Free Writing Prospectus
Filed Pursuant to Rule 433
Registration Statement Nos.
333-203949 and 333-203949-01
August 7, 2017
American Water Capital Corp.
American Water Works Company, Inc.
$600,000,000 2.950% Senior Notes due 2027
$750,000,000 3.750% Senior Notes due 2047
Term Sheet
| Issuer: | American Water Capital Corp. | |
| Support Provider: | American Water Works Company, Inc. | |
| Security: | 2.950% Senior Notes due 2027 (the “2027 Notes”) 3.750% Senior Notes due 2047 (the “2047 Notes”) | |
| Size: | $600,000,000 for the 2027 Notes $750,000,000 for the 2047 Notes | |
| Trade Date: | August 7, 2017 | |
| Settlement Date: | August 10, 2017 (T+3) | |
| Maturity Date: | September 1, 2027 for the 2027 Notes September 1, 2047 for the 2047 Notes | |
| Benchmark Treasury: | UST 2.375% due May 15, 2027 for the 2027 Notes UST 3.000% due February 15, 2047 for the 2047 Notes | |
| Benchmark Treasury Yield: | 2.258% for the 2027 Notes 2.837% for the 2047 Notes | |
| Spread to Benchmark Treasury: | +73 bps for the 2027 Notes +93 bps for the 2047 Notes | |
| Yield to Maturity: | 2.988% for the 2027 Notes 3.767% for the 2047 Notes | |
| Coupon: | 2.950% for the 2027 Notes 3.750% for the 2047 Notes | |
| Price to Public: | 99.671% for the 2027 Notes 99.693% for the 2047 Notes | |
| Interest Payment Dates: | 2027 Notes: March 1 and September 1 of each year, beginning on March 1, 2018 2047 Notes: March 1 and September 1 of each year, beginning on March 1, 2018 | |
| Redemption Provisions: | ||
| Make whole call: | Adjusted Treasury Rate +12.5 bps for the 2027 Notes Adjusted Treasury Rate +15 bps for the 2047 Notes | |
| Par call: | On or after June 1, 2027, for the 2027 Notes On or after March 1, 2047, for the 2047 Notes | |
| CUSIP: | 2027 Notes: 03040W AQ8 2047 Notes: 03040W AR6 | |
| ISIN: | 2027 Notes: US03040WAQ87 2047 Notes: US03040WAR60 | |
| Ratings (1): | A3 (stable outlook) / A (stable outlook) (Moody’s/S&P) | |
| Joint Book-Running Managers: | J.P. Morgan Securities LLC U.S. Bancorp Investments, Inc. Wells Fargo Securities, LLC MUFG Securities Americas Inc. |
| Co-Managers: | Mizuho Securities USA LLC PNC Capital Markets LLC Regions Securities LLC Merrill Lynch, Pierce, Fenner & Smith Incorporated RBC Capital Markets, LLC TD Securities (USA) LLC BB&T Capital Markets, a division of BB&T Securities, LLC Santander Investment Securities Inc. CastleOak Securities, L.P. C.L. King & Associates, Inc. Drexel Hamilton, LLC Loop Capital Markets LLC MFR Securities, Inc. Samuel A. Ramirez & Company, Inc. Siebert Cisneros Shank & Co., L.L.C. The Williams Capital Group, L.P. |
(1) Neither of these ratings is a recommendation to buy, sell or hold these securities. Each rating may be subject to revision or withdrawal at any time, and should be evaluated independently of any other rating.
The term “Adjusted Treasury Rate” has the meaning ascribed to that term in the Issuer’s Preliminary Prospectus Supplement, dated August 7, 2017.
The Issuer and the Support Provider have filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the Issuer and the Support Provider have filed with the SEC for more complete information about the Issuer, the Support Provider and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, any underwriter participating in the offering will arrange to send you the prospectus if you request it by calling J.P. Morgan Securities LLC collect at (212) 834-4533, U.S. Bancorp Investments, Inc. at 1-877-558-2607, or Wells Fargo Securities, LLC toll-free at (800) 645-3751.