes. Also, an alternative presentation of this ratio has been provided for each of 2010, 2012, 2014 and 2016 which includes the pro forma adjustment for the impact of the TCJA and includes for 2012, 2014 and 2016 the impact of the Company’s implementation of Accounting Standards Update 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Post-retirement Benefit, on January 1, 2018. These adjusted O&M efficiency ratios constitute “non-GAAP financial measures” under SEC rules. These ratios are derived from the Company’s consolidated financial information but are not presented in its consolidated financial statements prepared in accordance with GAAP. These non-GAAP financial measures supplement and should be read in conjunction with the Company’s GAAP disclosures but should not be considered an alternative to the GAAP measures. Management believes that the presentation of the Company’s adjusted O&M efficiency ratios is useful to investors because it provides a means of evaluating the Company’s operating performance without giving effect to items that are not reflective of management’s ability to increase efficiency of the Company’s regulated operations. In preparing operating plans, budgets and forecasts, and in assessing historical and future performance, management relies, in part, on trends in the Company’s historical results and predictions of future results, exclusive of these items. The Company’s definition of these ratios may not be comparable to the same or similar measures used by other companies, and, accordingly, these non-GAAP financial measures may have significant limitations on their use. Management is unable to present a reconciliation of adjustments to the components of the forward-looking O&M efficiency ratio without unreasonable effort because management cannot reliably predict the nature, amount or probable significance of all the adjustments for future periods; however, these adjustments may, individually or in the aggregate, cause the non-GAAP financial measure component of the forward-looking ratio to differ significantly from the most directly comparable GAAP financial measure. Set forth in this appendix are tables that reconcile Adjusted EPS as 2019 adjusted EPS guidance and as the 2018 EPS compound annual growth rate anchor, each to GAAP EPS, and each of the components of its historical O&M efficiency ratios to its most directly comparable GAAP financial measure. All references throughout this presentation to EPS refer to diluted EPS attributable to common shareholders.


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Energy Use GHG emissions: Goal of reducing 40% by 2025 from 2007 baseline, after achieving approximately 31% reduction through 2018 Design for efficiency: enhanced pump, lighting and process design standards Construct for efficiency: sustainable construction standards and methods Operate for efficiency: enhanced best operating practices, leak detection and repair procedures Maintain for efficiency: computerized maintenance management systems and preventive maintenance systems Water Use San Clemente dam: Deconstruction to restore “run of river” Monterey Peninsula Water Supply Project: Recycling, reuse and desalination using marine life friendly slant wells Customer conservation: residential customers have saved about 1,100 gallons per customer per year—or 3.3 billion gallons annually, about 12.5 million cubic meters—through conservation and efficiency measures Water Policy Leadership Capital investment: Expect 10-year $20.0 billion to $22.0 billion total capital investment to address aging infrastructure, reduce/eliminate leaks, improve cyber/physical security, and increase resiliency of critical assets due to climate variability Research & Development: scientists dedicated to research and partnering with water research foundations, on water quality and technology-water source monitoring Collaboration: EPA, CDC, state DEPs and other agencies to support effective environmental, health and safety, and water quality standards and regulations “E”: Environment


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Our People Our Customers Customer data protection: we do not share or sell personal customer data Technology development: ensuring a personalized positive experience Customer satisfaction: Top Quartile in the water industry Online communities as of 10/2019: Our Communities Community service: More than 5,000 hours in 2018 for company-sponsored events Charity support: Sponsored national workplace giving campaigns with the United Way and Water For People, as well as supporting our employees’ own charitable endeavors through the American Water Charitable Foundation American Water Charitable Foundation: - Union sportsmen’s alliance projects - Parks partnerships projects - Employee match program - Keep Communities Flowing Training: During 2018, nearly 80,000 hours of annual employee safety training Employee engagement: Frequent surveys with formalized employee action teams Frontline employees: driving technology development Union representation: As of December 31, 2018, 49% of workforce in jobs represented by unions Diverse job candidate pools: During 2018, 86% of job requisitions had a diverse candidate pool, with more than 52% of transfers/promotions filled by minority, female, veteran or disabled individuals Culture: Diverse, inclusive culture characterized by respect and dignity of every employee 87,058 fans 32,076 followers 7,610,976 views 17,911 followers “S”: Social Responsibility


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Board & Committee Structure Ensuring independence:  board is led by an independent, non-executive chair Safety, Environmental, Technology, Operations (SETO) Board Committee Engaging board sufficiently:  board met 13 times in 2018 Board engages directly with front-line employees: Off-site board meetings twice a year, external stakeholder receptions, dinners and meetings with “high potential” leaders periodically Engaging investors:  robust program for management and board engagement Diverse Achieving gender parity:  highest proportion of female board members among S&P 500 companies in 2017 54.5% female board members as of July 2019 6 of 11 directors <4 years on board as of July 2019 Demonstrated & Representative Expertise Utility experience and expertise Internationally recognized cyber security expert Financial expertise Retired CEO experience Operational and manufacturing experience and expertise Global experience “G”: Governance


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Rates Effective Since January 1, 2019 Total $93 $48 Pennsylvania (DSIC) 10/1/2019 6 Tennessee (QIIP, EDI, SEC) 9/1/2019 1 New York (SIC) 8/1/2019 2 Pennsylvania (DSIC) 7/1/2019 3 New Jersey (DSIC) 7/1/2019 15 Missouri (ISRS) 6/24/2019 9 Pennsylvania (DSIC) 4/1/2019 2 West Virginia (DSIC) 1/1/2019 2 Illinois (QIP) 1/1/2019 $8 Infrastructure Charges $45 (a) On February 5, 2019, the Maryland Public Service Commission issued an Order authorizing an increase of $1.45 million effective February 5, 2019. (b) On February 8, 2019, the West Virginia Public Service Commission issued an Order authorizing an increase of $19 million effective February 25, 2019, this excludes $4 million in DSIC revenues. (c) Total Rate award for this rate case was $20.9 million with increases of $3.6, $4.8, $4.6 and $7.9 million effective 6/1/2017, 4/1/2018, 4/1/2019 and 4/1/2020, respectively. The Rate award for the rate case was adjusted to $17.9 million with increases of $2.8, $4.1, $3.9 and $7.1 million effective 6/1/2017, 4/1/2018, 4/1/2019 and 4/1/2020, respectively, to reflect an adjustment to property taxes. (d) 2019 step rate increases approved effective May 11, 2019. On August 23rd, 2019 CAW filed a tier 2 advice letter to request a true-up of interim rates. This interim rate true-up included differences between interim rates and adopted rates from the beginning of test year 2018 through the 2019 escalation year up to the May 11, 2019 effective date of step rates. If authorized, the relief requested would become effective on September 22, 2019. (e) The overall increase is $17.5 million in revenues combined over two steps, the first step is effective 7/1/2019 in the amount of $4.4 million and the second step should be effective 5/1/2020 in the amount of $13.1. Indiana 7/1/2019 4(e) Kentucky 6/28/2019 13 California 5/11/2019 4(d) New York 4/1/2019 4(c) West Virginia 2/25/2019 19(b) Maryland 2/5/2019 $1(a) Rate Cases & Step Increases Date Effective Annualized Revenue Increases Effective in 2019


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Rate Filings Awaiting Final Order $58 Total Awaiting Final Order: $18(d) 9/14/2018 Case No. 45142 Indiana Rate Case and Infrastructure Settlements awaiting Regulatory Approval $197 $22 21 2 11/15/2019 Tennessee (QIIP, EDI, SEC) 80 10 11/15/2019 New Jersey (DSIC) 55 6 8/26/2019 Missouri (ISRS) $41 $4 (c) 6/28/2019 West Virginia (DSIC) Infrastructure Charges Filed $1,486 $36 5 26(b) 11/12/2019 Case No. A. 16-07-002 California 601 7/1/2019 Case No. A. 19-07-004 California 689 $196 10.80% $5(a) 11/2/2018 Case No. PUR-2018-00175 Virginia Rate Cases Filed Company Docket/Case Number Date Filed Requested Revenue Increase ROE Requested Rate Base (a) The requested increase filed for was $5.6 million, which includes $0.9 million from infrastructure filings. Interim rates were effective on May 1, 2019, under bond and subject to refund. (b) Test Year 2021 revenue requirement requests an increase of $26.0 million. This excludes the step rate and attrition rate increase for 2022 and 2023 of $9.8 million and $10.8 million, respectively. The total revenue requirement request for the three year rate case cycle is $46.6 million. (c) The DSIC revenue requirement is $3.7 million increase which is offset by $0.1 million related to Boone-Raleigh Acquisition Settlement adjustment.


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Regulatory Information CALIFORNIA ILLINOIS INDIANA KENTUCKY MISSOURI 1/1/2018(a) Effective Date of Rate Case 1/1/2017 7/1/2019 6/28/2019 5/28/2018 55.39%(a) Authorized Equity 49.80% 53.41%(c) 48.90% 52.80%(d) 9.20%(a) Authorized ROE 9.79% 9.80% 9.70%(e) 10.00%(e) $498,135 Authorized Rate Base* $883,386 $1,061,192 $443,654 $1,249,293(b) NEW JERSEY NEW YORK PENNSYLVANIA VIRGINIA WEST VIRGINIA 10/29/2018(g) Effective Date of Rate Case 6/1/2017 1/1/2018 5/24/2017(f) 2/25/2019 54.00% Authorized Equity 46.00% 53.75%(d) 46.09% 48.40%(h) 9.60% Authorized ROE 9.10% 10.00%(e) 9.25% 9.75% $2,950,471 Authorized Rate Base* $275,463 $3,162,597(b) $155,747 $652,900(h) *Rate Base stated in $000s (a) On March 22, 2018, Decision 18-03-035 set the authorized cost of capital for 2018 through 2020. CA has a separate Cost of Capital case which sets the rate of return outside of a general rate proceeding. (b) The Rate Base listed is the Company's view of the Rate Base allowed in the case, the Rate Base was not disclosed in the Order or the applicable settlement agreement. (c) The Authorized Equity excludes cost-free items or tax credit balances at the overall rate of return which lowers the equity percentage as an alternative to the common practice of deducting such items from rate base. (d) The equity ratio listed is the Company's view of the equity ratio allowed in the case, the actual equity ratio was not disclosed in the Order or the applicable settlement agreement. (e) The ROE listed is the Company's view of the ROE allowed in the case, the ROE was not disclosed in the Order or the applicable settlement agreement. (f) Interim rates were effective April 1, 2016 and received final Order May 24, 2017. (g) Interim rates were effective June 15, 2018 and final rates effective October 29, 2018. (h) The Rate Base and equity ratio listed is the Company's view of what was allowed in the case, there were multiple versions disclosed by the parties in the applicable settlement agreement.


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53,100 42,200 10,900 20 Total 500 - 500 1 West Virginia 13,100 10,400 2,700 5 Pennsylvania * Customer Connections are rounded ** This includes the Alton, IL acquisition, which represents 23,000 customer connections, due to bulk contracts. Connections to the system will be approximately 11,000 State Number of Systems Water Customer Connections Wastewater Customer Connections Total Customer Connections 1,800 1,800 - 1 New Jersey 200 100 100 4 Missouri 600 200 400 2 Kentucky 6,200 - 6,200 2 Indiana 30,200 29,700 500 4 Illinois** 500 - 500 1 California 2019 Closed Acquisitions* as of December 2, 2019


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22,300 8,100 14,200 25 Total 300 - 300 1 West Virginia 200 - 200 1 Tennessee 2,100 2,100 - 2 Pennsylvania 2,800 2,800 - 1 New Jersey 100 100 - 3 Missouri 500 500 - 1 Indiana * Customer Connections are rounded State Number of Systems Water Customer Connections Wastewater Customer Connections Total Customer Connections 3,500 2,400 1,100 8 Illinois 100 - 100 1 Iowa 200 200 - 1 Hawaii 12,500 - 12,500 6 California Pending Acquisitions* as of December 2, 2019


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Recurring transactions typically included in our annual guidance, some of which can result in quarterly variability: * Acquisition related expenses * Compensation adjustments which are typically timing and driven by accounting standards * Insurance expense variability primarily driven by claims activity * Land sales within the regulated footprint * Legal expense variability * Tax adjustments which are largely timing in nature, driven by accounting standards * Certain Regulatory outcomes that are not unusual or precedent setting Five Year History of Adjustments, where material, to GAAP results for reporting purposes: * Gain on Sale of a Business Line or Segment * Impairments of a Business Line or Segment * Legal settlements and associated activities * Debt Extinguishments * Material tax law changes American Water’s Historical Adjustments to GAAP


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Reconciliation Table: Adjusted Earnings Per Share Guidance Range* * The GAAP range does not reflect any impact of the transactions announced on November 20, 2019 *


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* Calculation assumes purchased water revenues approximate purchased water expenses ** Calculation of Estimated tax reform = Revenue Requirement with new Effective Tax Rate (taxes grossed up) – Revenue Requirement with old Effective Tax Rate *** Includes the impact of the Company’s adoption of ASU 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Post-retirement Benefit, on January 1, 2018. *** Reconciliation Table: Regulated Segment O&M Efficiency Ratio

Exhibit 99.3

 

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AMERICAN WATER ANNOUNCES 10 YEAR CAPITAL SPENDING PLAN, SETS LONG TERM GROWTH TARGETS AND ANNOUNCES 2020 EARNINGS GUIDANCE

 

   

Setting 2020 diluted earnings per share (EPS) guidance range of $3.79 to $3.89

 

   

Maintaining a five-year adjusted EPS compound annual growth rate of 7 to 10%

 

   

Increasing regulated infrastructure investment over the next 10 years

 

   

Affirming 2019 earnings guidance range

CAMDEN, N.J., Dec. 10, 2019 – American Water Works Company, Inc. (NYSE: AWK), the largest publicly traded U.S. water and wastewater utility company, today announces a 10-year capital spending plan, sets long term growth targets and announces 2020 earnings per share guidance.

American Water estimates its 2020 earnings to be in the range of $3.79 to $3.89 per diluted share.

“American Water’s business model, strategies and focus remain the same, but we are constantly looking into the future at how to best develop and implement the most effective and efficient ways to deliver safe, clean, reliable and affordable water and wastewater services for our customers and communities,” said Susan Story, President and CEO of American Water. “Whether it is addressing macro trends we face such as increasing customer demands for 24/7 personalized choices, the integration of artificial intelligence and technology into operations or emerging issues around water quality, we know that the steady execution of our business fundamentals will continue to demonstrate that we are a ‘Best in Class’ organization creating long-term value for all of our stakeholders.”

The company increases regulated infrastructure investment by $800 million for the 2020 to 2024 capital plan and introduces a 10-year capital spending plan at a range of $20 to $22 billion.

The company affirmed its 2019 earnings guidance GAAP range of $3.57 - $3.65 per diluted share. The GAAP range includes an item set forth in the table included with this press release and does not reflect any impact of the transactions announced on November 20, 2019. Excluding the item set forth in the table, the company’s 2019 adjusted (non-GAAP) earnings guidance range is $3.56 - $3.64 per diluted share.


 

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American Water will host a 2019 Investor Day for investors and analysts on December 11, 2019, which will feature presentations by Susan Story, President and CEO of American Water, Susan Hardwick, Executive Vice President and Chief Financial Officer; Walter Lynch, Executive Vice President and Chief Operating Officer, and other company leaders. Interested parties may view the live webcast, which is scheduled to begin at 8:30 a.m. and end at approximately 12:30 p.m. Eastern Time, through a link on the company’s websites at amwater.com/corporate or ir.amwater.com.

American Water also reported today that Susan Story has announced that she will retire April 1, 2020 as CEO of American Water. She will be succeeded by Walter Lynch, currently Chief Operating Officer of American Water. More information can be found here.

The company’s earnings and capital spending forecasts are subject to numerous risks and uncertainties, including, without limitation, those described under “Forward-Looking Statements” below and under “Risk Factors” in its annual and quarterly reports filed with the Securities and Exchange Commission (SEC).

Non-GAAP Financial Measures

This press release includes a presentation of adjusted earnings per share as 2019 earnings guidance (“Adjusted EPS”). This item constitutes a “non-GAAP financial measure” under SEC rules. This non-GAAP financial measure is derived from American Water’s consolidated financial information but is not presented in its financial statements prepared in accordance with GAAP. Adjusted EPS is defined as GAAP earnings per common share excluding the benefit from the reduction during the first quarter of 2019 of the liability related to the Freedom Industries chemical spill settlement in West Virginia. This non-GAAP financial measure supplements the Company’s GAAP disclosures and should be considered as an addition to, and not a substitute for, measures of financial performance prepared in accordance with GAAP.

Management believes that this non-GAAP financial measure is useful to American Water’s investors because it provides an indication of American Water’s baseline performance excluding an item that is not considered by management to be reflective of its ongoing operating results. Management believes that this non-GAAP financial measure will allow investors to understand better the operating performance of American Water’s businesses and will facilitate a meaningful year-to-year comparison of American Water’s results of operations. Although management uses this non-GAAP financial measure internally to evaluate American Water’s results of operations, management does not intend


 

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results excluding the item to represent results as defined by GAAP, and investors should not consider them as indicators of performance. In addition, the Company’s definition of Adjusted EPS may not be comparable to the same or similar measures used by other companies, and, accordingly, it may have significant limitations on its use.

Set forth in this release is a table that reconciles Adjusted EPS to the most directly comparable GAAP financial measure.

About American Water

With a history dating back to 1886, American Water is the largest and most geographically diverse U.S. publicly-traded water and wastewater utility company. The company employs more than 7,100 dedicated professionals who provide regulated and market-based drinking water, wastewater and other related services to over 14 million people in 46 states. More information can be found by visiting amwater.com and follow American Water on Twitter, Facebook and LinkedIn.

Cautionary Statement Concerning Forward-Looking Statements

Certain statements in this press release including, without limitation, 2019 and 2020 earnings guidance, and future capital spending amounts, are forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and the Federal securities laws. In some cases, these forward-looking statements can be identified by words with prospective meanings such as “intend,” “plan,” “estimate,” “believe,” “anticipate,” “expect,” “predict,” “project,” “propose,” “assume,” “forecast,” “outlook,” “future,” “pending,” “goal,” “objective,” “potential,” “continue,” “seek to,” “may,” “can,” “will,” “should” and “could” and or the negative of such terms or other variations or similar expressions. These forward-looking statements are predictions based on American Water’s current expectations and assumptions regarding future events. They are not guarantees or assurances of any outcomes, financial results of levels of activity, performance or achievements, and readers are cautioned not to place undue reliance upon them. The forward-looking statements are subject to a number of estimates and assumptions, and known and unknown risks, uncertainties and other factors. Actual results may differ materially from those discussed in the forward-looking statements included in this press release as a result of the factors discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018, and subsequent filings with the SEC, and because of factors such as: the decisions of governmental and regulatory bodies, including decisions to raise or lower rates; the timeliness and outcome of regulatory commissions’ actions concerning rates, capital structure, authorized return on equity, capital investment, system acquisitions and dispositions, taxes, permitting, and other decisions; changes in laws, governmental regulations and policies, including with respect to environmental, health and safety, water quality and emerging contaminants, public utility and tax regulations and policies, and impacts resulting from U.S., state and local elections; potential costs and liabilities of American Water related to environmental laws and similar matters; the outcome of litigation and similar governmental and regulatory proceedings, investigations or actions; weather conditions and events, climate variability patterns, and natural disasters, including drought or abnormally high rainfall, prolonged and abnormal ice or freezing conditions, strong winds, coastal and intercoastal flooding, earthquakes, landslides, hurricanes, tornadoes, wildfires, electrical storms and solar flares; changes in customer demand for, and patterns of use of, water, such as may result


 

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from conservation efforts; American Water’s ability to appropriately maintain current infrastructure, including its operational and technology systems, and manage the expansion of its business; American Water’s ability to obtain permits and other approvals for projects; changes in American Water’s capital requirements; American Water’s ability to control operating expenses and to achieve efficiencies in its operations; the intentional or unintentional acts of a third party, including contamination of water supplies or water provided to American Water’s customers; American Water’s ability to complete its previously announced sale of New York American Water Company, Inc., or the timing of such closing; exposure or infiltration of American Water’s technology and critical infrastructure systems, including the disclosure of sensitive, personal or confidential information contained therein, through physical or cyber-attacks or other means; American Water’s ability to obtain adequate and cost-effective supplies of chemicals, electricity, fuel, water and other raw materials that are needed for its operations; its ability to successfully meet growth projections for its Regulated and Market-Based Businesses, either individually or in the aggregate, and capitalize on growth opportunities, including its ability to, among other things, acquire, close and successfully integrate regulated operations and market-based businesses, enter into contracts and other agreements with, or otherwise obtain, new customers in American Water’s Market-Based Businesses, and realize anticipated benefits and synergies from new acquisitions; cost overruns relating to improvements in or the expansion of American Water’s operations; its ability to maintain safe work sites; risks and uncertainties associated with contracting with the U.S. government, including ongoing compliance with applicable government procurement and security regulations; changes in general economic, political, business and financial market conditions; access to sufficient capital on satisfactory terms and when and as needed to support operations and capital expenditures; fluctuations in interest rates; restrictive covenants in or changes to the credit ratings on American Water or any of its subsidiaries, or any of their current or future indebtedness that could increase American Water’s financing costs or funding requirements or affect its ability to borrow, make payments on debt or pay dividends; fluctuations in the value of benefit plan assets and liabilities that could increase American Water’s costs and funding requirements; changes in Federal or state general, income and other tax laws, including laws, rules, regulations and interpretations related to the TCJA, the availability of tax credits and tax abatement programs, and the ability to utilize American Water’s U.S. federal and state income tax net operating loss carryforwards; migration of customers into or out of American Water’s service territories; the use by municipalities of the power of eminent domain or other authority to condemn American Water’s systems, or the assertion by private landowners of similar rights against it; any difficulty or inability to obtain insurance for American Water, its inability to obtain insurance at acceptable rates and on acceptable terms and conditions, or its ability to obtain reimbursement under existing insurance programs for any losses sustained; American Water’s ability to retain and attract qualified employees; labor actions, including work stoppages and strikes; the incurrence of impairment charges related to American Water’s goodwill or other assets; civil disturbances or terrorist threats or acts, or public apprehension about future disturbances or terrorist threats or acts; and the impact of new, and changes to existing, accounting standards.

These forward-looking statements are qualified by, and should be read together with, the risks and uncertainties set forth above and the risk factors included in American Water’s annual and quarterly SEC filings, and readers should refer to such risks, uncertainties and risk factors in evaluating such forward-looking statements. Any forward-looking statements speak only as of the date of this press release. American Water does not have or undertake any obligation or intention to update or revise any forward-looking statement, whether as a result of new information, future events, changed circumstances or otherwise, except as otherwise required by the Federal securities laws. Furthermore, it may not be possible


 

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to assess the impact of any such factor on American Water’s businesses, either viewed independently or together, or the extent to which any factor, or combination of factors, may cause results to differ materially from those contained in any forward-looking statement. The foregoing factors should not be construed as exhaustive.

Contact:

Edward Vallejo

Vice President, Investor Relations

856-566-4005

edward.vallejo@amwater.com

Maureen Duffy

Vice President, Communications and Federal Affairs

856-309-4546

maureen.duffy@amwater.com

American Water Works Company, Inc. and Subsidiary Companies

Adjusted Earnings Guidance Range (A Non-GAAP, Unaudited measure)

 

     2019  
Diluted earnings per share:    Low End      High End  

Earnings guidance range (GAAP)*

   $ 3.57      $ 3.65  

Adjustment:

     

Freedom Industries liability reduction

     (0.02      (0.02

Income tax impact

     0.01        0.01  
  

 

 

    

 

 

 

Net adjustment

     (0.01      (0.01
  

 

 

    

 

 

 

Adjusted earnings guidance range (non-GAAP)

   $ 3.56      $ 3.64  
  

 

 

    

 

 

 

 

*

The GAAP range does not reflect any impact of the transactions announced on November 20, 2019