American Water Announces Expiration and Final Results of Notes Tender Offer
VOORHEES, N.J. -- October 8, 2013
American Water Works Company, Inc. (NYSE: AWK) (“American Water”), the largest
publicly traded U.S. water and wastewater utility company, today announced the
expiration and final results of its previously announced cash tender offer
(the “Tender Offer”) by its wholly owned subsidiary, American Water Capital
Corp. (“AWCC”), to purchase for cash up to $300,000,000 aggregate principal
amount of outstanding 6.085% Senior Notes due 2017 (the “Notes”). The Tender
Offer was made on the terms and subject to the conditions set forth in the
Offer to Purchase (the “Offer to Purchase”), dated Sept. 10, 2013, and the
related Letter of Transmittal.
As of 11:59 p.m., New York City time, on Oct. 7, 2013 (the “Expiration Date”),
$225,800,000 in aggregate principal amount of the Notes, representing
approximately 30.1% of the aggregate outstanding principal amount of the
Notes, was validly tendered and not validly withdrawn. The Company has
accepted for purchase all Notes that were validly tendered and not validly
withdrawn as of the Expiration Date. Payment for the Notes so purchased is
expected to be made today, and the Notes so purchased will be cancelled.
"This tender offer enables us to meaningfully reduce our expected exposure to
the capital markets in 2017," said William D. Rogers, Vice President and
Treasurer, American Water.
As previously announced, holders who validly tendered and did not withdraw
their Notes at or prior to 5:00 p.m., New York City time, on Sept. 23, 2013
(the "Early Tender Date"), will receive the Total Consideration (as defined in
the Offer to Purchase) of $1,174.47 per $1,000 principal amount of Notes
tendered, which includes an Early Tender Premium (as defined in the Offer to
Purchase), for any Notes accepted for purchase. Holders who validly tendered
(and did not validly withdraw) Notes after the Early Tender Date but at or
prior to the Expiration Date will receive the Tender Offer Consideration (as
defined in the Offer to Purchase) of $1,144.47 per $1,000 principal amount of
Notes tendered, which is equal to the Total Consideration minus the Early
Tender Premium, for any Notes accepted for purchase.
This press release does not constitute an offer to sell or purchase, or the
solicitation of an offer to sell or purchase, or the solicitation of tenders
with respect to the Notes. The tender offer for the Notes was made only
pursuant to the tender offer documents, including the Offer to Purchase and
the related Letter of Transmittal.
Founded in 1886, American Water is the largest publicly traded U.S. water and
wastewater utility company. With headquarters in Voorhees, N.J., the company
employs approximately 6,700 dedicated professionals who provide drinking
water, wastewater and other related services to an estimated 14 million people
in more than 30 states as well as parts of Canada. More information can be
found at www.amwater.com.
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American Water Works Company, Inc.
Vice President, Investor Relations
Vice President, Communications
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