American Water Announces Pricing of Common Stock Offering of 2,320,000 Shares

American Water Works Company, Inc. (NYSE:AWK) announced today the
pricing of a registered underwritten offering of 2,320,000 shares of its
common stock at a price per share of $80.50 in connection with the
forward sale agreements as discussed below.

J.P. Morgan and Wells Fargo Securities are acting as joint book-running
managers for this offering. In connection with the offering, American
Water entered into forward sale agreements with affiliates of each of
the underwriters, J.P. Morgan Securities and Wells Fargo Securities (the
“forward purchasers”), pursuant to which American Water agreed to issue
and sell to the forward purchasers (subject to American Water's right to
elect cash settlement or net share settlement under the forward sale
agreements) 2,320,000 shares of its common stock at an initial forward
sale price per share equal to the price per share at which the
underwriters agreed to purchase the shares in the offering, subject to
certain adjustments, upon physical settlement of the forward sale
agreements. In connection with the forward sale agreements, the forward
purchasers (or affiliates thereof) have agreed to borrow from
third-party lenders and sell to the underwriters 2,320,000 shares of the
Company’s common stock.

The offering is expected to close on April 16, 2018.

Settlement of the forward sale agreements is required to occur on or
before April 11, 2019. The Company will not receive any proceeds from
the sale of the common stock sold by the forward purchasers to the
underwriters.

As separately announced today, the Company has agreed to acquire all of
the capital stock of Nicor Energy Services Company, doing business as
Pivotal Home Solutions. The Company intends to elect full physical
settlement of the forward sale agreements described above if it
successfully completes this acquisition and to use any net proceeds that
it receives upon settlement to fund a portion of the purchase price of
this acquisition.

The offering is being made pursuant to American Water’s effective shelf
registration statement filed with the Securities and Exchange
Commission. The preliminary prospectus supplement and the accompanying
base prospectus related to the offering will be available on the SEC’s
website at www.sec.gov.
Copies of the preliminary prospectus supplement and the accompanying
base prospectus relating to this offering may be obtained from the
joint-book running managers for the offering as follows:

J.P. Morgan Securities LLC
c/o Broadridge Financial Solutions
1155
Long Island Avenue
Edgewood, NY 11717
Telephone: (866) 803-9204

Wells Fargo Securities, LLC
Attn: Equity Syndicate Dept.
375
Park Avenue
New York, NY 10152
Email: cmclientsupport@wellsfargo.com
Telephone:
(800) 326-5897

This press release does not constitute an offer to sell or the
solicitation of an offer to buy these securities, nor shall there be any
sale of these securities in any jurisdiction in which the offer,
solicitation or sale of these securities would be unlawful prior to
registration or qualification under the securities laws of any
jurisdiction. The offering of these securities will be made only by
means of a prospectus and a related prospectus supplement meeting the
requirements of Section 10 of the Securities Act of 1933, as amended.

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 6,900 dedicated
professionals who provide regulated and market-based drinking water,
wastewater and other related services to an estimated 15 million people
in 46 states and Ontario, Canada. 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.

Cautionary Statement Concerning Forward-Looking Statements

Certain statements in this press release including, without limitation,
with respect to the public offering of the Company’s securities, the
settlement of the forward sale agreements described herein, and the
completion of the acquisition described in this press release, and the
intended use of proceeds, 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
Dec. 31, 2017, 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 customer rates; the timeliness and
outcome of regulatory commissions’ actions concerning rates, capital
structure, authorized return on equity, capital investment, system
acquisitions, taxes, permitting and other decisions; changes in customer
demand for, and patterns of use of, water, such as may result from
conservation efforts; limitations on the availability of our water
supplies or sources of water, or restrictions on our use thereof,
resulting from allocation rights, governmental or regulatory
requirements and restrictions, drought, overuse or other factors;
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,
including matters related to the Freedom Industries chemical spill in
West Virginia and the preliminarily approved global class action
settlement agreement related to this chemical spill; our ability to
appropriately maintain current infrastructure, including our operational
and information technology (“IT”) systems, and manage the expansion of
our business; exposure or infiltration of our critical infrastructure,
operational technology and IT systems, including the disclosure of
sensitive or confidential information contained therein, through
physical or cyber attacks or other means; our ability to obtain permits
and other approvals for projects; changes in our capital requirements;
our ability to control operating expenses and to achieve efficiencies in
our operations; the intentional or unintentional actions of a third
party, including contamination of our water supplies or water provided
to our customers; our ability to obtain adequate and cost-effective
supplies of chemicals, electricity, fuel, water and other raw materials
that are needed for our operations; our ability to successfully meet
growth projections for our business and capitalize on growth
opportunities, including our ability to, among other things, acquire and
integrate water and wastewater systems into our regulated operations,
and enter into contracts and other agreements with, or otherwise obtain,
new customers in our market-based businesses; risks and uncertainties
associated with contracting with the U.S. government, including ongoing
compliance with applicable government procurement and security
regulations; cost overruns relating to improvements in or the expansion
of our operations; our ability to maintain safe work sites; our exposure
to liabilities related to environmental laws and similar matters
resulting from, among other things, water and wastewater service
provided to customers, including, for example, our water service and
management solutions that are focused on customers in the natural gas
exploration and production market; 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 us
or our current or future debt that could increase our financing costs or
funding requirements or affect our ability to borrow, make payments on
debt or pay dividends; fluctuations in the value of benefit plan assets
and liabilities that could increase our cost and funding requirements;
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 Tax Cuts and Jobs Act, the
availability of tax credits and tax abatement programs, and our ability
to utilize our U.S. federal and state income tax net operating loss
carryforwards; migration of customers into or out of our service
territories; the use by municipalities of the power of eminent domain or
other authority to condemn our systems, or the assertion by private
landowners of similar rights against us; difficulty or inability to
obtain insurance, the inability to obtain insurance at acceptable rates
and on acceptable terms and conditions, or an inability to obtain
reimbursement under existing insurance programs for any losses
sustained; the incurrence of impairment charges related to our goodwill
or other assets; labor actions, including work stoppages and strikes;
the ability to retain and attract qualified employees; civil
disturbances or terrorist threats or acts, or public apprehension about
future disturbances or terrorist threats or acts; the impact of new, and
changes to existing, accounting standards; the completion of the
acquisition described in this press release; our ability to finance the
purchase price of the acquisition; our ability to realize any benefits
and synergies following the completion of the acquisition; unexpected
costs, liabilities or delays associated with the acquisition or the
integration of the acquired business; the execution of the forward sale
agreements described in this press release; the timing and method of
settlement of such forward sale agreements; and the amount and intended
use of any proceeds from the settlement of such forward sale agreements .

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, quarterly and other 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. 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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