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): October 3, 2002
AMERICAN WATER WORKS COMPANY, INC.
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(Exact name of registrant specified in its charter)
Delaware 0001-03437 51-0063696
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(State or other Jurisdiction of (Commission (I.R.S. Employer
Incorporation) File Number) Identification No.)
1025 Laurel Oak Road, P.O. Box 1770 Voorhees, NJ 08043
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (856) 346-8200
ITEM 9. REGULATION FD DISCLOSURE.
American Water Works Company, Inc. is furnishing herewith a copy of a press
release announcing the retirement of J. James Barr, President and Chief
Executive Officer. This information is attached to this Form 8-K as Exhibit
99.1.
SIGNATURE
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.
By: /s/ W. Timothy Pohl
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Name: W. Timothy Pohl
Title: General Counsel and Secretary
Date: October 3, 2002
EXHIBIT INDEX
Exhibit No. Description
99.1 Press Release, dated as of October 3, 2002, of American Water
Works Company, Inc.
Exhibit 99.1
FOR IMMEDIATE RELEASE
Tom R. Thoren
Vice President, External Affairs
856-566-4026
www.amwater.com
AMERICAN WATER WORKS' CEO ANNOUNCES PLAN TO RETIRE
VOORHEES, N.J., October 3, 2002 - Marilyn Ware, Chairman of the Board of
American Water Works Company, Inc., announced today that J. James Barr, the 61
year old President and Chief Executive Officer of the Company, has decided to
retire upon completion of the acquisition of the Company by RWE, which is
expected in the first half of 2003.
"At that time, Mr. Barr will have completed more than 41 years of dedicated
service to the Company, in a period which spans significant growth and unique
challenges," Ms. Ware said. "We thank him for his many contributions and
devotion and wish him a long and happy retirement." In addition, Ms. Ware
reiterated that in accordance with the merger agreement, the Board of
Directors will resign upon completion of the transaction. Ms. Ware will
continue to participate as a member of the RWE Economic Advisory Board and
upon close of the transaction, as a member of the Thames Water International
Advisory Council.
"It has been my privilege to be involved for so long with an enterprise
devoted to such a vital resource and with people so committed to community
service", Mr Barr said. "I am truly excited about the future for this
business, particularly in view of American Water joining forces with Thames
Water in the RWE family of utility service organizations. The American Water
Works team, partnered with Thames Water and RWE, will be an even stronger
provider of water and wastewater services to customers in the United States. "
At the same time, Dr. Dietmar Kuhnt, President and Chief Executive Officer of
RWE, announced that upon completion of RWE's acquisition of American Water
Works Company, Bill Alexander will become Chairman, President and Chief
Executive Officer of the Company, in addition to his broader responsibilities
for the global water division, where he is Group CEO. Mr. Alexander will work
with the existing management team from American Water Works and the regional
Thames Water Americas' team to oversee the smooth integration of the companies.
His priority will be continuity of the business in the interests of the
customers, associates and shareholders. The Executive Team will report to Mr.
Alexander, who will spend a significant portion of his time in the U.S.
following completion of the transaction.
Continued...
AWK - Page 2
Mr. Alexander said, "Jim Barr is well known and highly respected in the U.S.
water industry, and we wanted him to continue in his present role. But we also
appreciate that he feels that this is the right time for him to retire and
therefore we wish him all the best in the future. He leaves behind an
excellent management team, with highly motivated and committed associates and
I look forward to working with them closely in the future."
About American Water Works
American Water Works Company is the largest publicly traded U.S. corporation
devoted exclusively to the business of water. Its 6,600 associates provide
water, wastewater and other related services to 15 million people in 27 states
and three Canadian provinces. More information can be found on the Company's
website.
Forward looking statements in this report, including, without limitation,
statements relating to the Company's plans, strategies, objectives,
expectations, intentions and adequacy of resources, are made pursuant to
the safe harbor provisions of the U.S. Private Securities Litigation
Reform Act of 1995. These forward looking statements involve known and
unknown risks, uncertainties and other factors that may cause the actual
results, performance or achievements of the Company to be materially
different from any future results, performance or achievements expressed
or implied by such forward looking statements. These factors include,
among others, the following: the success of pending applications for rate
increases, inability to obtain, or to meet conditions imposed for,
regulatory approval of pending acquisitions, weather conditions that tend
to extremes of temperature or duration; availability, terms and
development of capital; business abilities and judgment of personnel;
changes in, or the failure to comply with governmental regulations,
particularly those affecting the environment and water quality;
competition; success of operating initiatives, advertising and
promotional efforts; existence of adverse publicity or litigation;
changes in business strategy or plans; quality of management; general
economic and business conditions; the ability to satisfy the conditions
to closing set forth in the definitive agreement; and other factors
described in filings of the Company with the SEC. The Company undertakes
no obligation to publicly update or revise any forward looking statement,
whether as a result of new information, future events or otherwise.
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