ATCO LTD.

2014 ANNUAL REPORT

CHAPTER TITLE FOR EASY REFERENCE 1 Table of Contents

ATCO MEXICO 1 Financial Highlights

ATCO GAS 2 Return on Investment AUSTRALIA ATCO POWER MEXICO AUSTRALIA 3 Letter to Share Owners

5 STRUCTURES & LOGISTICS

ATCO POWER 6  ATCO Structures & Logistics

AUSTRALIA 13 Diversifying Alberta’s Electricity Fuel Sources ATCO ENERGY ATCO SOLUTIONS ELECTRIC 15 UTILITIES ENERGY ATCO ATCO GAS 16  ATCO Electric STRUCTURES & LOGISTICS 23  ATCO in the North

ATCO 26  ATCO Gas PIPELINES ATCO UTILITIES SUSTAINABLE STRUCTURES 30  ATCO Pipelines COMMUNITIES & LOGISTICS 33 MEXICO

35 ENERGY

36  ATCO Power

39  ATCO Energy Solutions

41 AUSTRALIA

With more than 9,000 employees and assets of 42  ATCO Australia approximately $18 billion, ATCO is a diversified 45 Indigenous Partnerships global corporation delivering service excellence 49 ATCO Sustainable Communities and innovative business solutions through leading companies engaged in Structures & Logistics 51 ATCO in the Community (manufacturing, logistics and noise abatement), 55 Financial Excellence 2014 Utilities (pipelines, natural gas and electricity 57  Consolidated Annual Results transmission and distribution) and Energy 58  Consolidated Operating Summary (power generation and sales, industrial water infrastructure, natural gas gathering, processing, 59 ATCO Ltd. Directors storage and liquids extraction). 60 ATCO Ltd. Officers

61 ATCO’s Beautiful Alberta Heritage Dawn breaks over a marsh near Namao, Alberta, 20 km north of Edmonton. 62 General Information ATCO’s Global Operations STRUCTURES & LOGISTICS UTILITIES ENERGY

ATCO Structures & Logistics ATCO Electric ATCO Power Complete infrastructure solutions Builds, owns and operates electrical Builds, owns and operates to customers worldwide, including transmission and distribution independent power generation plants workforce housing, innovative facilities in east-central and northern providing industry-leading, reliable, modular facilities, construction, Alberta providing safe, reliable responsible and cost-effective site support services, logistics, electricity to more than 224,000 solutions to customers and partners operations management, and noise customers in 245 communities, with 13 plants in Canada and one in and emission reduction solutions. including large industrial and oilfield the United Kingdom. customers.

Manufacturing facilities ATCO Energy Solutions Fort ATCO starts Area Major transmission projects McMurray Builds, owns and operates non- a new chapter Enlarged Fort McMurray West regulated energy and industrial in its long history Offices and/or operations in Canada’s North proposed routes water-related infrastructure and as its oldest company, ATCO Sustainable provides natural gas gathering, Alberta PowerLine, a Yukon Electrical ATCO Utilities partnership between Company Limited now ATCO Structures & Communities Projects processing and storage, and natural ATCO and Quanta serves customers as in the North Logistics wins contract to Full range of pre-fabricated, gas liquids extraction services. Services, was selected ATCO Electric Yukon. provide around-the-clock Northland Utilities and ATCO to design, build, own pg 23 fire protection services to culturally-sensitive building and operate the Fort Electric Yukon build, own and the North Atlantic Treaty solutions for Indigenous and other McMurray West 500 kV Organization (NATO) remote communities. operate generation, transmission Transmission Project troops in Kosovo. MEXICO valued at $1.4 billion. and distribution facilities in the pg 10 ATCO opened an office in Mexico pg 19 Northwest Territories and the Yukon. Indigenous City in August 2014 to pursue Partnerships opportunities in Mexico’s energy Building and sustaining Indigenous ATCO Gas market with a growth plan modelled relationships helps form the In the area broadly identified on this after ATCO’s Canadian and Australian ATCO Mexico wins a foundation for how ATCO does map, ATCO Gas delivers safe, reliable Edmonton operations. USD$50 million contract business and is reflected through and cost-effective natural gas to ATCO and partner to design, build, operate Grupo Hermes S.A. both our longstanding relationships more than 1.1 million customers in and maintain a natural gas ATCO Mexico de C.V. begin project pipeline near Tula in the with Indigenous communities and nearly 300 Alberta communities. development of a state of Hidalgo, Mexico. Focused on building, owning and USD$820 million natural how the company engages with gas cogeneration plant pg 34 operating natural gas infrastructure, ATCO Power ATCO Pipelines at the Miguel Hidalgo these communities every day. begins selling power generation, electricity refinery near Tula, Owns and operates key natural gas Alberta’s power directly Mexico. transmission facilities throughout transmission and distribution, and Industrial to commercial providing workforce accommodation Heartland and industrial pg 34 Alberta transporting clean, efficient customers in energy from producers and and site services. ATCO Energy Alberta. Solutions pg 37 other pipelines to utilities, power and partner generators and major industries. Petrogas begin Calgary development AUSTRALIA Edmonton of four salt Current ATCO caverns to operations provide a new ATCO Australia ATCO Gas Australia ATCO Power Australia alternative for Based in Perth, Western Australia, Delivers safe, reliable natural gas Builds, owns and operates environmentally- hydrocarbon storage. ATCO Australia develops, builds, to more than 700,000 regional and progressive power generation stations, pg 39 owns and operates energy metropolitan customers through providing reliable, responsible and cost- Perth infrastructure assets across Western Australia’s largest gas effective solutions to customers and partners ATCO Gas Australia the country. distribution network. with three plants in Queensland, South opened a state-of-the-art business and operations Australia and Western Australia. centre in Jandakot, Western Australia. pg 44 ATCO Ltd. Financial Highlights Five-Year Total Return on $100 Investment This data (other than funds generated by operations) has Consolidated Annual Results been extracted from financial $250 YEAR ENDED DECEMBER 31 statements which have been $226 $228 prepared in accordance (Millions of Canadian dollars with International Financial except per share data) 2014 2013 Reporting Standards (IFRS) $200 and the reporting currency is FINANCIAL the Canadian dollar.

Revenues 4,554 4,359 For further information, $150 please see ATCO Ltd. $144 Earnings attributable to Consolidated Financial Class I & Class II shares 420 418 Statements and Management’s Discussion $ Adjusted earnings 374 390 and Analysis - 100 www.sedar.com. Total assets 17,689 16,010

Class I & Class II $50 3,168 2,860 share owners’ equity

Funds generated by operations 1,786 1,854 FORWARD-LOOKING INFORMATION: 2009 2010 2011 2012 2013 2014 Capital expenditures 2,373 2,518 Certain statements contained in this Annual Report constitute forward- looking information. Forward-looking Compound Cumulative CLASS I NON-VOTING & information is often, but not always, Growth Rate Return CLASS II VOTING identified by the use of words such This graph compares the as “anticipate”, “plan”, “estimate”, 17.7% $226 Class I Non-Voting cumulative share owner SHARE DATA “expect”, “may”, “will”, “intend”, (ACO.X) return over the last five years “should”, and similar expressions. of the Class I Non-Voting Forward-looking information Class II Voting and Class II Voting shares Earnings per share 3.64 % $ 3.66 involves known and unknown risks, 17.9 228 of the Company (assuming (ACO.Y) reinvestment of dividends) uncertainties and other factors that with the cumulative total may cause actual results or events to S&P/TSX Diluted earnings per share 3.64 3.62 7.5% $144 return of the S&P/TSX differ materially from those anticipated Composite composite index. in such forward-looking information. Dividends paid per share 0.86 0.75 The Corporation believes that the expectations reflected in the forward- looking information are reasonable, Shares outstanding (thousands) 115,141 115,124 but no assurance can be given that It is important for prospective owners of ATCO shares to these expectations will prove to be ATCO SHARE Weighted average shares correct and such forward-looking understand that ATCO is a diversified group of companies information should not be unduly OWNERSHIP outstanding (thousands) 114,848 114,801 relied upon. principally controlled by Sentgraf, a Southern family holding FOR PRESENT company. It is also important for present and prospective & PROSPECTIVE share owners to understand that the ATCO share registry OWNERS has both non-voting and voting common shares.

1 2014 ATCO ANNUAL REPORT RETURN ON INVESTMENT 2 Sett Policicchio, Bobbi Lambright in 2014, as well as a slowdown in substation footprint and cost The challenges that lie ahead will  Letter to Share Owners and their teams in ATCO Electric all their activities and geographies through modular construction need the disciplined and determined have led the record-breaking capital in the latter part of the year. 2015 • Next generation workforce approach that has long governed To our Owners, investment of more than $6 billion will be a significant challenge for our housing fleet with ‘ensuite’ your company. To support our growth these past three years. founding business as we are already As I reflect on the events of 2014, accommodation strategies and enhance expertise, it is clear that the year was one Bill Stephens, Brian Hahn, Brendan aware of major project delays and we have diversified our board On behalf of all share owners, I of challenges and opportunities. Dolan, Alan Dixon and their teams cancellations by our customers. membership. Collectively, our board would like to recognize two of our The markets we operate in are in ATCO Gas, ATCO Pipelines and Wayne Stensby and the ATCO brings a wide breadth of experience executives who greatly contributed experiencing extreme volatility from ATCO Gas Australia have been Australia team achieved all of their to your company. I wish to thank to your company’s success last commodity pricing, and complex solid contributors to our rate base targets in 2014. We now have more them for their extraordinary efforts. year and for the past three decades: regulatory and social policies have growth. They are also breaking than 700,000 natural gas utility Their wisdom and pursuit of premier Susan Werth, Senior Vice President made it increasingly difficult for our new ground in Mexico, winning customers. performance, combined with the & Chief Administration Officer, and resource customers to pursue their the first competitively bid natural visionary leadership of my father, All of your operating companies Harry Wilmot, President & Chief larger projects in a timely fashion. gas pipeline under Mexico’s new have overseen your company’s stellar remain steadfastly committed to Operating Officer of ATCO Structures The impact of these circumstances legislative reform, from Comisión growth. operational excellence, an ATCO & Logistics. Susan and Harry both was apparent towards the end Federal de Electricidad, the national hallmark that our customers count retired in 2014 but will continue to To you, our owners, thank you for of last year and they will no electricity company. The combined on: reliable, safe delivery of our provide their incomparable advice entrusting your capital with us. doubt be the cause of significant effort of these executives and their products and services – Always and talent to your company through Today, as we face the uncertainties headwinds in 2015. It is for exactly expert teams assures us continued There. Anywhere. of the future, I believe you own an these precipitous, volatile and expansion over the next few years new governance roles. Our four core strategies were well- unmatched group of Canadian and unpredictable times that your with approximately $5 billion of I wish to convey my deepest international businesses managed by company has been disciplined in planned greenfield investment. exercised throughout 2014, allowing appreciation to Susan and Harry for a group of outstanding executives. building our balance sheet. us to achieve our solid results. These Steven Landry made great strides their commitment to your company. Nancy C. Southern include: The diversity of our earnings, our An unwavering commitment to our in Mexico and established our They are the epitome of the ‘ATCO Chair, President & Chief Executive Officer financial strength and the ‘can- customers’ needs, our ability to headquarters in Mexico City 1. Geographic expansion; Heart and Mind’ and the living do’ attitude of our people give me continue to invest without dilution, to manage the infrastructure • Successful entry into Mexico example of our Founder’s definition great confidence, which I convey to and the targeted and surgical development occurring in that 2. Win competitively bid new of excellence – removal of excess costs and you, that your company and your country. greenfield projects; “...always striving for the highest redundant processes, will allow your investment will continue to create • $1.4 billion Fort McMurray West standards and paying attention to company to distinguish itself from George Opocensky and Pat meaningful value for you and your 500 kV Transmission Project in the smallest detail...” our competitors in these tumultuous Creaghan in our Energy group have families for generations to come. been experiencing tough times in Alberta times. The piston effect of your Susan and Harry, thank you! It is a distinct honour for me to be their respective businesses, ATCO • USD$50 million Tula pipeline company’s diverse earning power Siegfried Kiefer, another sterling working with each of you. continues to be a core strength. Power and ATCO Energy Solutions. project in Mexico leader, has made impressive • AUD$230 million Wheatstone Sincerely, Leading the way, once again in 2014, There is no doubt the rapidity of strides in managing the impacts of Project in Australia were our utility companies that have excess supply and slower growth regulations and legislation, especially consistently achieved premium hit power prices hard and fast in all 3. Monetize non-core assets; on the environmental front, while of our markets. Having said this, I growth and continue to have a • $200 million sale of ATCO I-Tek continuing to progress our hydro believe ATCO Power will emerge strong outlook, both in Canada and 4. Continuous improvement and generation initiatives. I recommend well ahead of its peers who may Australia. innovation; Siegfried’s article on page 13 to our Nancy Southern not be able to weather the current It is hard to believe, but since 2000 • 30 per cent reduction in small readers. suppressed pricing situation. ATCO when I first began as Co-Chair of Energy Solutions is in a rebuilding 3.66 your company, our utility asset base 0.86 3.64 17.7 process and construction is well 3.21 16.0 was approximately $3.3 billion. We 0.75 ended 2014 with a utility asset base, underway on our new salt cavern 2.83 14.1 0.66 12.5 including Australia, of $14.5 billion! development. As well, they are 0.57 2.42 0.53 The earnings for this group were developing significant interest and 10.1 $108.4 million in 2000 and $444 expansion opportunities for our water million in 2014. license and pipelines. I am very proud of the people in our George Lidgett and the ATCO Utility group and the top tier growth Structures & Logistics leaders they have achieved without adding experienced some performance 2010 2011 2012 2013 2014 2010 2011 2012 2013 2014 2010 2011 2012 2013 2014 costly goodwill through acquisitions. disappointments in project execution DIVIDENDS PER SHARE ($) EARNINGS PER SHARE ($) ASSETS ($ BILLIONS)

3 2014 ATCO ANNUAL REPORT LETTER TO SHARE OWNERS 4 ATCO Structures & Logistics offers modular Structures buildings, site and lodging services, and industrial noise and emissions control solutions worldwide. With manufacturing facilities in North America and & Logistics Australia, a global supply chain, and operations on five continents, the company has the expertise to rapidly deliver a turnkey solution anywhere it is needed. ATCO Structures & Logistics provides complete infrastructure solutions to customers ATCO Structures & Logistics (ATCO) worldwide, including comprises four core businesses worldwide: workforce housing, Modular Structures, Lodging & Support innovative modular Services, Logistics and Facilities Operations & facilities, construction, site Maintenance, and Emissions Management. support services, logistics, operations management, MODULAR STRUCTURES / LODGING & SUPPORT SERVICES and noise and emission The modular structures business line reduction solutions. comprises the design, manufacturing and installation of workforce housing facilities, as well as turnkey lodge services including catering, housekeeping, retail, maintenance and utility services. In addition to large-scale workforce housing complexes, ATCO provides modular fleet hire and sales. As anticipated, the mining sector continued to be relatively soft in 2014, and demand for modular structures from this market continued to be weak. This, along with a more moderate Australian economy relative to previous years, resulted in reduced revenues from the company’s operations there. The Canadian business had a steady year, with increased revenue coming from operations in eastern Canada, and continued demand from the oil and gas sector in western Canada, particularly for lodge operations. In the United States, however, the energy sector continued In December, ATCO Structures & Logistics won a five-year contract to provide around-the-clock fire protection services to the North Atlantic to harness the benefits from shale oil and gas Treaty Organization (NATO) troops in Kosovo. Above: Firefighter Rick developments, resulting in a record year for Herbel at the NATO Flying Training in Canada at 15 Wing Moose Jaw. ATCO’s U.S. operations. North America ATCO Structures & Logistics’ business in North America experienced another good year in 2014 with continued demand for full-service This year, ATCO Structures & modular solutions. ATCO’s bundled service Logistics and its partner, the George Gordon First Nation, completed the offering provides the design, manufacturing third phase of the 2,586-person BHP and operation of a facility. Billiton Jansen Discovery Lodge.

5 2014 ATCO ANNUAL REPORT ATCO STRUCTURES & LOGISTICS 6 In 2014, demand for lodge operation and maintenance services over the TSI also provides site support and In the United States, continued The year also saw increased demand ongoing resource projects was services including stand-alone course of the five-year contract that core drilling service to Vale’s Voisey’s growth in the production of shale for ATCO’s customizable double-end steady. To help supplement the catering, janitorial and maintenance is valued at an estimated CAD$150 Bay Nickel-Copper-Cobalt Mine, plays resulted in unprecedented wellsite unit with a “bump-out” office. gap in a softer resource sector, contracts, grew. Specifically, the million. The dining room features including water treatment, road demand for ATCO’s wellsite units. This premium finish product provides ATCO grew its business with the company won business from K+S action stations alongside the regular maintenance, fuel and hazardous These spacious, executive living two private living quarters on either Government of Australia, supplying Potash Canada GP to operate a serving lines, with a pizza oven, materials management. The majority accommodations feature high-end end of a modern workspace. modular solutions for facilities such 1,470-person lodge in southern deli-style sandwich bar and a stir- as immigration and medical centres. of TSI’s employees are Indigenous contemporary interiors, with a rugged Australia Saskatchewan. ATCO provides fry station. Regular theme nights members of local communities in exterior that can withstand the Consistent with a moderating ATCO Structures & Logistics catering, housekeeping, janitorial and highlight international cuisines such Newfoundland and Labrador. most challenging conditions of any economy in 2014, demand for continues to be the major workforce maintenance services for the facility as Middle Eastern, Mexican, Greek, petroleum exploration or mining site. workforce housing to support accommodations provider on Curtis that houses workers constructing the Italian and Korean. In December 2014, a bundled service K+S Potash Canada Legacy Project. contract was awarded to ATCO The multi-million dollar contract by TransCanada PipeLines began in April 2014. Limited to design, build and Continued growth in the operate a 150-person workforce ATCO’s catering service “ accommodations lodge that will provides a six-week rotating production of shale plays in the U.S. house workers constructing the menu that features dining resulted in unprecedented demand Otter Lake Compressor Station specials such as a full smorgasbord and summer for ATCO’s wellsite units. in the Peace River region of barbeques. ATCO also has ” Alberta. responsibility for all cleaning The lodge will be constructed and minor maintenance work, In addition to providing janitorial using ATCO’s next-generation as well as operating a lounge and maintenance services for the modular fleet that features and commissary that provides facility, ATCO is operating a licensed contemporary interior upgrades convenience items for workers. lounge, commissary and coffee shop. including a modern colour palette ATCO pursued this project with its The lodge’s fitness and recreational and ensuite bathrooms (see pages 11 local Indigenous partner, the George facilities are managed by ATCO staff and 12). Gordon First Nation, as the K+S who organize training sessions and The project will also contribute to Potash Canada Legacy Project is group classes for residents. located on the traditional lands of the local economic growth and capacity In Atlantic Canada, Torngait Services First Nation. building through ATCO’s joint-venture Inc. (TSI), an Aboriginally-owned partnership with the Woodland Cree ATCO Structures & Logistics has business and partnership between First Nation (WCFN). ATCO and partnered with the George Gordon the Nunatsiavut Group of Companies the WCFN will be working together First Nation on other large projects and ATCO Structures & Logistics, has to provide camp services for this in Saskatchewan, including the been awarded a contract by Valard project including camp management, 2,586-person BHP Billiton Jansen Construction LP to operate five catering, housekeeping and janitorial. Discovery Lodge. In 2014, the workforce accommodations lodges This partnership has been structured third phase of this project was in Newfoundland and Labrador. so that the WCFN can participate completed, and the lodge is now The lodges will house workers in all facets of the construction and fully operational. Currently, 60 per constructing the transmission line in operation of the facility. cent of the lodge’s total workforce is support of the Muskrat Falls Project Indigenous employees. in Newfoundland and Labrador. ATCO and the WCFN also work In October 2014, another operations The 36-month, occupancy-based together on the Shell Carmon Creek contract was secured with a contract is valued at approximately Project. In November 2014, phase major Canadian exploration and CAD$40-45 million. TSI will be 1B of the project was completed and production company to operate providing catering, janitorial and more than half of the rooms for the a 1,900-person lodge in Alberta’s commercial laundry services to five 1,200-person lodge were turned over oilsands region. ATCO is providing 100 to 300-person lodges. to Shell. catering, housekeeping, janitorial ATCO’s Red Seal chefs use the finest ingredients to provide residents with a wide range of hearty, nutritious meals. Top Left: ATCO Cook Ram Vennam prepares for dinner at the BHP Billiton Jansen Discovery Lodge in Saskatchewan.

7 2014 ATCO ANNUAL REPORT ATCO STRUCTURES & LOGISTICS 8 Island, Queensland. In 2014, ATCO operation also developed new ATCO will be responsible for Force in Afghanistan. ATCO provides commenced in January 2015, may be European Forces Headquarters in delivered an expansion lodge for modular products to meet the the maintenance of the interior first responder services, including renewed annually for up to five years. Sarajevo, Bosnia. the Australia Pacific LNG Project, demands of the modular rental and exterior of buildings, facility fire and ambulance, at Kandahar ATCO is responsible for identifying Australia as well as a number of smaller and sales market. The new systems such as HVAC, electrical Airfield for NATO troops assisting the and training fire wardens, developing Building on the success of the upstream building contracts across “mobile wagon” product is a self- and plumbing, as well as grounds Government of Afghanistan’s nation first-response plans for a variety bundled solution business model the three projects. A significant contained unit equipped to operate rebuilding efforts. ATCO won an of incidents such as hazardous keeping and signage maintenance. in North America, a new facilities, scope expansion resulted in the independently of primary water and extension to its current fire response materials risks, water shortage and All the work will be managed through operations and maintenance delivery of a 400-person rental power supplies. These units were contract to provide support until at fuel and chemical spills. ATCO will a computerized maintenance offering was established in Australia. accommodations village, located in designed for use in road services, least mid-2015. also supply the necessary emergency management system. ATCO is Commencing in 2014, operations and the Surat Basin, to house workers railway and tunnel projects, as equipment including a fire truck, collaborating with local Indigenous In December 2014, ATCO won a maintenance services were offered during the construction of upstream well as for drilling contractors who tanker truck and portable water communities on this project and contract to provide around-the-clock infrastructure for the project. require frequent location changes alongside the design, construction fire protection services to support reservoirs. and equipment moves. The units are contracted the Chipewyan Prairie and installation of modular facilities. In December 2014, ATCO completed NATO troops at Camp Novo Selo ATCO also provides the available in a number of models, for Dene-owned Northern Wolf Ltd. the design, manufacture and site near Pristina, Kosovo and known as communications and information sale or rent. to provide grounds maintenance construction of 357 blast resistant services and certified trades Kosovo Force. This contract, which services to support NATO and Also in 2014, ATCO’s Australian modular buildings for Bechtel on contractors. the Chevron-operated Wheatstone operations introduced a “park cabin” Project in Western Australia. The recreational accommodation unit to In September 2014, the facilities, agreement valued at AUD$100 be used at tourist camp sites. This operations and maintenance  True Patriot Love million was delivered within time same product can also be used for division was awarded a 10-year extended family accommodation at and budget requirements. Additional remote defense contract in Alaska, In January 2014, True Patriot Love, a foundation a primary residence – known locally Wheatstone Project scope for the secured by ARCTEC Alaska, a dedicated to providing support to Canadian military as a “granny flat”. Featuring one and design, manufacture and installation joint-venture partnership between families, approached ATCO for assistance with its two-bedroom designs with toilet of 435 modular units was awarded to ATCO Structures & Logistics and bold plan to guide a group of 12 injured military and shower facilities, these modular ATCO by Bechtel. This scope, valued ASRC Federal Primus. The contract, veterans, 24 business leaders, two Olympians, and cabins come in a variety of external at an estimated AUD$130 million, awarded by the United States a documentary film crew from Resolute Bay to the finishes. will commence in March 2015 and Department of the Air Force, is Magnetic North Pole. From April 19-29, they made is scheduled for completion in valued at more than USD$340 history as the largest-ever commercial expedition to late 2015. The units are being The Alaska Radar System million, and is to provide make the trip. manufactured at ATCO’s new “ operations and maintenance ATCO was in a unique position to assist. The Kwinana facility near Perth in contract awarded by the United services to 15 strategic radar company had already been providing maintenance Western Australia. States Air Force is valued at more sites that form the Alaska Radar Following three full days of ski training, gear testing and and turnaround services in the far North for traditional Inuit games, True Patriot Love North Pole expedition Responding to the infrastructure than USD$340 million. System (ARS). government, commercial and scientific projects members prepare to depart from ATCO Structures & Logistics’ lodges at Resolute Bay. needs of the Government of ” ARCTEC will be responsible for since 1989. Australia, ATCO was contracted maintaining the geographically ATCO’s support to the expedition included by Government Health to design LOGISTICS AND FACILITIES isolated radar sites (accessible only accommodation at ATCO’s South Camp Inn and manufacture modular medical OPERATIONS & MAINTENANCE by air or seasonal barge), three and Airport Hotel in Resolute Bay, a donated centres and immigration facilities in Logistics and facilities operations & remote radio sites, and providing snowmobile for the expedition’s documentary film Papua New Guinea and Nauru. ATCO maintenance is a core business line operations and maintenance of crew and a donation to the Foundation. ATCO chefs also supplied modular units for the that provides a variety of services to facilities at the primary base for also provided on-site catering for events related to construction of Immigration Process private and public sectors worldwide, the ARS - Joint Base Elmendorf- the expedition – a community feast and a hockey Facilities, which involved the design including defense operations. Richardson. game featuring visiting Canadian Olympians. and installation of a complex range North America of buildings. The two-storey blocks In April 2014, ATCO Structures & Europe/Middle East/Asia With its 25-year connection to the remote of highly technical medical facilities Logistics was awarded a contract to ATCO Structures & Logistics, community of Resolute Bay, ATCO also helped True feature fully-equipped operating support five resource development through its wholly-owned subsidiary Patriot Love build relationships with local leaders theatres and dental suites. sites in northern Alberta operated by company ATCO Frontec Europe Ltd., – an important step when bringing in more than 60 a major Canadian exploration and people to a community of just over 200. When one of the expedition’s injured veteran members, Bjarne As part of ATCO’s innovation continues to support NATO and its Nielsen, needed help to stabilize his sit ski, a pair of ATCO production company. initiative, the company’s Australian International Security Assistance mechanics were able to add a crossbar and outriggers from recycled materials.

9 2014 ATCO ANNUAL REPORT ATCO STRUCTURES & LOGISTICS 10  Evolution of the ATCO Trailer

 Unit modernization and upgrades

ATCO Structures & Logistics Common spaces also showcase pioneered the modular construction functional and aesthetic industry in Canada in 1947 when modernizations. The flooring father S.D. and son R.D. Southern deserves a special mention. To call it founded Alberta Trailer Hire with 15 ‘carpet’ would be an understatement utility trailers rented out to oilfield — the flooring material is a composite clients. What was relatively a niche, textile that is incredibly durable, Alberta Trailer Hire has grown into stain-repellent, traps airborne ATCO Structures & Logistics. allergens and irritants and has a In 2014, ATCO raised the bar with major impact on noise suppression. unit modernization and upgrades It is also recyclable. that featured contemporary finishing and details worthy of a show home. The eye-catching yellow still remains, narrowed down to a refined stripe on the unit’s exterior. The same durable box on the outside is now sleek, spacious and high- end within, featuring contemporary colour palettes and fine finishes. To rejuvenate the familiar space that has served many for 67 years, ATCO’s designer’s critical eyes found room for a lounge chair, walk-in closet, full- sized shower and a double bed. And that’s just the bedroom.

11 2014 ATCO ANNUAL REPORT ATCO STRUCTURES & LOGISTICS 12 will actually increase once coal is for financing. We need Indigenous  Diversifying Alberta’s Electricity Fuel Sources eliminated. ATCO’s vision for a participation, consultation and true high voltage backbone Secondly, there is no long-term partnerships that provide northern Alberta has demonstrated great environmentally friendly sources of for Alberta growth and job opportunities. long-term foresight with decisions to generation. As a province, we need assurance of price stability or protection against price spikes. Fort Smith In Alberta, three high-quality projects replace and upgrade critical electrical to carefully consider and plan on how H Alberta has experienced significant Rainbow immediately stand out—a minimally transmission and natural gas pipeline to best replace these soon-to-be Lake invasive run-of-river 1,800 MW infrastructure. To support the retired coal-fired power plants. volatility in natural gas prices in development, ATCO has invested recent years, as have other parts of facility on the Slave River and a more Throughout history, low-cost coal Fort $6.4 billion in new utility infrastructure the world. McMurray traditional 1,500 MW facility on the has been the primary source of the in the province between 2012 and H H Athabasca River, near Fort McMurray. province’s power generation. In Dependency on natural gas can Peace 2014. A number of well-thought-out River The Peace River could also be used 2014, approximately 39 per cent create real challenges when that projects are increasing reliability and to generate 1,500 MW of green of all power generated in Alberta commodity is the foundation of improving public safety. power. came from coal plants. The situation the vast majority of the province’s Edmonton Alberta, with appropriate foresight ATCO Pipelines and ATCO Gas is about to change as coal-fired electricity and heating needs. and firm political will could, within are undertaking the Urban Pipeline plants are decommissioned to help When prices increase, it will have a two decades, end up with just under Replacement Project, which will see meet our country’s greenhouse gas significant impact on the economy by 30 per cent of its power needs met technically advanced high-pressure (GHG) emissions targets. By 2034, driving up the electricity and heating Existing natural gas pipelines relocated into lines Calgary through hydro generation. The price the Alberta Electric System Operator bills of consumers and businesses. Brooks specifically designated Transportation 500 kV volatility of natural gas would be (AESO) projects coal will provide only As a province, we must take a step 240 kV Utility Corridors and out of densely mitigated. 10 per cent of provincial power. back and evaluate the best options ATCO proposed Siegfried W. Kiefer populated areas of Calgary and lines - 500 kV Add to the mix significantly increased Chief Operating Officer, Power & Utilities Edmonton. This initiative will improve To support growth and replace for Alberta’s future and understand H Potential large-scale cogeneration, where excess steam coal, Alberta will need to build the implications of not diversifying hydroelectric locations gas supply into our major cities generated from other industrial 10,385 MW of new generation our base load generation mix. and dramatically increase safety by processes is used to produce minimizing the risk of any serious within two decades—6,471 MW in financial mercy of a North American Hydro generation is emissions-free electricity, and the province could incidents. the next decade alone. The current commodity market. and offers unmatched opportunity report an exceptionally positive direction Alberta is taking will see ATCO Electric’s largest project ever, for Alberta to achieve reduced GHG Hydro can also be an important water environmental story as coal the province become dependent on the $1.8 billion Eastern Alberta emissions, while creating a “Green management tool, allowing better generation is phased out. natural gas-fired power generation. Transmission Line, is scheduled to Corridor” stretching along the east control during periods of high flow These plants are quicker to build, For future generations, it truly is a be energized in 2015 reinforcing side of the province. Although much to prevent farmland flooding and to less expensive than other long- story worthy of telling but it will take the backbone of the provincial more capital-intensive and requiring protect communities, such as Peace term options, cost-effective as long the cooperation and collaboration of transmission system. government and regulatory policy River and Fort McMurray. as natural gas remains reasonably all involved parties to achieve it. It is support, hydro offers payback To succeed, we must create ATCO will also build and operate priced, and have a streamlined and a once-in-a-generation opportunity through sustainable power rates. regulatory certainty and efficiency the $1.4 billion transmission line established regulatory process in and we should not miss it. It is a fuel source that is not at the and a viable commercial framework planned for west of Edmonton to place. Forecasts show that natural Fort McMurray. This project was gas will fuel three-quarters of the CURRENT AND PROJECTED ALBERTA ELECTRICAL ENERGY GENERATION awarded to ATCO after an intensely province’s power generation within competitive international bidding two decades. CURRENT (%) PROJECTED 2034 (%) process, demonstrating that ATCO (as of Dec. 31, 2014) Total Capacity: 24,953 MW provides the lowest possible cost Two issues arise from this forecasted Total Capacity: 14,568 MW infrastructure for our customers. outcome. Firstly, if we use only Hydro 11 3 29 natural gas as a replacement for 39 10 This significant infrastructure 4 coal, Alberta will not meet its climate 3 Wind investment will deliver benefits to all change targets. Natural gas is only 8 AESO ATCO 11 Albertans for generations to come. Other 50 per cent better than coal in terms 6 27 forecast proposed Similar foresight is now needed as Coal 27 3 of GHG emissions. In absolute Alberta prepares to decommission 16 10 numbers, when provincial growth Natural Gas 45 coal-fired power generating facilities is factored in, total GHG emissions 28 Co-Gen 20 and replace them with more

13 2014 ATCO ANNUAL REPORT DIVERSIFYING ALBERTA’S ELECTRICITY FUEL SOURCES 14 ATCO Electric builds, owns and operates electrical Utilities transmission and distribution facilities in east-central and northern Alberta. It delivers safe, reliable electricity to more than 224,000 farm, • ATCO Electric business and residential customers in 245 communities. By supplying • ATCO Gas power to large industrial and oilfield customers, ATCO Electric supports • ATCO Pipelines the development of Alberta’s energy-rich industrial sector. These companies are focused on the safe, reliable and efficient ATCO Electric’s electrical system in transportation and Alberta includes approximately 11,000 km distribution of natural of transmission lines and 69,000 km of gas and electricity. distribution lines. The company also maintains approximately 4,000 km of distribution lines on behalf of farmer-owned Rural Electrification Associations. ATCO Electric’s Transmission Division is accountable for planning, development, operations and maintenance of transmission infrastructure that transports electricity from generating stations to substations. The Distribution Division is accountable for planning, development, operations and maintenance of distribution facilities that deliver power from substations directly to customers’ homes and businesses. ATCO ELECTRIC TRANSMISSION DIVISION The Transmission Division’s mandate is to build transmission facilities on-time and on- budget, mitigate social and environmental impacts and consult with First Nations, landowners and other Albertans to minimize impacts associated with the construction and maintenance of its projects. In 2014, the Transmission Division invested $1.2 billion in new transmission facilities and Dallas Fjeld, Equipment Operator (back) and Brad Gerbrandt, Powerline Technician – Line (front), replace a gang switch near upgrades to existing infrastructure. Grande Prairie. ATCO’s electrical system serves more than 224,000 customers in northern and east-central Alberta. Many projects completed in 2014 were components of the Central East Transmission Development, an upgrade of the transmission system to meet the increased need for electricity in east-central Alberta. Best Practices and Innovation The 500 kilovolt direct current Eastern Continually striving to provide the best value Alberta Transmission Line running between to its customers, the Transmission Division Brooks and the Gibbons-Redwater area established an Asset Management Office and northeast of Edmonton, Alberta.

15 2014 ATCO ANNUAL REPORT ATCO ELECTRIC 16 experiencing significant growth and resolution of issues and electricity industry, residential, farm public safety by developing a new CENTRAL EAST driven by oilfield and industrial challenges. and commercial customers were and improved power line safety activity. training program for emergency first TRANSMISSION DEVELOPMENT The company also introduced a new, introduced to an online electricity responders. ATCO Electric Powerline Major Project Components Completed in 2014* September marked the opening of online customer self-serve portal, awareness campaign. The goal of Technicians and safety professionals a new, more efficient service centre ATCO Electric Connects. This web the campaign is to help customers Component Description Of Work provide the half-day training at no in Valleyview, Alberta. By bringing service provides industrial and oilfield understand how different electricity Bonnyville to Bourque 54 km of new 144 kV transmission line built to 240 employees from two buildings into services, including those provided charge to fire, ambulance and police Transmission Project - customers with access to “smart” kV standards to allow for future 240 kV capacity, one, the company has improved the by ATCO Electric, contribute to their personnel in ATCO Electric service Phase 1 from the existing Bonnyville substation to the new service request forms that they can communities. This training provides Bourque substation flow of communications between submit and track online in a secure electricity bills. The new campaign work groups and streamlined includes an engaging video and responders with the knowledge Kitscoty Transmission Upgrades to the existing Kitscoty substation and environment. The site also provides operations to better serve customers and resources to safely handle Project 10 km of new 144 kV transmission line to connect access to project updates, maps and informative resources made available in this busy region. emergencies involving power lines. it to the existing transmission grid information on rates and regulatory online at www.atcoelectric.com. The risks associated with “routine” Whitby Lake Substation New 144 kV circuit breaker and Also in the fall, members of the Stry changes that impact customers. Safety and complacency were the targets telecommunications tower and Warwick Rural Electrification ATCO Electric Distribution Division In response to customer feedback of a new “Where’s the Line” safety Beartrap Substation New 144 kV line and substation Associations (REAs) voted in favour continued its commitment to about the complexities of the Irish Creek Substation Capacity upgrade of selling their electrical distribution campaign co-sponsored by ATCO Cold Lake Development 44 km of new 144 kV line, one new substation and assets to ATCO Electric. Pending the upgrades to four existing substations approval of each sale, ATCO Electric looks forward to welcoming just over *This table shows the major project components completed for the Central East Transmission 600 new customers in 2015. In both  ATCO Electric recognized for environmentally- Development in 2014. Additional projects of a smaller scope are not represented. REAs, ATCO Electric has been the contracted service provider for many innovative project in Jasper began implementation of an asset 2014, Health and Safety Advisors decades. ATCO Electric received national attractions including Marmot Basin The company used a helicopter management system to become were placed in the field to provide Customer Service Improvements profile for an environmentally- Ski Resort and the Jasper Tramway. and small rubber-tracked vehicles ISO 55001 compliant. The system ongoing support to Project With continued high volumes of innovative power line construction The line was built on rocky terrain to reduce ground disturbance ensures adherence to best practices Management teams, giving the industrial activity in Alberta, the project in Jasper National Park. along a narrow, heavily treed right- in this environmentally-sensitive in the management of ATCO Electric company the ability to review leading company enhanced its customer The project was featured as an of-way that crosses three mountain area and protected the line from Transmission’s $6.1 billion in assets, and lagging indicator trends and engagement and communication to environmental performance case rivers. Some sections of the line heavy snowfall and falling trees by put corrective measures in place as well as ensuring the company better meet the needs of this fast study in the Canadian Electricity couldn’t be accessed by traditional using spacer cable along a six km provides the best value to customers to quickly eliminate or mitigate growing sector. Association’s 2014 annual report, means, so ATCO Electric engineers section. The insulated power cable throughout each asset’s life cycle. hazards. In addition, two Safety ATCO Electric Distribution Division “Engaged for a Sustainable Future”. and construction crews developed is constructed with a heavy-gauge, Improvement Steering Committees The Transmission Division also created cross-functional customer The project involved upgrading a several innovative solutions that non-energized messenger wire for were established to develop a implemented a Project Innovate team delivery teams for major customers section of power line serving some allowed work to be completed while protection which reduces the risk comprehensive action plan to which developed a new, modular undertaking large projects. The of Jasper’s most popular tourist protecting the environment and of power outages and the need for address the top opportunities 144-25 kV substation design called teams include specialists from increasing service reliability. emergency maintenance. for improvement identified by the Next Generation substation. various professional disciplines that an extensive health and safety This innovative new design has represent the full end-to-end process perception survey conducted among resulted in a 40 per cent reduction in for building new services. This new employees. labour required for the engineering, approach helps keep projects on construction and commissioning ATCO ELECTRIC track and identify opportunities of these substations and a 46 per DISTRIBUTION DIVISION to apply flexible solutions to meet cent reduction in construction Growth specific needs. Customers have costs over the previous standard Reinforcing system reliability responded enthusiastically by 144-25 kV substation designs. and meeting customer demand participating in meetings and have Safety continued to be key priorities in expressed appreciation in having Health and safety is one of the 2014. Approximately $369 million direct access to specific expertise Transmission Division’s core values, was invested to add to and improve as the project progresses. The result and continuous improvement in ATCO Electric’s distribution system, is faster, more effective project particularly in areas of the province this area is an ongoing goal. In completion with early identification During the project, boatswain chairs were brought in allowing ATCO Electric crews to perform aerial work in areas not accessible by bucket truck.

17 2014 ATCO ANNUAL REPORT ATCO ELECTRIC 18 Electric and other members of Alberta’s Joint Utility Safety Team ATCO Electric’s exceptional response (JUST). Launched in the fall, the television ads remind heavy to weather-related emergencies equipment operators of the serious dangers of being complacent when ATCO Electric responded to two isolated areas was restored in the and sagging lines and broken conducting hazard assessments on widespread weather-related outages days that followed. All the work was wires, resulting in more than 29,000 the job site. Through JUST, Alberta’s in 2014. In spite of weather and done with no major safety incidents. customer service interruptions from electric utilities, including ATCO electrical system challenges, the more than 1,080 separate outages Electric, co-sponsor power line safety ATCO Electric enacted its crisis company continued to provide safe over 12 days. messaging that benefits all Albertans. management plan, establishing and reliable service to customers. incident command centres in eight On the first day of the storm, Risk of contact with a power line In January 2014, a record-breaking major hubs across the affected ATCO Electric opened incident during the busy seeding and harvest windstorm ripped through Alberta. service territory in northern and east- command centres in Drumheller and seasons continues to be an important At times, wind speeds exceeded central Alberta. Lloydminster to manage the areas topic in the farming communities 120 km/h, toppling ATCO Electric most affected. At the peak of the ATCO Electric serves. Through radio, Throughout the incident, transmission towers and distribution storm, more than 63 crews worked to print and online advertisements, communication to customers and poles and creating dangerous restore power. Despite a high volume the company reached out to farm communities was unprecedented. public safety hazards. In total, 500 of work and difficult conditions, all customers, urging them to call ahead The company shared regular updates separate outages covered ATCO restoration was done without major and work with ATCO Electric when via the ATCO Electric website and Electric’s service area, leaving 14,000 safety incidents. moving tall equipment near power Twitter account. Words of thanks customers without power. lines. poured in from customers and Again, customers were kept up-to- ATCO Electric’s Transmission and government officials alike. date through the company website Distribution Divisions acted swiftly. and Twitter account. Many customers ATCO Electric Connects, a new online customer self-serve portal, was Alberta was also hit with a frost launched this year to provide industrial and oilfield customers with project More than 65 crews responded storm in December 2014. Heavy thanked crews for restoring power statuses, maps and information about rates and regulations. immediately, restoring power to frost triggered a series of outages as quickly as possible in such approximately 12,000 customers across the southeast part of the challenging weather. within 36 hours. Power to remaining province. The frost caused downed  ATCO partnership wins $1.4 billion customers in heavily damaged competitive transmission project

In December 2014, following a designing and constructing the project worldwide competitive process, and ATCO Electric Transmission Alberta PowerLine was awarded a Division will be responsible for route Fort McMurray $1.4 billion contract to build, own planning and the operation and and operate the Fort McMurray West maintenance of the facilities for 35 500 kV Transmission Project. This is years. the first transmission project in Alberta The project, comprising approximately awarded by the Alberta Electric 500 km of 500 kV transmission System Operator (AESO) using the line and associated facilities from Edmonton AESO’s Competitive Process. This Wabamun (west of Edmonton) to win demonstrates that ATCO provides Fort McMurray, has been deemed the lowest cost infrastructure for its Critical Transmission Infrastructure by Calgary customers. the Government of Alberta, needed Alberta PowerLine is 80 per cent to reinforce the reliability, capacity Project owned by ATCO and 20 per cent and efficiency of the electric grid area owned by Quanta Services. Valard and address increasing growth in Proposed routes In January, severe windstorms resulted in extensive Dangerous public hazards like the toppled transmission structure Construction, a Canadian subsidiary northeast Alberta. damage to transmission towers and distribution poles shown here characterized the damage caused by the windstorm. of Quanta, will be responsible for throughout northern Alberta, leaving more than 14,000 ATCO Electric crews responded immediately, restoring power to ATCO Electric customers without power. more than 85 per cent of its customers within the first 36 hours.

19 2014 ATCO ANNUAL REPORT ATCO ELECTRIC 20 Eastern Alberta Transmission Line EATL by the The $1.8 billion Eastern Alberta 800 contracted construction workers and six communications rooms. numbers Transmission Line (EATL) is the during peak construction. The advanced telecommunications largest project in ATCO’s history, the To mitigate environmental impacts, system monitors the line to make largest transmission project ATCO sure it is functioning properly. In 14 much of the tower assembly and Open Houses Electric has ever constructed, and foundation work took place during the event of a malfunction, damage 1 one of the first high voltage direct the winter months, helping reduce to the line or security breach, the current (HVDC) lines in Alberta. It disturbance of wildlife and the spread system safeguards the line and works 8,300 consists of 485 km of 500 kV line to keep it operational. consultations of soil-borne diseases. Clean-up with landowners and between the Gibbons-Redwater and reclamation on the right-of- interested parties area north of Edmonton and an way began in September 2014. A area south of Brooks, with each end significant amount of the clean-up, anchored by a converter station that 6,153 de-compaction of the soil and site crossing permits, environmental will change direct current (DC) into grading was completed prior to review permits, licences and alternating current (AC). ground freeze-up. Full reclamation acquisition agreements Line construction was completed in activities will resume in the second Fort McMurray early 2015; once energized, EATL will quarter of 2015 and will be 70,000 strengthen and reinforce Alberta’s completed by November 2015. mats electrical grid to meet increased EATL’s advanced telecommunications Edmonton demand and ensure all Albertans network consists of 485 km of have access to the most reliable and 19,528 optical ground wire plus four optical cubic metres of concrete Calgary cost-effective electricity available. repeater stations and a 500 km Brooks Nearly 100 ATCO Electric employees microwave network with 14 radio Project 2 route were dedicated to the construction of systems, 14 microwave towers, 4.4 million bolts the project, and there were more than plus control buildings, buried fiber

1 These spools at the laydown yard near Duchess represent a small fraction 28,400 of the approximately 5,200 km of tons of tower steel conductor wire used to string EATL. 1,387 2 Much of EATL was built on private towers land, part of the reason why ATCO Electric held more than 8,300 consultations with Albertans. Here workers put the finishing touches on 5,200 a section of the line near Lamont, km of conductor wire Alberta. 16 3 Minimizing environmental impacts of upgraded ATCO Electric’s operations remains at the core of how each project is telecommunications approached. Here, Environmental towers Coordinator Joel VanderMey, drives stakes into the ground to prevent workers from straying off protective mats used during construction. 2 new telecommunications The Eastern Alberta Transmission Line stretches along the east side of Alberta and comprises 485 km of 500 kilovolt, direct towers current line and associated converter stations and facilities. The project will reinforce the reliability, increase the capacity and 3 improve the efficiency of Alberta’s electricity grid.

21 2014 ATCO ANNUAL REPORT ATCO ELECTRIC 22 ATCO in the North ATCO is one of Northern Alert Canada’s largest and most diverse corporations. With investments ATCO in the North ATCO Structures and partnerships across all three northern territories, ATCO Eureka & Logistics Operations provides a wide range of industrial and commercial services, Alaska Radar the majority of which are focused on energy. System Sites

Resolute Bay Uqsuq Site

Inuvik Gas Cambridge ATCO ELECTRIC YUKON Inuvik Bay After 113 years of providing safe, reliable Anchorage Iqaluit electrical service and playing a key role in supporting the development of the territory, in 2014 Yukon Electrical Company Limited Whitehorse entered a new chapter in its long history under Yellowknife Major the ATCO banner as ATCO Electric Yukon. Communities The company began operations in 1901 Served by when it began generating electricity for the ATCO Electric Yukon residents of Whitehorse using a wood-fired, 1 Old Crow horizontal piston steam engine. Today, the 2 Beaver Creek company serves more than 17,000 customers 3 Stewart Crossing in 19 communities from south of the Yukon 4 Keno border, to north of the Arctic Circle. The main 5 Pelly Crossing office and service centre are both located in 1 6 Destruction Bay/ Inuvik Whitehorse. Burwash Landing As ATCO Electric Yukon, the company can 7 Carmacks reinforce its connection to ATCO. The new 8 Ross River name also provided an opportunity for the 9 Haines Junction 10 Whitehorse/ company and its employees to connect with YUKON customers through community events and Marsh Lake communication celebrating the name change. 11 Carcross/Tagish 12 Teslin 4 Another highlight of the year was the 13 Swift River 3 completion of the redevelopment of Fish Lake 2 20 14 Watson Lake/ 5 Hydro One. The station has provided electrical Upper Liard NORTHWEST TERRITORIES power to the Yukon for 64 years and was the 7 15 Lower Post, BC 6 8 first hydro power facility in the territory. 10 19 During the redevelopment process, it was 9 Whitehorse Yellowknife Fish Lake Hydro One is the Yukon’s first hydro power facility, discovered that some of the oldest equipment Major Communities Served 18 dating back 64 years. In 2014, ATCO Electric Yukon completed by Northland Utilities 13 the redevelopment of the station. onsite was original to the Engineer Mine, 11 14 12 16 17 dating back to the 1890s. In order to preserve 16 Trout Lake 23 2122 the historical value of the equipment, ATCO 17 Dory Point 15 Electric Yukon entered into a partnership 18 Fort Providence with the MacBride Museum to create a 19 Yellowknife permanent hydro exhibit featuring the original 20 Wekweeti pelton wheel and generator. The exhibit was 21 Kakisa opened in conjunction with the unveiling of 22 Enterprise the company’s new name to reinforce its 23 Hay River/K’atl’odeeche First Nation long history and renewed commitment to the territory.

23 2014 ATCO ANNUAL REPORT ATCO IN THE NORTH 24 ATCO Electric Yukon also received a In September, ARCTEC Alaska, a Since 1996, ATCO Structures & decision on its 2013–2015 General joint-venture partnership between Logistics and joint-venture partner ATCO Gas has been heating homes and warming Rate Application submission that ATCO Structures & Logistics and Nunavut Petroleum Corporation communities across Alberta for more than a century. Today, included the approval of a two- ASRC Federal Primus, was awarded (representing the Nunasi Corporation ATCO Gas provides safe, reliable and cost-effective natural year Demand Side Management a contract to provide operations and Qikiqtaaluk Corporation) have gas delivery to more than 1.1 million customers in nearly and maintenance services to the 15 operated the bulk fuel storage facility Conservation program. 300 Alberta communities. strategic radar sites that form the and pipeline distribution system in NORTHLAND UTILITIES Alaska Radar System (ARS). The 10- Iqaluit, Nunavut. Uqsuq’s workforce Northland Utilities is jointly owned year contract, awarded by the United is 100 per cent local and 85 per cent by ATCO Electric and Denendeh States Department of the Air Force, Inuit. is valued at more than USD$340 Investments Incorporated (DII), The Eureka Weather Station is As Alberta’s largest natural gas distribution whose members represent 27 million. located approximately 1,000 km company, ATCO Gas builds, operates and Dene First Nations communities The contract continues the 19-year from the North Pole and is the maintains more than 40,000 km of natural gas in the Northwest Territories (NWT). partnership that has seen ARCTEC northern-most civilian outpost distribution pipelines. ATCO Gas provides Northland Utilities provides electricity responsible for maintaining the in Canada. ATCO Structures & 24-hour response to natural gas emergencies services to more than 11,000 geographically isolated radar sites Logistics supports the station for the in its service territory, responds to customer customers in nine communities in (accessible only by air or seasonal Government of Canada by providing the NWT through its two divisions service requests and works to maintain the barge), three remote radio sites, year-round life system support for reliability of its pipeline system. Through the located in Yellowknife and Hay River. buildings and facilities, including and providing operations and ATCO Blue Flame Kitchen and ATCO Energy maintenance of facilities at the electricity, heat and water and The ATCO and Denendeh partnership Sense, ATCO Gas also provides safety and in Northland Utilities has been primary base for the ARS - Joint building maintenance, and operation energy efficiency programs and services. in place for 30 years. This highly Base Elmendorf-Richardson. and maintenance of equipment, successful business model has Resolute Bay is the second most airstrips and roads. OPERATIONS AND continued to evolve to the benefit CUSTOMER GROWTH northern community in the world. INUVIK GAS of both organizations and their ATCO Gas experienced another year of strong ATCO Structures & Logistics Inuvik Gas, a partnership between customers. A successful northern customer growth, adding more than 25,000 supports the needs of this remote the Inuvialuit Petroleum Corporation, company, with roots going back more community by operating two hotels, ATCO Energy Solutions and AltaGas, customers. than 60 years, Northland Utilities also a water treatment plant, the Resolute was formed to deliver energy to supports initiatives that contribute The company negotiated a new franchise Bay Incoherent Scatter Radar and a residential, commercial, institutional to sustainable economic and social agreement template with the Alberta Urban bulk fuel storage facility. and municipal customers in the Town development. ATCO and DII work Municipalities Association. This new template of Inuvik. together to encourage local skill ATCO Structures & Logistics and agreement, which is expected to receive development through programs such the Northern Aboriginal Services In 2014, Inuvik Gas and the Town of Alberta Utilities Commission approval early as Northland Utilities Job Shadowing Company established a joint Inuvik signed a new 10-year franchise in 2015, will enable ATCO Gas to renew and its Aboriginal Placement venture in 1998 to operate and agreement that ensures the more distribution service rights in communities as maintain facilities, towers and Program. than 900 customers in the community their franchise terms expire. power generating systems at 150 will continue to have access to a In 2014, Northland Utilities With the launch of its Combined Heat and Northwestel microwave sites in the safe, reliable gas distribution system (Yellowknife) completed an extensive Northwest Territories, northern British for their energy needs. Power (CHP) program in 2014, ATCO Gas renovation of its existing service Columbia and the Yukon. secured contracts to install CHP technology centre. Originally constructed at the Collicutt Centre recreation facility in Red in 1984, the service centre was Deer and the Sierras of Tuscany adult condo As part of a large distribution system upgrade, ATCO Gas designed to accommodate eight to complex in Calgary. Aimed at increasing employee Brad Trautman, Distribution Operator – Field, Camrose, 10 workers. The renovations focused energy efficiency, and reducing energy costs works on a “farm tap unit” near Camrose, Alberta. on accommodating the growth in the number of employees - 23 staff work and greenhouse gas emissions in municipal in the new building - and it features and commercial facilities across Alberta, CHP two new vehicle bays. is a technology that uses natural gas as a primary fuel source to generate both heat and ATCO electricity simultaneously. ATCO Gas plans STRUCTURES & LOGISTICS to install several more CHP units in facilities In 2014, ATCO Structures & Logistics across the province within the next two years. continued its commitment to the Northland Utilities Board of Directors, including Denendeh CEO Darrell Beaulieu The CHP program is partially funded by the North and the communities located (left), ATCO/Canadian Utilities Chair, President & CEO, Nancy Southern (centre), and Climate Change and Emissions Management there. Manager, Northland Utilities, Duane Morgan (right,) at a town hall with employees. Corporation.

25 2014 ATCO ANNUAL REPORT ATCO GAS 26 INVESTING IN CAPITAL addition, some existing high-pressure In partnership with the Alberta COMMITTED TO OUR INFRASTRUCTURE pipelines will be transferred to the Common Ground Alliance, the CUSTOMERS  IdeaWorks 2.0 – ideas that work ATCO Gas continued to deliver ATCO Gas distribution system to be company hosted learning breakfasts ATCO Gas customers continue to strong capital growth, investing operated at lower pressures. This for excavators in Edmonton, Calgary enjoy the lowest natural gas delivery ATCO Gas launched IdeaWorks new portion of polyethylene gas nearly $300 million in capital projects, program is expected to be completed and Lethbridge in support of Safe rates in Canada. In 2014, ATCO 2.0 in 2014, a program that line while the gas is still flowing. adding more than 500 km of pipeline in 2018. Digging Month. Gas responded to nearly 135,000 encourages ATCO Gas employees The tool completely halts the gas to its network and installing more customer-initiated service calls DEDICATED TO PUBLIC SAFETY ATCO Gas launched Alberta’s first- to share ideas that lead to positive flow, so no gas is released into the than 23,000 service lines. and to nearly 3,000 natural gas Safety is a core component of ever Carbon Monoxide Awareness change in the areas of safety, atmosphere, providing employees emergency calls. As part of its capital expenditure, ATCO Gas’s business. The company Week in 2014, raising awareness reliability, productivity, efficiency or with a safe way to perform the the company invested more than provides natural gas safety education about the dangers of carbon The company introduced several innovation. connection. $60 million in replacing nearly 350 monoxide and how Albertans can and resources to homeowners, new customer service improvements IdeaWorks 2.0 is led by the The tubing tool (shown below) has km of plastic and more than 20 km renovators, contractors and prevent and detect it. This program in the year, including a more company’s Continual Improvement been tested to meet ATCO Gas and of steel natural gas pipelines with builders, as well as for school safety was developed in partnership with streamlined approach for service Team, consisting of employees all applicable code requirements. polyethylene pipe, to help ensure the programs. ATCO Gas also works with the Office of the Fire Commissioner line alteration estimates. The easier from across the company. In Employees and contractors safety and reliability of its pipeline and provides safety training to local and local fire departments. and more efficient new rate structure network. addition to promoting the program, throughout Alberta are currently fire departments and first responders ATCO Energy Theatre introduced ensures greater equity in service the team collects and evaluates being trained to use it. ATCO Gas is also working with for emergency situations involving a new production in the fall, rates for customers across the improvement ideas and recognizes ATCO Pipelines on its Urban Pipeline natural gas. educating students on natural gas province. individuals and teams when ideas Replacement (UPR) Project. With this In 2014, the company implemented and electricity safety. In 2014, the ATCO Gas also enhanced its are successfully implemented. project, ATCO Pipelines is relocating a number of safety initiatives across theatre troupe performed in front Emergency Parts Replacement high-pressure natural gas pipelines the province. ATCO Gas continued its of more than 14,500 students in 66 Program. This program ensures In 2014, ATCO Gas employees located in densely populated areas commitment to public safety through communities. Since its inception in consistency and efficiency when submitted more than 330 ideas of Calgary and Edmonton into the 2007, it has edu-tained more than its Damage Prevention Program. managing the parts needed to —23 of which have already been Transportation Utility Corridors 112,000 Alberta students. Aimed at achieving progressive, fix appliances during emergency implemented. (TUCs) surrounding both cities, year-over-year reductions in the A highlight of the year for ATCO service calls. This cost-recovery helping ensure public safety and One idea that is making an impact frequency of damages to its buried Gas employees was being service is highly valued by customers providing capacity for future growth. at ATCO Gas is a tubing tool that infrastructure, this program promotes recognized as Heroes of the Flood and is unique among natural gas For its part of the UPR program, was designed to enable employees safe digging practices around natural by the Government of Alberta for distribution companies in Canada. ATCO Gas will construct regulating to safely and efficiently connect gas pipelines. Last year, the company outstanding service to Albertans (gate) stations within the TUCs and an existing steel gas line with a provided more than 300,000 gas during the June 2013 southern ATCO ENERGYSENSE new lower pressure distribution line locates to support safe digging Alberta flood. ATCO EnergySense, established pipelines to meet customer needs. In practices across the province. by ATCO Electric and ATCO Gas in 2001, provides Albertans with energy management services, including energy assessments for commercial customers and energy efficiency advice for residential customers. The ATCO Energy Education Mobile, an interactive classroom on wheels, continued educating students and the public about Alberta’s energy resources and using energy wisely. In its first five years, the ATCO Energy Education Mobile has visited more than 170 communities and engaged more than 65,000 participants.

Through the IdeaWorks 2.0 program, ATCO Gas employee Paul Kendall, The Collicutt Centre, a 260,125 sq. ft. recreation facility in Red Deer, Alberta, was one of the first customers to sign up for left, submitted an idea for a new tubing tool that is now being rolled out to ATCO Gas’s Combined Heat and Power program. The program incorporates technology that increases energy efficiency and employees and contractors throughout Alberta. The tool provides a safe way reduces energy costs and greenhouse gas emissions. to connect two gas lines while gas is still flowing.

27 2014 ATCO ANNUAL REPORT ATCO GAS 28 ATCO Blue Flame Kitchen expands its reach ATCO Pipelines plays an integral role in delivering natural gas in the Alberta marketplace, serving producers throughout Alberta, as well as distribution ATCO Blue Flame Kitchen (BFK), a making it possible for consumers new blog. The resulting rise in traffic companies and major industrial customers. service offered by ATCO Gas, has to look up recipes, create shopping is a strong indication that these provided Albertans with natural gas lists, watch YouTube tutorial videos efforts are paying off. safety information, energy efficiency and chat live with the team of This year saw the addition of tips and household advice related to community educators from the Facebook to the social media food, cooking, recipes, stain removal comfort of their smartphone or tablet platforms embraced by the ATCO and other household problems for screen. Blue Flame Kitchen. The BFK page With peak delivery of 3.8 billion cubic feet per 85 years. The service has been The ATCO Blue Flame Kitchen started collecting ‘likes’ almost as day, ATCO Pipelines owns and operates more expanded to include cooking classes website saw continued updates soon as it went live, and there has than 8,500 km of pipeline, serving Alberta and educational programs for and user experience improvements been an enthusiastic response to customers through approximately 4,000 participants of all ages. including expanded how-to guides, both Facebook posts and ads. receipt and delivery points. In 2014, ATCO Blue Flame Kitchen a large menu planning section and a In 2014, ATCO Pipelines received regulatory focused on expanding connections approval to proceed with two of its major with customers, both in person projects: the Urban Pipeline Replacement through classes led by professional Project and the Alberta System Integration. chefs and home economists, and  From Farm-to-Table The year also saw the company complete online through the web, social media At ATCO Blue Flame Kitchen camps, by Cam, real working farms near the longest directional drill in the company’s and smartphone and tablet apps. kids expect to get their hands dirty. Strathmore, Alberta, where they history, achieve 12 years without a lost-time Community engagement remains But at one special camp this year, spent the morning digging up incident, install a new aerial crossing near an essential initiative at ATCO they also got their boots muddy. organic potatoes and carrots. Banff and receive an environmental award Blue Flame Kitchen. This year, the As a founding partner of Ag for Life, In the afternoon, they came back for its innovative approach to a pipeline river BFK team heightened community a non-profit organization dedicated to the Calgary Learning Centre crossing. to building a greater understanding facility to learn how to turn those outreach through numerous speaking URBAN PIPELINE and appreciation of agriculture and freshly picked veggies into potato engagements to a wide range of REPLACEMENT PROJECT its fundamental connection to life, gnocchi and carrot cupcakes. It was audiences across Alberta including Over the past 50 years, urban development ATCO worked with the organization an educational experience for the various community groups, military has overgrown the existing network of high- to offer a unique one-day Farm-to- kids, especially those who had little families and post-secondary Table experience for BFK campers. exposure to farming or vegetable pressure pipelines that were originally built on students. the outskirts of Calgary and Edmonton. This The August 22 camp took kids to gardening. created three areas of concern: public safety, The Calgary Learning Centre Poplar Bluff Organics and Carrots facility had another year of strong construction standards and future demand. attendance for cooking classes and As a result, ATCO Pipelines initiated the corporate events, and the partnership Urban Pipeline Replacement (UPR) Project to with Alberta Health Services South proactively relocate the transmission of high- Health Campus in Calgary has also pressure natural gas from pipelines currently ATCO Pipelines successfully completed a new aerial crossing along assisted with an increased customer running through densely populated areas the Banff Transmission Pipeline, near Seebe, Alberta. Originally reach. The team of community of Edmonton and Calgary to new, modern installed in 1951, the pipeline was suspended from a vehicle bridge educators in the Edmonton location pipelines located in the Transportation Utility no longer fit to safely support the pipeline river crossing. has likewise been hosting popular Corridors (TUCs) that surround the two cities. lunch classes for ATCO employees In January 2014, ATCO Pipelines received and customers in addition to their approval from the Alberta Utilities Commission regular selection of evening classes. Kids ages 9-11 harvest organic potatoes as part of ATCO Blue Flame Kitchen’s (AUC) to proceed with its UPR Project. In total, more than 8,000 people have Farm-to-Table summer camp. attended BFK classes in Calgary and With the approval in place, ATCO Pipelines Edmonton in 2014. has conducted additional public consultation CONNECT WITH US activities for the first Calgary segments The ATCO BFK app was launched in January 2014 to a positive reception

29 2014 ATCO ANNUAL REPORT ATCO PIPELINES 30 and received AUC approval on pieces of the integration have been and maintaining safe work practices, its Northeast Calgary Connector secured and the companies can both in the field and the office. Innovative techniques safely restore facilities application in January 2015. move forward with the physical swap As of that date, employees worked pipeline infrastructure Public consultation activities for of assets. In 2015, both companies the equivalent of 7.2 million person- the first Edmonton segment, the will begin the exchange of pipelines hours without a reportable workplace Southwest Edmonton Connector, and facilities with all aspects of the injury serious enough to prevent The southern Alberta floods of Some of the innovative techniques • Using the rock structure as a work took place in early 2015. swap expected to be completed by someone from reporting to work on 2013 had a significant impact employed to restore the riverbed and surface to avoid unnecessary the end of 2016. Building new, modern pipelines in the the next calendar day. on the natural gas and electricity surrounding banks over the pipeline disturbance on the bank infrastructure that Albertans rely on TUCs will improve public safety by A NEW RECORD ATCO Pipelines’ strong safety included: • Minimizing pruning or clearing for to deliver utility services. In Calgary’s reducing the risk of an incident. The Each year, ATCO Pipelines culture permeates throughout the • Transporting geo-technical drilling access and workspace Weaselhead Flats Park, high flow new pipeline system will be built to undertakes a number of construction organization. The company’s safety equipment in and out of park rates in the Elbow River washed • Planting new trees and bushes to modern-day construction standards projects in Alberta cities. This year, program – Target Zero – strives to areas with helicopters to limit the away riverbed, exposing one of ATCO ensure long-term bank preservation and will help to ensure that ATCO the company completed a project keep all employees injury, incident Pipelines’ high-pressure pipelines impact on natural vegetation and Pipelines can meet the demand for to supply natural gas to a new 800 and collision-free on the job by The Elbow River Crossing Project that serves natural gas to southwest disruption for regular park users natural gas as both cities continue to megawatt (MW) combined-cycle, reminding each individual of the was successfully completed in the Calgary. Restoring this infrastructure • Using existing pathways and grow. importance of personal safety. spring of 2014. As a result of careful natural gas-fired power plant in posed a unique challenge with the specialized low-impact equipment planning and engagement, the southeast Calgary. Comprehensive training programs park falling in an environmentally- 3 ALBERTA SYSTEM INTEGRATION to bring in 1000 m of rock project received the 2014 Alberta are in place to ensure everyone sensitive area. ATCO Pipelines and Nova Gas • Installing special environmental Roadbuilders & Heavy Construction at ATCO Pipelines, including Transmission Limited (NGTL) In conjunction with a number elements such as woody debris to Association’s (ARHCA) Environment In September, ATCO Pipelines contractors, has the knowledge achieved a major regulatory of government agencies, protect and enhance fish habitat Award. The award recognizes the “ and resources to work safely and milestone in 2014 as the marked 12 years without ATCO Pipelines developed a positive achievements of ARHCA achieve Target Zero. Only those • Using complete in-stream isolation companies continue to work a lost-time incident. comprehensive plan that would not member companies as they complete who share these safety values only protect the 12” high-pressure to prevent sediment disturbance towards completing the Alberta projects or initiatives that change ” are selected to work on ATCO natural gas pipeline, continuing its and ensuring this technique was System Integration. In October, operations in a way that respects or Pipelines projects. safe and reliable operation, but also effective by employing a full water the National Energy Board (NEB) The project involved the installation enhances the environment. minimize the disruption to the park quality monitoring program approved the asset swap between of approximately 16 km of 508 mm BANFF TRANSMISSION LINE and surrounding natural habitat. ATCO Pipelines and NGTL. (20”) pipeline and control facilities. This year also saw ATCO Pipelines Adding to the complexity of this complete a new aerial crossing along The initiative stretches back to 2008 project was that the pipeline would the Banff Transmission Pipeline. and will see the integration of the have to cross a major highway Originally installed in 1951, the two companies’ respective operating intersection at the edge of the city. Banff Transmission Pipeline was systems, rates and customer service suspended from the TransCanada functions within Alberta. To do this, ATCO Pipelines used Highway 1 vehicle bridge over the horizontal directional drilling that This integration combines the Bow River near the town of Seebe, allows pipelines to be installed physical assets of the companies Alberta. While the bridge was without disturbing the area directly under a single rate and services closed to vehicle traffic in 1977, it above the pipe. For this project, the structure with a single commercial and the pipeline remained in place team completed a 1.7 km horizontal interface for customers. However, until this year when ATCO Pipelines drill underneath the roadways, which each company will continue to determined that the bridge was no is a record length for ATCO Pipelines separately own and manage assets longer fit for supporting the pipeline and the City of Calgary. The project 2 within distinct operating territories. It river crossing. was also completed on-time and on- is expected that this model will end ATCO Pipelines removed the existing budget. 1 Innovative techniques employed during the duplicative tolling and operational pipeline, as well as the abandoned restoration of the riverbed and surrounding banks, activities and will result in more SAFETY vehicle bridge and installed a new minimized environmental impacts and ensured the safe and reliable operation of the pipeline. efficient regulatory processes. In September, ATCO Pipelines aerial pipeline crossing of the Bow marked 12 years without a lost-time River at the same location. With approvals from both the NEB 2 Following construction, the soil is seeded, incident, a milestone achieved by biodegradable coconut-fibre erosion control and AUC in place, all regulatory 1 continuously focusing on building blankets are installed, and native shrubs are planted to help accelerate the reclamation process.

31 2014 ATCO ANNUAL REPORT ATCO PIPELINES 32 of ATCO Structures & Logistics are operation and maintenance of the Cogeneration is a highly efficient, and  ATCO Moves into the Mexico Market a logical complement to provide the pipeline that will transport natural environmentally attractive process accommodations and site services gas approximately 16 km to fuel the that produces both electricity and MEXICO’S ENERGY MARKET management, operation and support required for large-scale existing Francisco Pérez Rios power heat. The Tula cogeneration plant REFORM expansion of natural gas and projects. This provides a strong plant, near Tula. The environmentally- is expected to have a generating In August 2014, comprehensive electricity transmission and backdrop for ATCO to continue its friendly and cost-effective natural capacity of 638 megawatts of reforms were passed into law distribution networks. global growth strategy with a focus gas in this new pipeline will replace electricity and produce 1,247 tonnes in Mexico with the intention of • Establishing a wholesale market on Mexico. the ‘crude oil’ that currently fuels of steam per hour. Initial estimates transforming Mexico’s energy sector for electricity and natural gas in ATCO Mexico has opened a new this power plant. Expected to be value the capital cost of the (hydrocarbon and electricity) and Mexico. office in Polanco, Mexico City to in-service in 2015, ATCO has hired proposed project at USD$820 million paving the way for private-company continue to pursue business in this Cocomex, a local engineering, of which ATCO will be responsible investment for the first time since Overall, greater private-sector busy country. ATCO Mexico’s growth procurement and construction firm, for approximately half of the required the sector was nationalized in 1938. participation is expected across the plan is modelled after ATCO’s growth to carry out most of the construction investment. Partnership approval is The goal of the reforms is to increase energy sector value chain. strategy in Canada and Australia, of the project. expected in 2015, with a commercial competitiveness and economic CANADA-MEXICO which is to develop, build, own and At a special event in Mexico in operation date in the second half of growth, and have a positive impact RELATIONSHIP operate new energy infrastructure February 2015, ATCO joined Mexico’s 2018. on trade and investment in the Mexico is the world’s tenth largest assets through both greenfield Secretary of Energy, the Head of the LONG-TERM INVESTMENT country. oil producer with some of the largest projects and acquisitions. CFE and the Governor of the state of ATCO is making a long-term Mexico’s energy sector is almost reserves in the Western Hemisphere. Hidalgo to celebrate the official start commitment to develop operations entirely state-owned. Petróleos The country is Canada’s largest EARLY SUCCESSES of construction of the project. in Mexico and will continue to Mexicanos (Pemex), the state- export market in Latin America and In the fall of 2014, ATCO Mexico pursue new opportunities in 2015 had early success with two business The second business win also came Steven J. Landry owned oil and gas company, owns fifth largest in the world after the in October 2014, when ATCO Mexico and beyond. The company will Senior Vice President & Chief Development Officer all of Mexico’s oil and gas reserves U.S., U.K., China and Japan. wins. In October, the company was and partner Grupo Hermes S.A. de also continue with its longstanding and is exclusively responsible awarded a contract by the CFE to Canada and Mexico are strategic C.V. were selected by an affiliate practice of developing long-term for exploration, production and design, build, own and operate a North American partners with strong of Pemex, PMX Cogeneracion local partnerships to grow our retail distribution.The Comisión natural gas pipeline near the town of economic, political, social and S.A.P.I. de C.V., to begin the project business and invest in the local Federal de Electricidad (CFE), the Tula in the state of Hidalgo, Mexico. cultural ties. Since the creation of the development and approval process communities where we have the state-owned electricity company, Valued at approximately USD$50 North America Free Trade Agreement for a natural gas cogeneration plant privilege to operate. Becoming part owns and controls 85 per cent million, ATCO will be responsible in 1994, bilateral merchandise trade at the Miguel Hidalgo refinery near of the community fabric is an ATCO of power generation and 100 per for the design, construction, Tula. tradition. cent of electricity transmission and between Canada and Mexico has distribution. As part of these industry increased six-fold. In 2013, Canada- reforms, each of these companies Mexico two-way trade amounted to becomes a “State Productive $32 billion. Enterprise” which provides a ATCO IS A GOOD FIT FOR motivation and encouragement to MEXICO partner with private enterprise. The opening of Mexico’s market to Key elements of the reforms that foreign investment in the country’s could potentially be of interest to energy sector will bring expertise ATCO include: in the fields of engineering and operating energy infrastructure • The opening of power generation assets. activities to the private sector, allowing private businesses to ATCO’s worldwide expertise and enter into bilateral contracts for the experience in its businesses of power sale of electricity to industrial and generation, natural gas and electricity commercial customers. transmission and distribution, and gas processing and storage is a • Allowing joint ventures with good fit for Mexico’s infrastructure private parties for the financing, development plans. The capabilities Construction of the Ramal Tula Pipeline Project in Mexico was officially launched in February 2015. Above, the first section of installation, maintenance, pipe is lowered into the ground.

33 2014 ATCO ANNUAL REPORT ATCO MEXICO 34 ATCO Power leverages its decades of experience and Energy industry-leading expertise developing, building and operating independent power generation facilities to provide customers • ATCO Power with cost-effective power solutions including commercial and • ATCO Energy Solutions industrial power sales and distributed power generation. These companies are engaged in power generation and sales and industrial water In 2014, ATCO Power had an ownership infrastructure, natural gas position in 14 power generation plants in gathering, processing, Alberta, British Columbia, Saskatchewan, storage and liquids Ontario and the United Kingdom, with a extraction. combined capacity of 4,591 megawatts (MW) and total ownership interest in 2,541 MW. The company has expertise in developing, constructing and operating gas-fired, cogeneration, combined-cycle, hydro and coal-fired generating stations. FINANCIAL PERFORMANCE From 2011-2013, ATCO Power’s financial performance was very good and indicative of the strong Alberta market with high plant availability and tight margins caused by a two-year outage of a large competitor generating station. In 2014, the Alberta market weakened considerably due to an increased supply of electricity, mild weather and high unit availability in the province. ATCO Power extensively analyzes the market and is focused on operational excellence through the safe, reliable and economic operation of existing assets. With the power demand in Alberta forecasted to increase by more than 50 per cent by 2022, alongside a retiring coal-fired power fleet, Alberta will need to build 6,471 MW of In 2014, ATCO Power introduced a new power choice for Alberta businesses by offering competitively priced electricity capacity over the next 10 years. ATCO Power for large commercial and industrial customers. intends to develop new, clean and efficient natural gas-fired power generation to meet Alberta’s growing electricity demand. The U.K. electricity market continued to be challenging in 2014, making it difficult for a mid-merit, high-availability gas-fired facility ATCO Power’s Brighton Beach Combined- such as ATCO Power’s Barking plant to Cycle Generation Plant, uses waste heat from the gas turbines to generate steam, economically compete. After the completion significantly increasing the efficiency of power of a successful 15-year contract to supply production for the facility.

35 2014 ATCO ANNUAL REPORT ATCO POWER 36 power in the U.K., Barking provided for a natural gas cogeneration plant In December, Distributed Generation periodic support to the market at the Miguel Hidalgo refinery near signed its first contract with Apache through the provision of ancillary the town of Tula in the state of Canada Corporation to generate ATCO Power’s 2014 Generation Facilities services. The U.K. government’s Hidalgo, Mexico. electricity at its House Mountain recent Energy Market Reform (EMR) The cogeneration plant is expected drilling site, which will be sold into was seen as a potential avenue for to have a generating capacity of the Alberta grid. the station to continue its operations; 638 MW of electricity and produce OPERATIONS however, as Barking was unable to approximately 1,247 tonnes of steam The company’s generation fleet’s economically secure term contracts per hour. Initial estimates value the excellent availability of 95 per cent 1 11 under the EMR, the decision was capital cost of the proposed project provided safe and reliable power made to shut down the facility and at USD$820 million, of which ATCO throughout the year. Over the decommissioning of the station will be responsible for approximately past several years, maintenance commenced in the latter part of 2014. half of the required investment. A final windows at both coal-fired power investment decision will take place GROWTH stations (Sheerness and Battle River) in 2015, with a commercial operation provided the opportunity for ATCO Significant project development work date in the second half of 2018. continued on the proposed Power to uprate the steam turbines 400 MW Heartland Generating and generators by an additional 20 Station in Strathcona County near MW per station, increasing capacity Edmonton, Alberta. Following the Cost-effective power numbers to 780 MW at Sheerness completion of environmental studies “ and 689 MW at Battle River. solutions have won ATCO NATURAL GAS and public consultation, ATCO Power a number of contracts ATCO Power continues to work Facility Generating Power submitted applications for closely with industry, government and Capacity (MW) regulatory approval to the Alberta in its first seven months in environmental organizations to help 1 Brighton Beach 580 Utilities Commission (AUC) and Rainbow Lake 4 & 5 90 the market. develop standards for the Alberta 2 Alberta Environment and Sustainable electricity sector. The company 3 Muskeg River 170 Resource Development (AESRD) ” 4 McMahon 120 has implemented and optimized ATCO Power also entered a new to construct and operate the ATCO mercury emission controls through 5 Poplar Hill 45 market in Alberta in 2014, selling 2 Heartland Generating Station. the injection of activated carbon into 6 Valleyview 1 & 2 90 electricity directly to commercial and The AUC approval was received 7 Primrose 85 industrial (C&I) customers. These the flue gas to capture mercury at the ALBERTA 3 in 2014 and the AESRD approval 8 Scotford 170 power solutions include several Sheerness and Battle River coal- is expected soon. Work remains fired generating stations, achieving 4 9 Joffre 480 ongoing with potential partners and versatile product offerings that SASKATCHEWAN a capture rate of greater than 80 per BRITISH 5 6 10 Cory 260 power off-takers in order to remain can be customized for the needs cent and resulting in a 26 per cent COLUMBIA 7 11 Barking 1,000 fully engaged until the market signals of each specific customer, helping 8 customers optimize their electricity decrease in mercury emissions as optimal timing for the project to Edmonton 12 compared to the previous year. 10 COAL-FIRED commence. costs while providing a high level of customer service. ATCO Power has 9 12 Battle River 3, 4 & 5 689 ATCO Power also explored several SAFETY won a number of contracts in its first Strong health and safety 13 13 Sheerness 1 & 2 780 other growth and development seven months and remains focused performance continued with several opportunities over the year as part of on providing innovative and cost- Calgary new programs implemented in 2014 RUN-OF-RIVER HYDRO the company’s ongoing commitment effective solutions for C&I customers. including the New and/or Young 14 Oldman River 32 to further expand its capabilities and 14 provide the same level of trusted In 2014, ATCO Power began another Worker Mentorship Program across Total Generating Capacity reliable service ATCO has become new generating initiative with the all ATCO Power sites, Standardized 4,591 MW known for in Alberta. This included Distributed Generation business. Safe Work Processes, Training Total Generating Capacity Owned expanding into new geographies with Distributed Generation develops Content Standardization, Hazard 2,541 MW the launch of ATCO Mexico. Last year natural gas-fired, smaller scale Identification, Assessment and the company publicly announced generating projects that are designed Control Process Improvement to connect to the electricity grid that, along with a Mexican partner, and Safety Communication or act as standalone generation, it was selected to begin the project Standardization (Safety Alerts and either temporarily or in longer-term development and approval process Safety Meeting templates). partnerships with industrial facilities.

37 2014 ATCO ANNUAL REPORT ATCO POWER 38 Fort Saskatchewan hydrocarbon owned land to provide services to Expansion of the ATCO Heartland ATCO Energy Solutions builds, owns and operates truck and rail terminal that currently existing customers and explore future Industrial Water System to include non-regulated energy and water-related infrastructure. The company receives and distributes multiple opportunities and solutions within the additional pumping and storage focuses on offering industrial water infrastructure solutions; natural gas products in the marketplace. Industrial Heartland region. facilities, commenced in 2014 to gathering, processing, storage and liquids extraction; transportation provide Air Products Canada Ltd. Cavern drilling and long-lead INDUSTRIAL WATER with industrial water services at its and services to the energy industry. procurement are currently underway In 2014, progress continued on two hydrogen facility located adjacent for the facility that will be built and industrial water projects to provide to the Shell Scotford Refinery in operated by ATCO Energy Solutions. essential water transportation Strathcona County. Commercial operation for two services and value-added benefits to caverns is targeted for the second ATCO Energy Solutions also ATCO Energy Solutions owns or has interest other customers in the region from a quarter of 2016, with the additional provided short-term water services in five natural gas gathering and processing common multi-user water system. two caverns anticipated to be in 2014. The company negotiated facilities and four natural gas extraction The Sturgeon Water Pipeline was completed by the second quarter of hydrotest water supply agreements facilities which, combined, have a total constructed to increase capacity to 2017. for two major pipeline construction processing capacity of more than 1.7 billion service the North West Redwater projects in close vicinity to the ATCO cubic feet per day. To support long-term salt cavern Partnership’s Sturgeon Refinery and developments, ATCO Energy Heartland Industrial Water Centre. In 2014, the company repositioned itself as an provide increased water accessibility Solutions acquired an additional The first hydrotest water supply energy infrastructure provider within Alberta’s to the area. A new pump station is 160 acres of land and 400 acres of service was completed in October Industrial Heartland, Canada’s largest under construction and is anticipated salt mineral rights for further surface and the second will be completed in hydrocarbon processing region with more to be completed by mid-2015. facility and cavern development, the first quarter of 2015. than 40 companies involved in the chemical, In addition, the Scotford Water expanding the ATCO Heartland petrochemical, and oil and gas sectors. Pipeline is under construction and is Energy Centre to include more than Industrial water contracts were executed and also anticipated to be completed by 600 acres of contiguous, ATCO- a major storage partnership was announced mid-2015. as part of this new direction. The ATCO Heartland Energy Centre, located approximately 12 km west of Bruderheim, Alberta, is an area of energy activity in ATCO Energy Solutions in the Heartland Alberta’s Industrial Heartland. ATCO Energy Solutions, alongside the operations of ATCO INDUSTRIAL WATER SYSTEM ATCO Pipelines and ATCO Power, will be furthering River water intake & pump station Heartland its position as an energy infrastructure Sturgeon Water Pipeline Energy Centre provider in the region and moving to secure Heartland Water Pipeline additional opportunities in the areas of Scotford Water Pipeline

industrial water and hydrocarbon storage. Customer delivery points r e

v i

R HYDROCARBON STORAGE n HYDROCARBON STORAGE a In September, ATCO Energy Solutions, in w e h partnership with Petrogas Energy Corp., Salt Caverns c ATCO Energy Solutions recently doubled its land position in t a k Alberta’s Industrial Heartland, an area critical to Alberta’s announced the development of a hydrocarbon s a energy industry. With the additional 160 acres of land, the S storage facility consisting of four salt caverns ELECTRICAL TRANSMISSION/ th ALBERTA company has the potential to develop more than 40 salt or caverns on ATCO-owned land in the area. and associated above-ground hydrocarbon SUBSTATION FACILITIES N handling facilities in Alberta’s Industrial Scotford Transmission/Substation Edmonton Heartland region. The location and in-service date of this facility will help customers solve NATURAL GAS LIQUIDS the logistical challenges that restrict moving EXTRACTION FACILITIES natural gas liquids to market. Fort Saskatchewan Ethane Extraction Plant The caverns will contain propane, butane and ethylene and this storage facility will be Industrial customers connected to Petrogas Energy Corp.’s existing

39 2014 ATCO ANNUAL REPORT ATCO ENERGY SOLUTIONS 40 ATCO Australia, based in the Western Australia Australian capital, Perth, develops, builds, owns and operates energy infrastructure assets across Australia. • ATCO Australia • ATCO Power Australia • ATCO Gas Australia These companies provide a full range of energy infrastructure ATCO Australia has ownership in and services. operates three power generation facilities in the country. ATCO Australia also owns and maintains the largest gas distribution network in Western Australia covering Geraldton, Bunbury, Busselton, Harvey, Pinjarra, Brunswick Junction, Capel and the greater Perth metropolitan area. It also operates two separate non-regulated gas distribution networks, one serving Kalgoorlie and the other, a liquefied petroleum gas storage-fed gas distribution network serving Albany. With a combined electricity generation capacity of 299 megawatts (MW), more than 13,700 km of gas distribution pipelines serving more than 700,000 customers, ATCO Australia has established a solid asset base from which to grow. ATCO POWER AUSTRALIA ATCO Power Australia experienced solid performance in 2014 across its three power stations, with commercial availability of approximately 98 per cent. The Bulwer Island Cogeneration Facility in Queensland is a 33 MW electrical and 55 MW thermal equivalent cogeneration facility. The 180 MW Osborne Combined-Cycle Facility is located near Adelaide in South Australia. The 86 MW Jody McNeill and Pete Dainton, Gas Distribution Karratha Power Station is the most efficient Officers, Facilities Maintenance at ATCO Gas Australia, and environmentally-friendly facility connected service the pressure reduction station in Ballajura to to the North West Interconnected System in ensure the safe and reliable delivery of natural gas for the Pilbara region in Western Australia. consumers in Perth and surrounding regions. Building upon ATCO’s relationship with Horizon Power, in November 2014, the Karratha Power Station secured an operations and maintenance contract for Horizon’s gas The state-of-the-art business and operations turbine which provides additional generation centre in Jandakot is part of ATCO Australia’s capacity to the Pilbara region when required. ongoing commitment to the region and the safe, reliable delivery of natural gas in Western Australia.

41 2014 ATCO ANNUAL REPORT ATCO AUSTRALIA 42 In April 2014, BP announced that With Perth being the fastest growing During the first quarter of 2014, arts and culture, and Indigenous throughout 2014 by supporting the understanding and appreciation the Bulwer Island Refinery will capital city in Australia, ATCO Gas ATCO Gas Australia submitted its communities. ATCO Gas Australia Boorongurup Project, a world-first of the culture and history of the cease operations by mid-2015. In Australia continued to extend the access arrangement, for the period also continued its support of Nulsen art project capturing the cultural oldest civilization in the world, ATCO preparation for its closure, ATCO gas distribution network to new July 1, 2014 to Dec. 31, 2019, to Disability Services through the supply significance of the Porongurup Australia provided the opportunity Power Australia and BP continue subdivisions, supporting the city’s the Western Australian Economic of safer, more reliable and more cost- Ranges, one of the most sacred for employees to attend cultural discussions regarding the operational expansion in the outer-lying suburbs Regulation Authority (ERA). In effective natural gas appliances to Indigenous sites in the southwest awareness sessions, both in Perth requirements for ATCO’s Bulwer of Yanchep, Yunderup, Byford October 2014, the ERA published its the homes which house its residents. region of Western Australia. In and Albany, as well as hosting the Island Cogeneration Facility. The draft decision. ATCO Gas Australia and Forrestdale. Servicing these ATCO Australia’s relationship with keeping with ATCO’s commitment art exhibition which was open to the facility currently provides 100 per has responded to the decision areas saw more than 200 km of Nomad Two Worlds continued to develop and broaden an public. cent of the electrical load, process polyethylene pipeline added to the and, as part of the process, other steam and the demineralized water existing network during the year, with interested parties were invited to needs for the BP refinery. the expansion program positively provide comment by mid-January In July 2014, ATCO Power Australia’s contributing to the overall increase 2015. Following conclusion of the  Jandakot Operations Centre & Blue Flame Kitchen Osborne Facility ceased its supply of more than 19,000 customers in consultation process, the ERA is of steam to Penrice Soda Holdings expected to publish its final decision 2014. In the three years of ATCO In March 2014, ATCO Gas Australia and brings together operational and The facility also houses the new in the second quarter of 2015. following the company’s closure. Gas Australia’s ownership, the total opened its new operations centre office-based staff for the first time in ATCO Gas Blue Flame Kitchen, The Osborne Facility subsequently number of new homes able to access In keeping with an ongoing focus in the southern Perth suburb of the company’s history. which introduced a schools program adjusted its operation from natural gas has increased by more on customer satisfaction, ATCO Jandakot. The construction process in 2014. The hands-on, informative cogeneration to combined-cycle than 55,000 and in December, ATCO Gas Australia’s customer service The purpose-built facility showcases incorporated the removal and storage program teaches Grades 5 and 6 mode. Additionally, due to the Gas Australia connected its 700,000th call centre was selected as a finalist new natural gas technologies. Its of 243 native Australian plants students how to use gas cooking changing gas market in Australia, customer. by the National Customer Service state-of-the-art natural gas-powered from the site, including 220 grass appliances and cooking skills and a new Power Purchase Agreement Council and received a bronze medal air conditioning units help to minimize trees and 23 Macrozamias. Upon techniques with the aim to improve (PPA) was negotiated with Origin for excellence. operating costs and its environmental completion, they were replanted the understanding of gas safety, Energy, the 100 per cent off-taker of ATCO Gas Australia footprint. Covering more than around the new facility, restoring the particularly with appliances. SAFETY power from Osborne. Effective July connected“ its 700,000th 3,100 m², the Jandakot facility appearance and ecology of the site 2015, the revised PPA will provide for In its ongoing commitment to safety, houses more than 200 employees to its former state. flexible dispatch of the facility. customer in 2014. ATCO Australia held a safety summit ” which brought together all the ATCO ATCO GAS AUSTRALIA companies in Australia—ATCO Gas Despite a warmer than average Also under ATCO Gas Australia’s Australia, ATCO Power Australia winter, ATCO Gas Australia has ownership, the Mains Replacement and ATCO Structures & Logistics. performed well, driven by continued Program has been accelerated and The summit provided an opportunity growth in its rate base from capital is ahead of schedule. The program for an exchange of knowledge and investment and interest savings involves replacing the cast iron and related to the credit rating upgrade sharing of practices to maintain unprotected metallic gas mains with and refinancing that occurred at the the highest levels of safety in the end of 2013. polyethylene pipe to help ensure workplace across all operations. the continued safe and reliable ATCO Gas Australia, in its continued During the year, ATCO Gas Australia delivery of natural gas to Perth and contributed to the development of commitment to public safety, surrounding regions. several major infrastructure projects launched a gas safety awareness around Perth, including Perth City’s ATCO Gas Australia’s capital campaign, focusing on how to detect riverfront development, Elizabeth infrastructure growth has been a gas leak and what to do in the Quay. This significant network supported by investing in marketing event of smelling gas either inside or installation will deliver a reliable campaigns to increase natural gas outside the home. connections. In November 2014, long-term gas supply, estimated COMMUNITY ENGAGEMENT ATCO Gas Australia exceeded 2,650 at 80 terajoules per year, providing ATCO Australia continued its connections in a single month, the the potential for cogeneration commitment to the community during highest monthly connection figure and trigeneration for commercial 2014, supporting a range of initiatives developments surrounding the Quay. recorded during the past five years. in the areas of youth education, The Australian chapter of the ATCO Blue Flame Kitchen launched its school program in 2014 designed for students in Grades 5 and 6. The workshops teach students about gas safety and healthy food choices.

43 2014 ATCO ANNUAL REPORT ATCO AUSTRALIA 44 Indigenous Partnerships Building and  Kitchen skills program creates job opportunities sustaining Indigenous relationships helps to form the foundation of how ATCO does business. This is reflected through ATCO’s Two chefs from the ATCO Blue Flame Kitchen in Calgary longstanding relationships with Indigenous communities and travelled to the Woodland Cree First Nation near Peace River, how the company engages with these communities every day. Alberta, to deliver a week-long, accredited kitchen skills course to 16 high school students in the afternoon and 16 community members in the evening, initiating a crucial first step in creating opportunities for potential food service and hospitality careers. This course is just one facet of ATCO’s joint-venture partnership Partnerships that stand the test of time with the Woodland Cree First Nation, which began in 2013 and involve respect, trust, understanding and involves construction and operation of the 1,200-person Bluesky transparency. Each party commits to bringing Lodge, which will serve as living quarters for workers on the value to the partnership and continues to nearby Shell Carmon Creek heavy oil project. negotiate in good faith as the relationship By the end of the week, the high school students and adults who evolves over time. ATCO conducts all of its participated in the course learned how to prepare several dishes business in this spirit, striving to maintain including entrées, soups, sauces and breads. Important safety positive relationships that contribute to skills such as food handling, proper temperatures for raw meat, sustainable economic and social development as well as knife-handling techniques were also covered. The final in the communities where ATCO does exam involved preparing and serving an elegant, four-course ATCO Blue Flame Kitchen chef Paul Dokmanovic business. instructed Woodland Cree First Nation students roast beef banquet for more than 80 community members. and community members in the week-long culinary ATCO has more than 40 joint-venture training program. partnerships, services agreements and other relationships with Indigenous communities. Some of ATCO’s Indigenous partnerships Council to focus on developing lodge, which opened in January Pipelines and ATCO Structures are now celebrating more than 25 years of renewable energy projects in the 2015. & Logistics provide ongoing working together (see map on page 48). 44,000 sq. km Sahtu region of the ATCO Structures & Logistics was educational awards and scholarship BUILDING STRONGER RELATIONSHIPS Northwest Territories. The Sahtu’s recognized for its work in the area of programs that provide valuable In 2014, ATCO continued to expand and five main communities are not Indigenous relations when it received financial assistance to Indigenous strengthen its relationships with Indigenous connected to the electrical grid and a silver-level certification from the students, many of whom support a communities across Canada, which included they rely on expensive diesel for Canadian Council for Aboriginal family while pursuing post-secondary a number of new relationships in British electrical generation. Through this Business Progressive Aboriginal education. Columbia, Alberta and the Northwest agreement, traditional knowledge Territories. Relations program. The program In 2014, ATCO Gas and ATCO along with new and emerging independently certifies and evaluates Structures & Logistics embarked In February, ATCO Energy Solutions signed a technologies will be combined to all aspects of the company’s on a three-year partnership with the Relationship Agreement with the Simpcw First minimize diesel consumption and Indigenous relations, including Siksika Nation Community Cadet Nation, in the North Thompson and Robson greenhouse gas emissions, while strategy, policies, employment, Corps to support a program that Valley region of British Columbia, that will see creating a new renewable energy community engagement and engages and mentors at-risk youth the two parties jointly pursue a number of ATCO Structures & Logistics President George Lidgett shares future for the Sahtu Dene and Métis. investment, and also provides during a critical time in their lives. a laugh with Chief Shawn Longman of the George Gordon sustainable business opportunities related to ATCO Structures & Logistics further valuable feedback for continued Now in its second year of operation, First Nation. ATCO’s joint-venture partnership with the energy infrastructure development. George Gordon First Nation was established in 2010 and has expanded its existing partnership improvement. the program is run by the Siksika included work on large projects in Saskatchewan. In May, ATCO Structures & Logistics signed a with the Woodland Cree First Nation Nation Justice Department and the EDUCATION, MENTORSHIP joint-venture partnership with the Alexander with the December announcement Gleichen, Alberta RCMP. First Nation in Alberta to pursue business AND EMPLOYMENT of the construction and operation opportunities and, in July, the company also ATCO is committed to bridging Employment opportunities of a 150-person camp to support began a joint venture with the Naha Dehe employment barriers and creating a through joint-venture partnerships a compressor station in the Peace (Nahanni Butte Dene Band) in the Northwest lasting legacy through programs that provide Indigenous communities River area. The community will Territories. encourage mentorship, education with valuable work placement participate in all facets of the opportunities and on-the-job training. In December, ATCO Power signed a joint- and employment in Indigenous construction and operation of the In turn, ATCO benefits through venture agreement with the Sahtu Dene communities. For example, ATCO

45 2014 ATCO ANNUAL REPORT INDIGENOUS PARTNERSHIPS 46 much-needed skilled labour for its Canadian Truth and Reconciliation events in Western Canada. The projects. One example is ATCO Commission national events. events promoted a healing journey Structures & Logisitics’ joint venture Canadians across the country take for families who were involved in ATCO’s Indigenous Partnerships with the Haisla First Nation in British part in National Aboriginal Awareness Canada’s residential school system, Columbia. Through this partnership, Day on June 21 to recognize, while providing a platform to educate the company provides community support and celebrate the country’s Canadians on the impact of this time members with job placements in its Aboriginal community. In 2014, in the country’s history. Calgary offices and manufacturing ATCO was a sponsor of Calgary’s ATCO’s long-standing involvement plant. Another example is the Aboriginal Awareness Week and in communities involves supporting company’s partnership with the several awareness events for ATCO young athletes who showcase Woodland Cree First Nation (see employees were also organized their talents in a variety of athletic story on page 46). during the month. and cultural events. In 2014, the company was involved in the Arctic COMMUNITY INVOLVEMENT With the opening of a new Winter Games in Fairbanks, Alaska, ATCO supports and participates in a manufacturing facility in Australia, the Circumpolar Northern Games in multitude of events throughout the ATCO Structures & Logistics stepped Inuvik, Northwest Territories, and the year that bring Indigenous and non- up to support National Aboriginal North American Indigenous Games in Indigenous people together to raise and Islander Week that celebrated Regina, Saskatchewan. awareness, to learn and to celebrate. the unique Indigenous culture in Several initiatives undertaken in 2014 Kwinana, Western Australia. include National Aboriginal Day in ATCO also provided financial and Canada, National Aboriginal and in-kind support to the Truth and Islander Week in Australia and the Reconciliation Commission National

NORTHWEST Indigenous TERRITORIES Partnerships

Yellowknife

BRITISH COLUMBIA ALBERTA SASKATCHEWAN

Edmonton

Calgary

Vancouver

2014 recipients Danielle Lightning (left) and Danika Lightning (right) celebrate after receiving scholarships through the ATCO Pipelines Indigenous Education Awards Program. The program recognizes students from Indigenous communities who demonstrate leadership capabilities and strive to be role models in their schools and communities.

47 2014 ATCO ANNUAL REPORT INDIGENOUS PARTNERSHIPS 48 In addition to creating nine full- near Meander River, Alberta; fire halls modern materials with the attention ATCO Sustainable Communities time jobs, the centre is projected at Peerless Trout First Nation near to detail ATCO is known for. ATCO Sustainable Communities provides a full range of pre- to generate between $400,000 and Slave Lake, Alberta and Attawapiskat These products were developed by fabricated, culturally-sensitive building solutions for Indigenous $500,000 in revenue for the First First Nation in Attawapiskat, ATCO Sustainable Communities’ and other remote communities. Nation, which will support additional Ontario; a school expansion for the in-house architectural design team community projects. Blood Tribe in southern Alberta; a that has worked closely with clients soccer arena for Cowessess First In July, ATCO Sustainable to create designs that are attractive, Nation near Regina, Saskatchewan; Communities was also engaged to easy to maintain and economical. and community centres in Nain, support the re-opening of a housing The designs also leverage ATCO’s Newfoundland and Labrador, and manufacturing facility owned and expertise in off-site pre-construction Swan River First Nation in Kinuso, Now in its third year of operation, ATCO operated by the Blood Tribe in techniques and tackling the unique Alberta. Sustainable Communities has continued to southern Alberta. The company challenges of building in remote demonstrate ATCO’s commitment to working has been working closely with INNOVATION communities. with Indigenous and remote communities Blood Tribe Housing to provide The past year can also be The team also launched two new across Canada. With a focus on creating management and operations characterized by continuing school designs accommodating healthy communities, the company employs support, and on-the-job training for innovation. ATCO Sustainable school populations of 100 and 300 or a holistic engagement process to develop community members, in an effort to Communities launched a number of more students. These new designs high-quality facilities in keeping with each meet the community’s immediate innovative products including new feature bright and functional custom community’s unique needs and cultural housing needs and encourage standardized designs for critical spaces that can be expanded as values. professional growth in the long-term. community facilities like fire halls, a community grows. Through pre- With ATCO’s support, the re-opening convenience stores, gas stations, APPROACH fabrication, community schools of the facility has resulted in 40 full- community centres and gymnasiums. can be constructed quickly and Taking an engaged approach enables ATCO time positions in the community. Developed based on feedback from economically, two characteristics that Sustainable Communities to work closely with community members, these new have been well-received by ATCO all of its customers to truly understand their Other projects undertaken include a standardized designs incorporate Sustainable Communities’ customers. specific cultural and physical requirements, gas station at Dene Tha’ First Nation and identify solutions that best meet their needs. The holistic engagement process also welcomes and encourages community-owned businesses and members to participate  ATCO Sustainable House elevates modular housing throughout the life cycle of the project. Identifying and incorporating these resources After identifying a gap in the market non-urban locations. Features like qualities for customers located in strengthens the partnership with the for high-quality, ready-to-move- large skylights, oversized tubs in the remote communities. community and ensures the project’s overall in housing, ATCO Sustainable main bath, energy efficient furnaces Combined with ATCO’s expertise in success. Communities launched the ATCO and water heaters and vaulted building quality turnkey solutions and Sustainable House – available in ceilings have been incorporated and Following completion of a project, the excellent project management skills, three, five, and 11 bedroom models. create welcoming and comfortable the ATCO Sustainable House helps to company also supports the community spaces. The new models also offer by offering specific training and education The new contemporary designs create lasting value for communities incorporate durable and mold- improved serviceability and require across Canada. programs to ensure qualified resources exist minimal maintenance - important in the community to manage and maintain the resistant materials, ideal for remote, infrastructure over the long-term. Members of the Piikani First Nation conducted a land blessing ceremony that included ceremonial drumming and dancing in preparation for a new sportsplex to be GROWTH constructed by ATCO Sustainable Communities in 2015. 2014 was a year of growth for ATCO Sustainable Communities. In total, eight significant projects were completed or nearing completion across Canada. In May, members of the George Gordon First Nation, located 120 km north of Regina, Saskatchewan, celebrated the grand opening of a new retail centre. The 5,000 sq. ft. centre features a grocery, deli and gas station and is the only retail facility in the 3,300-member community.

49 2014 ATCO ANNUAL REPORT ATCO SUSTAINABLE COMMUNITIES 50 Fundraising events included of Alberta & NWT. “Hero Feud” ATCO in the Community auctions, chili cook-offs, bake was played by ATCO Structures & ATCO and its people are committed to helping create healthy, vibrant sales, street hockey tournaments, Logistics employees paying homage ATCO EPIC by communities by developing meaningful partnerships with various scavenger hunts and other friendly to their “Be An Everyday Hero” team competitions. Unique events campaign. the numbers organizations and by providing time, expertise and financial support. like the perogy lunch hosted by VOLUNTEERISM ATCO Gas, truly demonstrate the spirit and dedication ATCO Another key component of the ATCO 42 employees put into their campaigns. EPIC program is volunteerism. ATCO Fall campaign days The lunch, now in its tenth year, was EPIC recognizes and encourages employees who volunteer their time ATCO employees are at the heart of the conceived by ATCO Gas employee and share their talents with charitable 147 company’s EPIC (Employees Participating In John Lembryk who enlisted the Fundraising and assistance of his mother and a team and non-profit organizations. Communities) fundraising program. Based on volunteering events of ATCO volunteers to prepare 2,750 Employees who volunteer 50 hours more than a century of ongoing community perogies that were sold to employees or more are eligible to apply for a support by ATCO and its employees, the in support of their feature charity. donation to a registered charity of 500 program was launched in 2006 as a way to Charitable organizations across their choice. In 2014, employees unite all of the ATCO companies’ fundraising As part of the annual fall campaign, Canada and Australia supported volunteered more than 28,000 hours efforts and make a more meaningful impact the employees of each ATCO company select feature charities to the communities where they work in communities. Since that time, the award- that receive the funds raised through and live. winning program has raised more than 28,000 the campaign events. These feature Hours volunteered by $28 million for more than 500 charities around The fall campaign included a number charities work closely with each ATCO employees the world, while also facilitating hundreds of of ‘Days of Caring’ where ATCO employee-led organizing committee employees rolled up their sleeves and thousands of employee volunteer hours. to identify ways of educating and participated in volunteering activities The employee-led program combines inspiring ATCO employees about the $4.3M to support their feature charities. This Raised by ATCO and fundraising events, ‘Days of Caring’ volunteer cause they selected to support. its people year’s events saw ATCO employees activities and financial donations that These causes often help shape the head out in the community to employees direct to the charitable causes unique fundraising events that each tackle specific projects including that matter most to them. ATCO enhances its company holds. This year, memory $28M refurbishing facilities, stocking food Raised since program peoples’ generosity by matching donations to games were played by ATCO Electric bank shelves and selling items to launched in 2006 human health and wellness organizations. The Transmission Division employees fundraise for charity. company also covers all administration costs in support of the Alzheimer Society for the program, ensuring that the charities benefit from 100 per cent of the financial donations.  ATCO recognized with international philanthropy award In Canada, the annual ATCO EPIC fundraising campaigns run in the fall, while in Australia In 2014, ATCO was recognized homeless children and their the campaign runs year-round. Employee-led as the year’s Outstanding families in Calgary. The committees plan and execute fundraising Corporation by the Association organization is a past feature of Fundraising Professionals charity of the ATCO EPIC During the celebration events held in February 2015, a events that encourage team comradery, record-breaking $4.3 million was raised by the company and (AFP) for the company’s many program and a member of the its people for charitable causes through the 2014 campaign. friendly competition and pride in their extraordinary contributions to AFP, which represents more than community. philanthropy and to the charitable 32,000 charities and charitable 2014 CAMPAIGN HIGHLIGHTS sector. In particular, the award fundraisers around the world. This year’s campaign lasted 42 days and recognized the ATCO EPIC ATCO accepted the award at the involved 147 fundraising and volunteering program. AFP’s National Philanthropy Day® events in locations across Alberta, and ATCO was nominated for the Honors – A Celebration of People in Saskatchewan, the Yukon and Perth, award by Inn from the Cold, and Impact in Washington, D.C in Australia. The result was a record-breaking Andrew Watt, President & CEO, AFP (left) presents a charitable organization that November. $4.3 million raised by ATCO and its people for Erhard Kiefer, Senior Vice President & Chief provides emergency shelter, charitable causes around the world. Administration Officer, ATCO Group (right) with support and programs to the 2014 Outstanding Corporation Award.

51 2014 ATCO ANNUAL REPORT ATCO IN THE COMMUNITY 52 ATCO EPIC in Action

ATCO PIPELINES Employees built and stained new benches for Easter Seals Camp Horizon located 50 km southwest of Calgary for an ATCO EPIC ‘Day of Caring’. Teams in Edmonton competed in an “Amazing Race” in ATCO ELECTRIC support of the Zebra Child Protection Centre. DISTRIBUTION DIVISION ATCO ENERGY SOLUTIONS Employees across Alberta Employees hit the trails around Calgary’s launched their 2014 Glenmore Reservoir in support of the fundraising campaign with a Canadian Cancer Foundation. ATCO POWER variety of exciting events in Messages of hope and support of Pancreatic Cancer courage for young Canada. Events included a people battling cancer game with Louie the Lightning appeared on the Bug and “Donate for Duct streets of downtown Tape”. Calgary as part of ATCO Power’s support of Kids Cancer Care.

For a donation, ATCO ELECTRIC YUKON ATCO employees could bring their dogs to work in KATHY’S RUN FOR SUSTAINABLE support of the Mae Bachur Animal Shelter. PANCREATIC CANCER ATCO GAS COMMUNITIES When co-worker and friend Kathy The EPICHL street hockey Marketing Support McCollum was diagnosed with tournament is the marquee event Coordinator, Tammy pancreatic cancer, ATCO employees of ATCO Gas’s annual fundraising Breeze got a tour Jessica Laird (left) and Danielle campaign. ATCO Gas employees of the STARS Air Brown (right) helped start Kathy’s across their service territory Ambulance facilities Run in support of Pancreatic Cancer geared up to support this year’s – the feature charity Canada, the feature charity selected feature charity the Alzheimer selected by their by ATCO Electric Distribution Division Society of Alberta and NWT. employees. employees.

ATCO GROUP Sold! ATCO Group’s campaign kicked-off with a lunch and live auction hosted by ATCO Group Chair, President & CEO, Nancy Southern. Employees were encouraged to “Be a Dream Maker” and support the campaign’s ATCO ELECTRIC TRANSMISSION DIVISION feature charity, the Rainbow The Division surpassed its campaign fundraising and Society of Alberta. ATCO AUSTRALIA Employees across the ATCO participation goals in support of the Alzheimer Society ATCO STRUCTURES & LOGISTICS Superheroes Australia companies – ATCO Australia, ATCO Gas of Alberta and NWT, which resulted in President Sett suited up with capes designed by their feature Australia and ATCO Power Australia – embraced Policicchio shaving his 46-year-old moustache and charities – Momentum, Calgary Women’s Emergency the spirit of community and participated in taking a pie in his cleanly-shaved face. Shelter and Champions Career Centre – and competed fundraising events that included the Cool Night head-to-head in games of “Hero Feud”. Classic, a run/walk for charity in Perth.

53 2014 ATCO ANNUAL REPORT ATCO IN THE COMMUNITY 54 In December, we were awarded a In Mexico this past year, we opened The Board of Directors has approved  Financial Excellence 2014 35-year, $1.4 billion contract to build, a business development office, won an increase in ATCO’s common share own and operate the Fort McMurray a 25-year contract to build a 16 km dividends each year since 1993; a ATCO’s earnings attributable to Class Earnings growth from continued West Transmission line. Over the next natural gas pipeline, and announced track record we are very proud of. I and Class II Shares were $420 capital investment in the Utilities, couple of years, we will be seeking all we are working with Pemex on FINANCIAL STRENGTH million in 2014 and $418 million in along with improved earnings in of our required approvals. We expect the project development and ATCO Energy Solutions and ATCO We have experienced tremendous 2013. These compare to $370 million this process to conclude in 2017, at approval process for an estimated Australia, were offset by lower growth over the last several years. reported in 2012. The earnings in which point we will be in a position USD$820 million, 638 megawatt earnings in both ATCO Structures In 2010, we had total assets of 2014 and 2013 included one-time to commence construction. The natural gas cogeneration power & Logistics and ATCO Power. The $10 billion. In 2014, we have assets gains from the sale of assets as we line is expected to come into service plant. continuously assess our operations earnings for Structures & Logistics of $18 billion. Most of that growth in 2019. We are pleased to have Included in our three-year capital to optimize our assets and effectively were significantly influenced has been the result of investment come out on top in this international forecasts, is $5.8 billion for utility and redeploy capital. In 2014, the by the cyclical nature of large in utility operations. Through all of competition to build and operate this contracted capital growth projects. Company completed the sale of its natural resource project activity. this growth we have maintained our Unfavourable market prices for critical piece of transmission. This investment includes $4.8 billion information technology business. In financial strength. In 2014, Standard ATCO Power, together with reduced of planned capital expenditures in and Poor’s Ratings Services and 2013, ATCO monetized its investment ~$2.4B market volatility, contributed to lower Long-Term our regulated utilities and $1 billion in DBRS Limited re-affirmed their in its Structures & Logistics Contracted adjusted earnings from this business. long-term contracted projects. operations in South America. Capital ratings for the Company as “A” with a stable outlook and “A” (low) with a Proceeds from these sales were 218 ATCO Australia DIVIDENDS ~$1.8B stable trend, respectively. redeployed to finance the Company’s ~$1.6B ATCO Pipelines The Board of Directors increased the growth initiatives, including the quarterly dividends paid per Class We financed this asset expansion Brian R.Bale significant capital expenditure ATCO Gas I and Class II Share for the four through a number of sources. Our Senior Vice President & Chief Financial Officer 179 program in the Utilities. quarters of 2014 from 18.75 cents most significant source of capital ATCO Electric per share to 21.50 cents per share, is cash flow from operations. Our ATCO’s adjusted earnings, which 148 Distribution exclude one-time gains, were $374 an increase of 15% over 2013. strong financial position ensures million in 2014, $16 million lower than And in January 2015, the Board of we maintain excellent access to capital markets. In 2014, we issued the record earnings achieved in 2013. ATCO Electric Directors declared a first-quarter Transmission dividend of 24.75 cents per share. $1.2 billion in debt. This included That amount represents a 15% a $1 billion, 30-year bond which 2012 2013 2014 2015 2016 2017 increase over the quarterly dividends was the single largest long-dated corporate bond on record in Canada. Utilities Earnings 2012-2014 ~ $5.8 billion in utility and per share paid in 2014. ($ millions) contracted capital growth The Company has a long track projects expected in 2015-2017 record of generating reliable and The Utilities segment continued growing earnings and dividends $374 million to make significant investment 0.86 over time. There is no doubt we face 2014 Adjusted in Alberta infrastructure. Capital In our Energy Solutions business, some challenging conditions with Earnings expenditures in 2014 were $2.1 billion we are moving forward with the low commodity prices and reduced and totaled $6.4 billion over the last $200 million development of four three years. This investment has salt caverns for hydrocarbon 0.47 activity levels in some of our markets. translated into significant growth storage with our partner. Long-term However, we remain focused on in the Utilities’ earnings. Adjusted contracts have been secured for all 0.32 making prudent decisions to maintain earnings for 2014 were $218 million, of the storage capacity. In response our strong financial position and Structures & Logistics to growing customer demand, we create long-term shareowner value. $67 million (18%) a 22 per cent increase over last year. 0.17 acquired an additional 160 acres of A transition is underway at the Utilities $218 million (58%) land for further hydrocarbon storage 0.06 Company from growth focused Energy $53 million (14%) development potential in the future. primarily in our regulated Utilities to 1993 1998 2003 2008 2014 Australia $27 million (7%) growth in all our business lines in Construction also carries on at the Canada, Australia, and most recently two industrial water infrastructure Annual Dividends 1993-2014 Corporate $9 million (3%) in Mexico. projects we announced in 2013. ($ per share)

55 2014 ATCO ANNUAL REPORT FINANCIAL EXCELLENCE 2014 56 Consolidated Annual Results(1) Consolidated Operating Summary

(Millions of Canadian dollars, except as indicated) 2014 2013 2012 2011 2010 (Millions of Canadian dollars, except as indicated) 2014 2013 2012 2011 2010 EARNINGS STATEMENT Structures & Logistics Revenues 4,554 4,359 4,012 3,991 3,486 Capital expenditures (1) 91 116 199 132 98 Earnings attributable to Class I and Class II shares 420 418 370 327 281 Workforce housing lease fleet (units in thousands) 3 3 3 3 3 Adjusted earnings (2) Workforce housing lease fleet utilization (%) 77 83 86 87 78 - Structures & Logistics 67 96 114 89 74 Space rental lease fleet (units in thousands) 13 13 13 19 16 - Utilities 218 179 148 124 126 Space rental lease fleet utilization (%) 75 77 81 80 78 - Energy 53 80 72 86 76 Utilities - ATCO Australia 27 24 23 10 9 Natural gas distribution operations - Corporate & Other and eliminations 9 11 13 21 11 Capital expenditures (1) 292 268 323 288 197 Adjusted earnings 374 390 370 330 296 Pipelines (thousands of kilometres) 40 40 39 38 38 BALANCE SHEET Maximum daily demand (terajoules) 2,148 2,064 2,128 2,069 2,169 Cash (3) 590 741 470 755 645 Natural gas distributed (petajoules) 263 249 248 247 237 Average annual use per residential customer (gigajoules) 117 117 121 121 120 Total assets 17,689 16,010 14,055 12,453 10,084 Customers at year-end (thousands) 1,144 1,119 1,096 1,074 1,057 Capitalization Electricity distribution and transmission operations - Bank indebtedness 5 2 - - - Capital expenditures (1) 1,602 1,763 1,732 916 507 - Long-term debt 7,256 6,230 5,352 4,389 3,090 Power lines (thousands of kilometres) 81 81 76 74 73 - Non-recourse long-term debt 127 165 186 378 422 Electricity distributed (millions of kilowatt hours) 11,600 11,283 10,974 10,596 10,532 - Non-controlling interests 3,112 3,153 2,551 2,500 2,202 Average annual use per residential customer (kWh) 7,815 7,743 7,604 7,747 7,555 - Share owners’ equity 3,168 2,860 2,370 2,163 1,978 Customers at year-end (thousands) 252 248 244 240 237 Capitalization 13,668 12,410 10,459 9,430 7,692 Natural gas transmission operations CASH FLOW STATEMENT Capital expenditures (1) 185 147 87 112 84 Funds generated by operations (4) 1,786 1,854 1,636 1,514 1,234 Pipelines (thousands of kilometres) 9 9 9 9 8 Capital expenditures (5) Energy - Structures & Logistics 91 116 199 132 98 Capital expenditures (1) 75 68 42 33 26 - Utilities 2,079 2,178 2,142 1,316 788 Generating capacity (megawatts) 3,591 4,591 4,590 4,590 4,658 - Energy 75 68 42 33 26 Generating capacity owned (megawatts) 2,286 2,541 2,550 2,550 2,618 - ATCO Australia 81 89 74 23 27 Availability (%) 95 94 90 91 93 - Corporate & Other & eliminations 47 67 30 24 13 Natural gas processed (mmcf/day) 337 376 398 393 401 Capital expenditures 2,373 2,518 2,487 1,528 952 - Natural gas liquids extraction (mmcf/day) 316 340 350 342 337 - Natural gas gathering and processing (mmcf/day) 21 36 48 51 64 PER SHARE DATA Natural gas gathering lines (kilometres) 1,016 1,122 1,097 1,171 1,075 Earnings per share ($) 3.66 3.64 3.21 2.83 2.42 Dividends paid per share ($) 0.86 0.75 0.66 0.57 0.53 ATCO Australia Equity per share ($) 27.51 24.84 20.61 18.74 17.08 Natural gas distribution operations (2) Class I Non-Voting closing share price ($) 47.66 46.66 40.36 30.12 29.58 Capital expenditures (1) 81 88 72 18 - Class II Voting closing share price ($) 47.75 46.35 40.25 29.66 29.60 Pipelines (thousands of kilometres) 14 14 13 13 - Maximum daily demand (terajoules) 121 118 125 106 - Natural gas distributed (petajoules) 26 26 27 12 - Average annual use per residential customer (gigajoules) 14 15 15 15 - Full disclosure of all financial information is available on the SEDAR website - www.sedar.com. Customers at year-end (thousands) 702 683 667 653 - (1) Financial results have been prepared in in the normal course of business or a result in non-cash working capital. This measure is Power generation and other operations accordance with International Financial of day-to-day operations. Descriptions of the not defined by IFRS and GAAP and may not be Capital expenditures (1) - 1 2 5 27 Reporting Standards (IFRS). adjustments are provided in the Segmented comparable to similar measures used by other Generating capacity (megawatts) 299 299 299 299 299 Information note of the Financial Statements. companies. (2) Adjusted earnings are earnings attributable to Generating capacity owned (megawatts) 193 193 193 193 193 Class I and Class II Shares after adjusting for (3) Cash is defined as cash and cash equivalents (5) Includes purchases of property, plant and Availability (%) 98 95 98 98 90 the timing of revenues and expenses associated less current bank indebtedness. equipment and intangibles, including capitalized with rate-regulated activities. Adjusted earnings interest. (4) Funds generated by operations is defined as also exclude one-time gains and losses, (1) Includes purchases of property, plant and equipment and intangibles, (2) 2011 amounts are for the 5 months of operation since the acquisition of cash generated from operations before changes significant impairments and items that are not including capitalized interest. ATCO Gas Australia on July 29, 2011.

57 2014 ATCO ANNUAL REPORT CONSOLIDATED OPERATING SUMMARY 58 ATCO’s Global Leadership Directors Officers

Office of the Chair

Ronald D. Southern Siegfried W. Kiefer Erhard M. Kiefer Founder, ATCO Group Chief Operating Officer, Senior Vice President & Power & Utilities Chief Administration Officer Nancy C. Southern Chair, President & Brian R. Bale Steven J. Landry Chief Executive Officer Senior Vice President & Senior Vice President & Chief Financial Officer Chief Development Officer

Robert T. Booth, Q.C. Bertrand P. Collomb, PhD David A. Dodge Denis M. Ellard Partner, Bennett Jones, LLP Honorary Chairman, O.C., LL.D., PhD, F.R.S.C. Corporate Director Lafarge S.A. Senior Advisor, Corporate Office Bennett Jones LLP Carson J. Ackroyd Lillian Hvatum-Brewster Richard D. Stone Vice President, Marketing Vice President, Indigenous Community Vice President, & Communications Relations & Development Legal & Corporate Secretarial

P. Derek Cook Brian G. Milne Tracey L. Wallace Vice President, Controller Vice President, Vice President, Risk Management Human Resources Carole M.D. Field Vice President, Pension and Benefits & Robert C. Neumann Clinton G. Warkentin Human Resources Information Systems Vice President, Internal Audit Vice President & Treasurer

Alfred S. Han Alan M. Skiffington Carol Gear Vice President, Finance & Treasury Vice President & Corporate Secretary Chief Information Officer Kevin P. Hunt Linda A. Heathcott Michael R.P. Rayfield Robert J. Routs, PhD Nancy C. Southern Vice President, Internal Audit President & Chief Executive Corporate Director Chairman of the Supervisory Chair, President & Chief & Risk Management Officer, Spruce Meadows Ltd. Boards of AEGON N.V. and Royal Executive Officer, ATCO Ltd. DSM N.V. Presidents and Senior Executives of Principal Operating Subsidiaries

J.D. Patrick Creaghan George Opocensky Joseph J. Schnitzer President, ATCO Energy Solutions President, ATCO Power President, ASHCOR Technologies

Brian R. Hahn Settimio F. Policicchio Wayne K. Stensby President, ATCO Pipelines President, Transmission Division, Managing Director & Chief ATCO Electric Operating Officer, ATCO Australia Roberta L. Lambright President, Distribution Division, Boris I. Rassin William C. Stephens ATCO Electric President, President, ATCO Gas ATCO Sustainable Communities George J. Lidgett Ronald D. Southern Roger J. Urwin, PhD, C.B.E. Susan R. Werth Charles W. WIlson President, ATCO Structures & Logistics C.C., C.B.E., LL.D. Corporate Director Corporate Director Lead Director, ATCO Ltd. Founder, ATCO Group

59 2014 ATCO ANNUAL REPORT OFFICERS 60 ATCO’s Beautiful Alberta Heritage General Information

INCORPORATION REGISTRAR & TRANSFER AGENT ATCO Ltd. was incorporated under the Class I Non-Voting and In recognition of its laws of the Province of Alberta on Class II Voting Shares beautiful Alberta August 31, 1962. heritage, ATCO has CST Trust Company featured scenes of Calgary/Montreal/Toronto/Vancouver Alberta in annual 2013 2012 ANNUAL MEETING reports since 1990. The Annual Meeting of Share Owners Telephone: will be held at 10:00 a.m. on Wednesday, 8:30 a.m. to 6:30 p.m. ET May 13, 2015, at The Fairmont Palliser Monday - Friday Hotel, 133 - 9 Avenue S.W., Toll-Free in North America: Calgary, AB. 1-800-387-0825

2011 2010 Outside of North America: 1-416-682-3860 AUDITORS Fax in North America: PricewaterhouseCoopers LLP 1-888-249-6189 Calgary, AB Fax Outside of North America: 1-514-985-8846 LEGAL COUNSEL www.canstockta.com 2005 2009 2008 2007 2006 Bennett Jones LLP Calgary, AB Mailing Address: CST Trust Company STOCK EXCHANGE LISTINGS P.O. Box 700 Class I Non-Voting Shares Station B Symbol ACO.X Montreal, QC 2004 2003 2002 2001 2000 Canada H3B 3K3 Class II Voting Shares Symbol ACO.Y Listing: The Toronto Stock Exchange

INVESTOR RELATIONS ​Email: investorrelations@atco.com 1999 1998 1997 1996 1995 Telephone: 403-292-7500 Fax: 403-292-7532 Mailing Address: c/o ATCO Group Investor Relations 1500, 909 - 11 Avenue S.W. Calgary, AB 1994 1992 1991 1990 1993 Canada T2R 1N6

61 2014 ATCO ANNUAL REPORT GENERAL INFORMATION 62 700, 909-11 Avenue S.W., Calgary, Alberta T2R 1N6 Telephone 403-292-7500 Fax 403-292-7623

www.atco.com

63 2014 ATCO ANNUAL REPORT