American Water Works Company, Inc 8-K, filed May 27, 2022
American Water Works Company, Inc. (AWK)
8-K
2022-05-27
For: 2022-05-27
View Original
Added on
April 09, 2026
About this 8-K
American Water Works Company, Inc filed this 8-K on May 27, 2022.
Items reported
- Item 7.01: Regulation FD disclosure
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
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): May 27, 2022
(Exact name of registrant as specified in its charter)
Commission File Number: 001-34028
| (State or other jurisdiction of incorporation) | (IRS Employer Identification No.) | ||||
(Address of principal executive offices, including zip code)
(856 ) 955-4001
(Registrant’s telephone number, including area code)
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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol | Name of Each Exchange on Which Registered | ||||||||||||
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 7.01. Regulation FD Disclosure.
On May 27, 2022, Pennsylvania-American Water Company (“Pennsylvania-American Water”), a subsidiary of American Water Works Company, Inc. (the “Company”), issued a press release announcing that Pennsylvania-American Water has completed the acquisition (the “System Purchase”) of the public wastewater collection and treatment system assets (the “System Assets”) of the York City Sewer Authority (the “Seller”) from the Seller and the City of York (the “City”).
A copy of the press release has been included as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference in response to this Item 7.01.
The information furnished in response to this Item 7.01, including Exhibit 99.1, 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 (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 8.01. Other Events.
Completion of Acquisition of York City Sewer Authority Wastewater Assets
On May 27, 2022 (the “Closing Date”), Pennsylvania-American Water completed the System Purchase pursuant to the terms and conditions of that certain Asset Purchase Agreement, dated April 6, 2021, by and among Pennsylvania-American Water, the Seller and the City. Pennsylvania-American Water acquired the System Assets for an aggregate purchase price of $235.3 million, which equals the stated purchase price of $235 million plus an amount of average daily revenue calculated for the period between the final meter reading and the Closing Date. The System Assets serve, directly and indirectly through bulk contracts, more than 45,000 customers. The sale was approved by the Pennsylvania Public Utility Commission on April 14, 2022.
Cautionary Statement Concerning Forward-Looking Statements
Certain statements included in this Current Report on Form 8-K (or the exhibits thereto) are forward-looking statements within the meaning of Section 27A of the Securities Act, Section 21E of the Exchange Act and the Private Securities Litigation Reform Act of 1995. 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,” or the negative of such terms or other variations or similar expressions. These forward-looking statements are predictions based on the Company’s current expectations and assumptions regarding future events. They are not guarantees or assurances of any outcomes, 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 Current Report on Form 8-K as a result of the factors discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, as filed with the Securities and Exchange Commission (the “SEC”) on February 16, 2022, and other filings with the SEC, and additional risks and uncertainties, including with respect to (1) the occurrence of the benefits and synergies expected or predicted to occur as a result of the completion of the acquisition of the System Assets; (2) unexpected costs, liabilities or delays associated with the integration of the System Assets; (3) regulatory, legislative, local or municipal actions affecting the water and wastewater industries, which could adversely affect Pennsylvania-American Water; and (4) other economic, political, business and other factors.
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 the Company’s annual and quarterly reports as filed with the SEC, 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 Current Report on Form 8-K. The Company does not have 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. New factors emerge from time to time, and it is not possible for us to predict all such factors. Furthermore, it may not be possible to assess the impact of any such factor on the Company’s or Pennsylvania-American Water’s business, 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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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
The following exhibits to this Current Report have been provided herewith as noted below:
| Exhibit No. | Description | |||||||
| 99.1* | ||||||||
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are included and formatted as Inline XBRL). | |||||||
| * Furnished herewith. | ||||||||
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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: | May 27, 2022 | By: | /s/ M. SUSAN HARDWICK | |||||||||||
| M. Susan Hardwick | ||||||||||||||
| President and Chief Executive Officer | ||||||||||||||
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Exhibit 99.1
Pennsylvania American Water, City of York Complete
Historic Wastewater System Deal
Historic Wastewater System Deal
Represents Pennsylvania American Water’s largest wastewater system acquisition to date; welcomes 23 employees and plans to invest $17.5 million to improve
reliability, safety and environmental compliance
MECHANICSBURG, Pa. (May 27, 2022) – Pennsylvania American Water, a subsidiary of American Water, announced today that it has completed a deal with the City of York to acquire the City’s wastewater system assets, making it Pennsylvania American Water’s largest wastewater system acquisition to date. The newly acquired wastewater system in York County serves more than 45,000 customer connections, including approximately 14,000 direct customers in the city and bulk service to indirect customers in the neighboring Townships of Spring Garden, Manchester, West Manchester, York and Springettsbury and the Boroughs of North York and West York.
“Pennsylvania American Water is proud to become the wastewater service provider for the City of York and surrounding communities, and to deliver safe, reliable service that protects public health and the environment,” said Pennsylvania American Water President Mike Doran. “We remain committed to being an excellent community partner and delivering on our infrastructure investment, technical expertise and decades of wastewater experience.”
Over the next five years, Pennsylvania American Water plans to invest approximately $17.5 million in wastewater system improvements in the York area. These include wastewater treatment process improvements, technology and control system upgrades and wastewater main rehabilitation projects. The company has a long and successful track record of improving water and wastewater systems facing significant capital investment needs and making the necessary investments to meet current and future environmental regulations. Following today’s acquisition, Pennsylvania American Water will be the wastewater service provider for more than 220,000 customers across the Commonwealth.
The city agreed to sell its wastewater system to Pennsylvania American Water in April 2021, citing that the proposed sale was important to improve the city’s infrastructure, provide for resilient and responsive municipal services, and support the city’s future. With the acquisition, Pennsylvania American Water also welcomed 23 of the system’s employees to its local team.
“This is a transformative moment for the City of York,” said York Mayor Michael Helfrich. “Today is the start of a new day for our city. With this sale now complete, we can clear all of York’s long-standing debts and build a nest egg for the city’s long-term fiscal health. For our residents and businesses who are proud to call York home, this sale brings stability and hope for our future.”
The $235.3 million purchase was approved on April 14, 2022 by the Pennsylvania Public Utility Commission (PUC). As part of the PUC’s approval, Pennsylvania American Water will adopt the existing City of York wastewater rates for three years and will continue billing customers on a monthly basis. The PUC regulates the company’s rates, rules and regulations of service;
therefore, any future rate changes will require review and approval by the PUC. The rates for bulk agreements with neighboring municipalities will also remain in place for three years.
Pennsylvania American Water offers multiple customer programs including assistance through the company’s longstanding H2O Help to Others program. For qualifying wastewater customers, the company offers grants of up to $500 per year and a 30 percent discount on the total wastewater charges. The Pennsylvania Department of Human Services’ Low Income Household Water Assistance Program (LIHWAP) is an additional resource that can help customers.
About Pennsylvania American Water
Pennsylvania American Water, a subsidiary of American Water (NYSE: AWK), is the largest investor-owned water utility in the state, providing high-quality and reliable water and wastewater services to approximately 2.4 million people.
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 6,400 dedicated professionals who provide regulated and regulated-like drinking water and wastewater services to more than 14 million people in 24 states. American Water provides safe, clean, affordable and reliable water services to our customers to help keep their lives flowing. For more information, visit amwater.com and follow American Water on Twitter, Facebook and LinkedIn.
Cautionary Statement Concerning Forward-Looking Statements
Certain statements in this press release are forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements relate to, among other things, planned capital investments and system improvements and the ability to achieve certain benefits, synergies and goals relating to the transaction and the acquired operations. These statements are based on the current expectations of management of Pennsylvania American Water. There are a number of risks and uncertainties that could cause actual results to differ materially from these forward-looking statements, including with respect to (1) the occurrence of the benefits and synergies expected or predicted to occur as a result of the acquisition of the system assets; (2) unexpected costs, liabilities or delays associated with the integration of the acquired system assets; (3) regulatory, legislative, local or municipal actions affecting the water and wastewater industries, which could adversely affect Pennsylvania American Water; and (4) other economic, political, business and other factors. Forward-looking statements are not guarantees or assurances of future performance or results, and Pennsylvania American Water and its affiliates do not undertake any duty to update any forward-looking statement.
Media Contact:
David Misner
External Affairs Manager
External Affairs Manager
717-261-7525
david.misner@amwater.com
david.misner@amwater.com
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