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CPY Document AIRD & BERLIS LLP Barristers and Solicitors Dennis M. O'Leary Direct: 416.865.4711 E-mail:[email protected] June 3, 2013 BY COURIER, EMAIL AND RESS Ms. Kirsten Walli Board Secretary Ontario Energy Board P.O. Box 2319, 27th Floor 2300 Yonge Street Toronto, ON M4P 1 E4 Dear Ms. Walli: Re: Integrated Grain Processors Co-operative Inc. Board Files No. EB-2012-0406 and EB-2013-0081 Pursuant to Procedural Order No. 2 dated May 17, 2013, we attach the Pre-filed Evidence of Integrated Grain Processors Co-operative Inc. ("IGPC") in the above-noted combined proceedings. Two hard copies of IGPC's Pre-filed Evidence are being forwarded to the Board via courier. One hard copy will also be provided to both Mr. Richard King and Mr. Larry Thacker, counsel for Natural Resource Gas Limited ( "NRG "). To assist the Board and parties as to the specific relief which IGPC seeks in this proceeding, set out below is a summary of the relief sought in respect of Issues 1 — 5: Issue 1: (i) An Order pursuant to Subsection 42(3) of the Ontario Energy Board Act 1998, S.O. 1998, c.15 ( "OEB Act') requiring NRG to provide all necessary and reasonable gas distribution services to meet IGPC's expansion and upgrading plans for its Facility; (ii) A Declaration and Order pursuant to Subsection 36(1) of the OEB Act that NRG may not charge IGPC for the gas distribution services required under (i) above except in accordance with those rates and charges which are currently the subject of approval by the Ontario Energy Board ( "OEB or "Board ") or following an Application and approval by the Board in respect of any additional rates or charges proposed by NRG. Brookfield Place, 181 Bay Street, Suite 1800, Box 754 Toronto, ON M5J 2T9 Canada 416.863.1500 416.863.1515 June 3, 2013 Page 2 Issue 2: (i) A Declaration and Order determining the actual reasonably incurred capital costs of the Pipeline following a review of the items listed at clauses 2.1 through 2.7 of Issue 2 in this proceeding. Issue 3: (i) A Declaration and Order determining the capital contribution amount that should have been provided to NRG by IGPC following a reconciliation of the forecast costs to build the Pipeline with the actual capital costs of the Pipeline determined under Issue 2 in this proceeding. (ii) A Declaration and Order determining the quantum of the financial assurance which currently should be provided to NRG by IGPC, and an Order pursuant to Subsection 36(4) of the OEB Act requiring NRG to accept a replacement financial assurance as follows: (1) Immediately in an amount determined by the Board in this proceeding; and (2) On October 1 of each year, in an amount equal to the current undepreciated balance of the Pipeline remaining in rate base. Issue 4: (i) A Declaration and Order determining the amount of the capital contribution overpayment made by IGPC to NRG and the determination of interest on the overpayment amount calculated using the rate of interest provided in the Pipeline Cost Recovery Agreement commencing November 1, 2008; (ii) A Declaration and Order determining the correct amount which NRG should have recorded in rate base in respect of the Pipeline, effective August 1, 2008, given the Board's determinations under Issues 2 and 3 above. (iii) A Declaration and Order determining the excessive amounts paid by IGPC in rates due to the inclusion in rate base of an amount which exceeds the amount which should have been included in rate base in respect of the Pipeline and the determination of any resulting over-allocation of O&M to IGPC. (iv) A Declaration and Order determining the excessive premiums paid by NRG in respect of the financial assurance provided to NRG in excess of the amounts determined appropriate under Issue 3 for the period November 2008 to date. AIRD & BERLIS LLP Barristers and Solicitors June 3, 2013 Page 3 (v) A Declaration and Order determining those reasonable legal and other costs which IGPC has incurred by reason of NRG's conduct in respect of all or any combination of the issues and matters raised in this proceeding. Issue 5: (vi) A Declaration and Order requiring NRG to forthwith reimburse IGPC in respect of all of the amounts determined by the Board under Issue 4, plus its reasonable costs of this proceeding, on a complete indemnity basis. IGPC will file separately live versions of two Excel spreadsheets, filed as Exhibit C, Tab 1 and Exhibit D, Tab 2, respectively. Finally, please add Mr. Scott Stoll to the distribution list as co-counsel for IGPC in this proceeding. Mr. Stoll's contact information is as follows: Mr. Scott Stoll Aird & Berlis LLP Telephone: (416) 865-4703 Facsimile: (416) 863-1515 Email: sstoll(c_airdberlis.com Yours truly, AIRD & BERLIS LLP Dennis M. O'Leary / Scott Stoll cc Natural Resource Gas Limited cc Intervenors (Per Procedural Order No. 1, April 22, 2013) 14777741.1 AIRD & BERLIS LLP Barristers and Solicitors Filed: 2013-06-03 EB-2012-0406 EB-2013-0081 Exhibit A Page 1 of 37 ONTARIO ENERGY BOARD IN THE MATTER OF the Ontario Energy Board Act, 1998, S.O. 1998, c. 15 (Schedule B); AND IN THE MATTER OF an Application by Integrated Grain Processors Co-operative Inc., pursuant to section 42(3) of the Ontario Energy Board Act, 1998, for an order requiring Natural Resource Gas Limited to provide gas distribution services; AND IN THE MATTER OF an Order to review capital contribution costs paid by Integrated Grain Processors Co-operative Inc., to Natural Resource Gas Limited pursuant to Section 19 and 36 of the Ontario Energy Board Act, 1998. PRE-FILED EVIDENCE OF INTEGRATED GRAIN PROCESSORS CO-OPERATIVE INC. INTRODUCTION 1. This is the pre-filed evidence of Integrated Grain Processors Co-operative Inc. (“IGPC”). This evidence contains a detailed summary of IGPC’s dealings with Natural Resource Gas Limited (“NRG”) in respect of the construction and operation of the 28.5 km pipeline (“Pipeline”) which provides a dedicated supply of natural gas to IGPC’s ethanol facility in Aylmer, Ontario (“Facility”). 2. This evidence has been structured to first provide an overview and chronology of relevant events that have occurred over more than 7 years. This is then followed by evidence specific to the five issues raised in this proceeding. Relevant documentation has also been filed as Exhibits and are organized as follows: (a) Exhibit A: Pre-filed written evidence (b) Exhibit B: Relevant contract documents. (c) Exhibit C: All relevant correspondence and other documents. This Exhibit excludes all of the invoices and materials which relate to the capital costs of the Filed: 2013-06-03 EB-2012-0406 EB-2013-0081 Exhibit A Page 2 of 37 Pipeline. Exhibit C includes all correspondence and copies of Letters of Credit (“LC”) exchanged between the parties relevant to Issue 3. (d) Exhibit D: All of the invoices and materials which relate to the capital costs of the Pipeline, including those items which are the subject of Issue 2 and IGPC’s dispute of the reasonableness and/or incurrence of the alleged costs. The IGPC Ethanol Facility 3. IGPC is an Ontario corporation with its head office in the Town of Aylmer, Ontario. IGPC is indirectly owned by more than 800 families and others, many of whom live in reasonable proximity to the Facility. IGPC owns and operates the Facility and is the largest customer of NRG, the natural gas distributor in the area. 4. The Facility consists of a corn-fed ethanol production plant and includes ancillary facilities consisting of a custody transfer station to connect to the upstream Union Gas Limited (“Union”) system and a customer meter station constructed by IGPC. The Facility cost approximately $160 million to build; annually purchases approximately $100 million of locally grown corn; employs 50 people with an approximate annual payroll of $5 million; and produces approximately 150 million litres of ethanol. The Facility has been operating at full capacity since it was commissioned in September 2008. 5. IGPC is by far the largest customer within NRG’s service territory contributing approximately 30 percent to NRG’s total distribution revenue. IGPC purchases its gas directly but IGPC’s gas purchases constitute approximately 60 percent of NRG’s entire system load. 6. The delivery of natural gas to the Facility is by way of a 28.5 km NPS 6 steel Pipeline. IGPC contributed to the Pipeline through: (i) cash payments totaling $3,538,792.47 as a contribution in aid of construction; (ii) providing financial assurance in the amount of $5,214,173; and (iii) a 7-year $10+ million commitment to monthly distribution rates. 7. IGPC is planning to invest between $15 million and $20 million in the next 20 to 36 months in new product lines and process improvements. This investment will mean Filed: 2013-06-03 EB-2012-0406 EB-2013-0081 Exhibit A Page 3 of 37 several man-years of construction jobs for area residents and likely additional permanent full-time jobs at IGPC. 8. With the expansion and upgrade, IGPC will increase its product offerings, reduce costs, and secure its continuing success into the future. Natural gas is crucial to the operation of the Facility. Without a secure, reliable, reasonably priced supply of natural gas (at increased levels) from a gas distributor that is a true business partner (i.e. co-operative and responsive), these investments are unlikely to happen. As a result of NRG’s behaviour, IGPC has been forced to reconsider the nature of the projects in which it will invest.
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