Société en commandite Gaz Métro Cause tarifaire 2007, R-3596-2006 Date of Release: May 4, 2006 Industry : Energy DBRS Confirms Gaz Metro inc. at R-1 (low) and "A" ___________________________________________________________________________ Gaz Metro inc. Rating Trend Rating Action Debt Rated R-1 (low) A Stb Stb Confirmed Confirmed Commercial Paper First Mortgage Bonds & Other Secured Debt Dominion Bond Rating Service ("DBRS") has today confirmed the ratings of Gaz Metro inc. ("Gaz Metro" or the "Company") at R-1 (low) and "A", both with Stable trends, following the release of Gaz Metro Limited Partnership's ("GMLP") quarterly financial results yesterday. Gaz Metro owns 72.8% of the units of GMLP, with the remainder owned by public unitholders. The ratings on Gaz Metro are based on the financial profile of GMLP, which is the guarantor of all of Gaz Metro's debt. In its discussion, GMLP cited the following factors that are expected to result in a decline in its earnings over the near term: (1) Lower forecast earnings at its gas distribution operations in Québec, resulting from: (a) falling base rates of return due to a lower interest rate environment, and (b) lower distribution throughputs due to higher natural gas prices, which has prompted customers (especially high-volume industrial and small commercial customers) to reduce consumption or switch to other more cost-effective fuel sources; and (2) The loss of a significant customer at Portland Natural Gas Transmission System, which is 38.3%-owned by Gaz Metro. DBRS notes that GMLP's gas distribution operations in Québec account for about 80% of GMLP's earnings. As such, lower earnings from these operations in Québec will have a material negative impact on earnings and cash flow at GMLP. The expected decline in earnings has prompted GMLP to reduce its annual distributions to Cdn$1.24/unit per from Cdn$1.36/unit, as its policy is to pay out substantially all of its net income. This distribution cut will reduce the amount of cash paid out by Cdn$14.0 million annually. GMLP is cutting its distributions in order to preserve its capital structure by not eroding its equity base and reducing the amount of debt it will require in the future. DBRS notes that while GMLP's total debt-to-capital is expected to remain in the 60% to 62% range over the medium term, lower earnings and cash flows will result in weaker cash flow-to-debt and interest coverage ratios. However, these key financial ratios will remain within a range that is acceptable for a company that generates the majority of its earnings from regulated natural gas distribution and transportation operations, and in line with its peer group. For more information on this credit or on this industry, visit www.dbrs.com or contact us at: info@dbrs.com. Original : 2006.05.31 SCGM - 8, Document 10 1 (11 pages en liasse) Matthew Kolodzie, CFA, P.Eng. 416-593-5577 x2296 Senior Vice President mkolodzie@dbrs.com Nick Dinkha, CFA, MBA 416-593-5577 x2314 Assistant Vice President ndinkha@dbrs.com Copyright © 2006, Dominion Bond Rating Service Limited, Dominion Bond Rating Service, Inc., and DBRS (Europe) Limited (collectively, "DBRS"). All rights reserved. The information upon which DBRS ratings and reports are based is obtained by DBRS from sources believed by DBRS to be accurate and reliable. DBRS does not perform any audit and does not independently verify the accuracy of the information provided to it. DBRS ratings, reports and any other information provided by DBRS is provided "as is" and without warranty of any kind. DBRS hereby disclaims any representation or warranty, express or implied, as to the accuracy, timeliness, completeness, merchantability, fitness for any particular purpose or non-infringement of any of such information. In no event shall DBRS or its directors, officers, employees, independent contractors, agents, and representatives (collectively, "DBRS Representatives") be liable for: (i) any inaccuracy, delay, interruption in service, error, or omission, or for any resulting damages, or (ii) any direct, indirect, incidental, special, compensatory, or consequential damages with respect to any error (negligent or otherwise) or other circumstance or contingency within or outside the control of DBRS or any DBRS Representatives in connection with, or related to, obtaining, collecting, compiling, analyzing, interpreting, communicating, publishing, or delivering any information. Ratings and other opinions issued by DBRS are, and must be construed solely as, statements of opinion and not statements of fact as to credit worthiness or recommendations to purchase, sell, or hold any securities. DBRS receives compensation, ranging from US$1,000 to US$750,000 (or the applicable currency equivalent), from issuers, insurers, guarantors and/or underwriters of debt securities for assigning ratings. This publication may not be reproduced, retransmitted, or distributed in any form without the prior written consent of DBRS. 2 Credit Rating Report Gaz Métro inc. Report Date: March 16, 2005 Press Released: March 16, 2005 RATING Previous Report: February 25, 2004 Rating Trend Rating Action Debt Rated Nick Dinkha, CFA/Geneviève Lavallée, CFA R-1 (low) Stable Confirmed Commercial Paper 416-593-5577 x2314/x2277 A Stable Confirmed First Mortgage Bonds & Other Secured Debt ndinkha@dbrs.com Current 2004 2003 2002 2001 2000 1999 RATING HISTORY Commercial Paper R-1 (low) R-1 (low) R-1 (low) R-1 (low) R-1 (low) R-1 (low) R-1 (low) First Mtg. Bonds/Sec. Debt A A A A A A A RATING UPDATE Gaz Métro inc. (“Gaz Met” or the “Company”) continues to generate strong, sustained financial results from a primarily regulated asset base, which has a relatively low business risk profile. In addition, Gaz Met operates under a relatively favourable regulatory regime for natural gas distribution operations, which includes performance-based incentives, and the Company has consistently exhibited an ability to achieve productivity gains under this arrangement, generating additional returns in excess of total allowed ROEs. The Company continues to benefit from its increased ownership interest in Portland Natural Gas Transmission System (“PNGTS”), acquired during F2004, as well as from higher regulatory approved rates of return over the past couple of years. Although the Company generates the bulk of its cash flows from its regulated gas distribution operations in Québec, the recent acquisition of a 50% ownership interest in Intragaz Inc. (“Intragaz”) should help the Company further diversify a portion of its cash flows out of Québec over time. Over the medium to long term, Gaz Met’s regulated operations will continue to provide significant support and stability to the Company’s financial profile. Gaz Met should benefit from the removal of the electricity rate freeze in Québec, which will marginally improve the competitiveness of natural gas over time. An additional development that will be accretive to Gaz Met’s earnings and cash flows is the expansion of the Trans Québec & Maritimes Pipeline Inc. (“TQM”) pipeline to supply TransCanada Energy’s Bécancour 550 MW cogeneration plant (“Bécancour”). The Company will continue to be challenged by under-utilized capacity at PNGTS and higher-risk operations in their energy services division, which has been the subject of restructuring and downsizing over the past couple of years in an effort to become profitable. However, these factors are not recent events and the Company has continued to perform well in spite of them. Finally, the claim against Gaz Met, by the primary contractor on the TQM system extension to the U.S. border for reimbursement of approximately $10.6 million in cost overruns, was ruled in favour of the plaintiff by an arbitration panel. The plaintiff had until December 21, 2004, to appeal the decision and did not. Gaz Met expects to receive approval from the National Energy Board (“NEB”) to include certain deferred costs related to the case in their rate base. In any event, DBRS does not feel that this amount would materially impact the Company’s financial profile. RATING CONSIDERATIONS Strengths: • Regulation contributes to relative financial stability • Operating cash flows more than sufficient to finance capital expenditures • Investments in pipelines and non-domestic operations diversify earnings base • Strong key financial ratios FINANCIAL INFORMATION Challenges: • Under-utilized transportation capacity at PNGTS • Competitive pressures from dual energy industrial users, subsidized electricity rates • Earnings sensitivity to economic cycle and interest rates • Flow-through tax accounting adversely impacts coverage ratios 12 mos. ended For the year ended September 30 2004 Dec. 31, 2004 Fixed-charges coverage (times) 2.91 2.88 % debt in the capital structure (1) 61.1% 59.1% Cash flow/total debt (1) 20.8% 23.1% Cash flow/capital expenditures (times) 2.21 2.37 Approved total ROE - domestic gas distribution 11.64% 10.96% Net income (bef. extras.) ($ millions) 160.8 160.4 Cash flow from operations ($ millions) 298.0 295.2 Distribution throughputs (Bcf) (2) 204.4 204.4 Transportation throughputs (Bcf) (2) 236.9 236.9 (1) Debt adjusted to include receivable sales. (2) Weather normalized volumes. 2003 2.96 61.2% 21.4% 2.79 10.34% 153.3 295.3 201.8 223.1 2002 2.87 61.6% 22.1% 3.06 9.69% 154.6 290.9 209.0 227.3 2001 2.45 62.8% 19.6% 3.33 10.38% 141.2 269.5 231.5 212.6 THE COMPANY Gaz Met is the general partner of Gaz Métro Limited Partnership (“GMLP”) and currently owns 72.8% of the partnership units. Gaz Met is indirectly owned by Trencap, sec (50%), Enbridge Inc. (“Enbridge”) (32%), and Gaz de France (18%) and acts as a financing vehicle for GMLP, raising funds as required and down-lending on a back-to-back basis. GMLP is actively involved in gas distribution, transportation, and storage (Québec). AUTHORIZED PAPER LIMIT $400 million GUARANTOR Energy Gaz Métro Limited Partnership DOMINION BOND RATING SERVICE Information comes from sources believed to be reliable, but we cannot guarantee that it, or opinions in this Report, are complete or accurate. This Report is not to be construed as an offering of any securities, and it may not be reproduced without our consent. Gaz Métro inc. – Page 2 BASIS OF ANALYSIS • • The rating of Gaz Met is based on the guarantor, GMLP. GMLP’s primary investments include the following: − 100% ownership of gas distribution operations in Québec and in Vermont [Vermont Gas Systems, Inc. (“VGS”)]; − 50% ownership interest in TQM; − 100% ownership of a cross-border (OntarioQuébec) pipeline (Champion Pipe Line Corporation Limited); and − An indirect (held by Northern New England Gas Corporation) 38.3% ownership interest in a U.S. pipeline, PNGTS, which runs from the Québec/U.S. border to Boston. − • REGULATION • • • • • • • • Domestic gas distribution operations are regulated by the Régie de l’énergie (“Régie”). The regulatory framework is a combination of cost of service/rate of return methodology and performancebased regulation (revenue cap). − Under the framework, Gaz Met is allowed to retain a share of the productivity gains it generates as a performance incentive. − Gas costs continue to be flowed through to the consumer, with price adjustments made on a monthly basis. The base approved ROE is determined according to a formula and incorporates a 384 basis point risk premium. The formula consists of the following two components: − The August Consensus Forecast yield for ten-year bonds plus the market spread between Government of Canada ten- and thirty-year bond yields; and − 75% of the variance in the August forecast rate of return on 30-year Government of Canada bonds. The total approved ROE consists of the base ROE plus the authorized incentive return determined according to the following revenue cap formula: − R = [r*(1+i-p)]*volumes ± z, where r = distribution rates, i = inflation rate, p = productivity factor, and z = exogenous factors. For F2005, the base ROE is 9.69%, plus an incentive return of 1.95%, for a total authorized return of 11.64%. − The approved capital structure for regulatory purposes is 38.5% common equity, 7.5% preferred shares, and 54% debt. The incentive mechanism agreement was approved by the Régie in March 2004 and is in effect from October 1, 2004, to September 30, 2009. Key elements of the agreement include the following: − A productivity factor (“p”) of 0.5%; − 50/50 sharing of authorized incentive return embedded in the approved ROE; − 25/75 sharing between Gaz Met and customers of productivity gains earned in excess of authorized incentive return; and A 50% ownership interest in Intragaz, which operates underground natural gas storage sites in Québec and identifies and develops further such sites in North America. DBRS uses both consolidated and non-consolidated numbers in its analysis. − However, given that GMLP’s gas distribution operations in Québec (not a separate subsidiary) make up about 84% of GMLP’s net earnings, the analysis focuses on the consolidated numbers. − • • • • A maximum upside potential of 375 basis points over base ROE, with any excess over the 375 basis points being returned to customers. TQM is regulated by the NEB based on a cost of service/rate of return methodology. − TQM is also subject to incentive regulation that allows for an equal sharing of cost savings. − The current regulatory regime expires in 2006. − TQM is currently operating with an ROE of 9.56% and is expected to file its 2005 rate case with the NEB by June 2005. The gas distribution operations of VGS are regulated by the Vermont Public Service Board (“VPSB”) on a compliant basis based on a cost of service/rate of return methodology. − In an October 2003 rate decision, the VPSB granted VGS a 9.6% rate increase. In addition, its permitted ROE was lowered slightly from 11.25% to 10.98% on a common equity ratio of 63.6%, which is still significantly higher than approved ROEs and allowed deemed equity for Canadian gas distributors (typically in the 9.6% to 9.7% range and 35% to 40% range, respectively). − VGS has agreed not to apply for another rate increase until October 2005 and, at such time, an alternative rate plan with the VPSB will be developed. This plan will also likely include some form of incentive regulatory framework. PNGTS is regulated by the U.S. Federal Energy Regulatory Commission ("FERC"). In January 2003, PNGTS received final approval of its general rate case, with key terms retroactive to April 1, 2002. Key items include the following: − A new rate structure is in effect until March 31, 2008. − Allowed ROE at 12.5%. − Depreciation rates were reduced to 2% from 4% on transportation and intangible plant assets. The new approved rates should result in a return on investment of about 10% at current volume throughputs. Gaz Métro inc. – Page 3 RATING CONSIDERATIONS Strengths: (1) Regulated gas distribution and transportation operations currently account for almost all of Gaz Met’s earnings and provide the Company with a degree of longterm financial stability. In addition, domestic gas operations are permitted to utilize several deferral accounts that smooth the earnings impact of: (a) weather-induced revenue fluctuations, and (b) interest rate fluctuations on floating rate debt, both of which are amortized and recovered in future rates over a five-year period. Note that while these deferral accounts smooth income, they do not smooth cash flow from operations. (2) Gaz Met continues to generate cash flows from operations that are sufficient to internally finance both its capital expenditures and distributions to partners. DBRS expects that this will continue over the medium to long term, absent any large capital projects. In this situation, the Company is able to rely on external financing to fund such expenditures. (3) The Company continues to explore ways to diversify its operations, such as the recently acquired 50% ownership interest of Intragaz, adding underground natural gas storage capability to the Company’s activities. Intragaz’s expertise in identifying and developing new storage sites in North America will reduce Gaz Met’s exposure to Québec-based distribution operations over the medium to long term. (4) Gaz Met’s key ratios remain strong and compare favourably relative to its peer group. The strength of its financial profile provides Gaz Met with a high degree of financial flexibility. Challenges: (1) PNGTS is currently operating at only 60% capacity, and increasing volume is key to earnings growth over the longer term. Mitigating this challenge somewhat are forecasts by the North American Electric Reliability Council (“NERC”), projecting electricity demand growth of 3,100 MW over the next four years. The resultant additional gas-fired generating capacity required to support this demand should increase PNGTS’s throughput volumes. In addition, liquefied natural gas (LNG) arriving in St. Lawrence River ports is another source of future volume growth. (2) The market penetration of natural gas in Québec is well below the national Canadian average due to: (a) heavily subsidized residential electricity rates (home heating is largely electricity-based in Québec), (b) extensive use of more cost-effective fuel oil and dual-fuel switching capabilities in the industrial market segment, and (c) long distances from sources of gas supplies. These factors reduce the competitive price advantage of gas over alternative sources of fuel. While the electricity rate increases in 2004 by Hydro Québec (totalling approximately 4.5%) and the proposed 2.7% increase effective April 1, 2005, will marginally improve the competitiveness of natural gas compared to electricity, natural gas typically remains 7%-18% more expensive than electricity for residential consumers (depending on the efficiency of the gas furnace). (3) Gaz Met’s earnings and cash flows are sensitive to the economic cycle and to interest rates through approved ROEs. Approximately 55% of gas volumes are delivered to industrial customers, who are sensitive to economic conditions. In terms of interest rates, a 25 basis point change in approved ROEs would impact net earnings by about $2.25 million. In addition, Gaz Met’s cash flows are very sensitive to changes in weather from one year to the next given that remaining volumes are delivered to commercial and residential customers. These factors affect earnings and cash flows over the medium term, but are less of an issue over the long term, as the Company is able to utilize the rate stabilization account to recover weatherinduced revenue fluctuations. (4) The use of the flow-through method of accounting for income taxes (standard practice in Canada for regulated entities) adversely impacts coverage ratios and has resulted in an unrecorded deferred income tax liability of $113.2 million as at September 30, 2004. The recovery of this liability in future rates is not assured. The flow-through method results in lower revenue collections, thereby reducing operating income, interest coverage ratios, and net income as well. Gaz Métro inc. – Page 4 EARNINGS AND OUTLOOK Consolidated Results for GMLP For the year ended September 30 Dec. 31, 2004 2004 2003 2002 Net revenues 547.2 550.1 562.7 546.2 EBITDA 366.9 366.7 378.6 369.5 EBIT 250.4 252.8 246.7 234.3 Gross interest expense 83.5 84.4 84.6 83.1 Net interest expense 83.3 84.8 83.8 79.7 Income taxes* 6.2 7.6 9.5 n/a Net income 160.8 160.4 153.3 154.6 * Reflects income taxes of subsidiaries (on a consolidated basis) subject to signficant influence of Gaz Met (i.e. PNGTS). Income taxes on PNGTS's net income are shown separately by Gaz Met as they are recorded at the PNGTS level. 12 mos. ended ($ millions) Segmented Earnings Operating income (EBIT) ($ millions) Distribution Transportation* Energy services & other (incl. unallocated) Operating income (EBIT) % 12 mos. ended Dec. 31, 2004 83% 206.8 43.3 17% 0.3 0% 100% 250.4 For the year ended September 30 2004 2003 2002 209.5 205.7 202.1 43.0 40.9 30.4 0.4 0.1 1.9 252.8 246.7 234.3 2001 531.0 363.5 236.4 97.7 95.2 n/a 141.2 2001 205.7 32.2 (1.5) 236.4 Net income Distribution Transportation* Energy services & other (incl. allocated) Net income 136.3 137.7 138.0 142.1 134.6 85% 24.1 22.5 16.6 12.8 10.3 15% 0% 0.4 0.2 (1.3) (0.3) (3.7) 100% 160.8 160.4 153.3 154.6 141.2 *The increased ownership in PNGTS on November 17, 2003, necessitated a change in accounting for the investment. Now, the share of PNGTS's revenues and expenses are presented under "Share of income of companies subject to significant influence". To make the segmented information representative with historical information, the contributions to Transportation's EBIT have been added back. Summary: • Both EBIT and net income were slightly higher for the 12 months ended December 31, 2004, versus F2003. • Higher distribution EBIT is the combined result of slightly greater throughput volumes and an increase in the approved rate of return, from 10.34% during F2003 to 10.96% for F2004. − Higher contributions from transportation operations, when compared with F2003, reflect the Company’s increased ownership in PNGTS during F2004 (from 26.9% to 38.3%) as well as somewhat higher transportation volumes. • The 2% decrease in the federal income tax rate reduced F2004 revenues and income by approximately $4.1 million. However, DBRS considers this manageable. − Gaz Met is permitted to recover current income taxes in the rates on its Canadian-based regulated businesses but these businesses are not taxable; therefore, any change in corporate tax rates directly impacts net income. Outlook: • Over the medium term, the outlook for Gaz Met’s earnings remains stable, with some modest growth expected from both the gas distribution and transportation segments. • Earnings from the gas distribution segment, which provides the bulk of Gaz Met’s cash flows, will benefit from Gaz Met’s continuing penetration of the new residential construction sector and the recently approved total rate of return for F2005 of 11.69%. − This will also be helped by Hydro-Québec’s tighter electricity position. • The gas transportation segment will also be a key contributor to the Company’s overall earnings during this period, with key drivers including the following: − Expansion of the TQM pipeline to support the 550MW Bécancour cogeneration plant, expected to begin operating in late 2006. − The acquisition of a 50% ownership interest in Intragaz on December 31, 2004. − Gaz Met’s increased ownership of PNGTS. • Over the longer term, DBRS expects continued earnings stability, with potential earnings growth from various projects currently being pursued, including the following: − Projects for the recovery of landfill gas in Québec; − The Rabaska project, an LNG terminal in the eastern part of Lévis; and − Further development by Intragaz of underground natural gas storage facilities throughout North America. Gaz Métro inc. – Page 5 FINANCIAL PROFILE AND SENSITIVITY ANALYSIS 12 mos ended ($ millions) EBITDA Net income Depreciation + amortization of def. charges Other (future income taxes; adj. of equity income) Cash Flow From Operations Capital expenditures Free Cash Flow Before W/C Changes Rate stabilization Reduction in def. charges related to gas costs Net changes in working capital Free Cash Flow Before Distributions Distributions to partners Free Cash Flow After Distributions Acquisitions/divestitures Other (incl. deferred charges) Cash flow before financing Net debt financing Net equity financing Net Change in Cash Cash flow/capital expenditures (times) Cash flow/total debt (1) % debt in the capital structure (1) Fixed-charges coverage (times) Dec. 31, 2004 366.9 160.8 131.3 5.9 298.0 (135.0) 163.0 7.7 54.8 (7.7) 217.8 (155.7) 62.1 (85.3) (54.1) (77.3) 98.9 0.3 21.9 2.21 20.8% 61.1% 2.91 For the year ended September 30 2004 2003 366.7 378.6 160.4 153.3 130.9 134.8 4.0 7.1 295.2 295.3 (124.4) (105.7) 170.9 189.6 2.3 11.7 53.1 49.3 (9.8) (57.3) 216.5 193.3 (154.3) (148.0) 62.2 45.2 (31.9) (25.6) (65.9) (129.7) (35.6) (110.1) 22.0 42.5 10.6 66.7 (3.0) (0.8) 2.37 23.1% 59.1% 2.88 2.79 21.4% 61.2% 2.96 Sensitivity Analysis Year 1 Year 2 330.2 330.2 107.5 108.1 133.5 133.8 241.0 241.9 (140.0) (140.0) 101.0 101.9 8.0 8.0 7.2 7.2 0.0 0.0 116.2 117.1 (102.1) (102.7) 14.1 14.4 14.1 14.4 (14.1) (14.4) 0.0 0.0 1.72 18.0% 60.8% 2.21 1.73 18.3% 60.4% 2.23 Year 3 330.2 108.7 134.1 242.8 (140.0) 102.8 8.0 7.2 0.0 118.0 (103.3) 14.7 14.7 (14.7) (0.0) 1.73 18.5% 60.0% 2.25 (1) Receivable sales treated as short-term debt financings. Summary: • For the 12 months ended December 31, 2004, cash flow from operations remained relatively flat compared with F2003 but continued to be sufficient to internally fund both capital expenditures and distributions. − Slightly higher capital expenditures incurred during the 12 months ended December 31, 2004, were primarily to fund development of the gas distribution system. • The 50% interest in Intragaz (now jointly controlled with Gaz de France) was acquired on December 31, 2004, and financed with a combination of debt and equity, helping to maintain the Company’s capital structure at around 60%. • The predominance of Gaz Met’s regulated operations ensures that the Company typically generates stable cash flows, sufficient to maintain a stable financial profile. • However, free cash flows before distributions (and after working capital changes) are sensitive to fluctuations in weather. Outlook: • Over the medium term, cash flow from operations will continue to remain relatively stable and exhibit some growth, given the Company’s continuing business operations. − Some uplift in cash flows is expected from both the higher authorized rate of return for F2005 and the expansion of the TQM pipeline to supply Bécancour. • Cash flow from operations will remain sufficient to fund Gaz Met’s capital expenditures and distributions to partners. − Capital expenditures over the medium term will increase as a result of various projects under development. • The aforementioned fluctuations in weather and natural gas costs will continue to add volatility to Gaz Met’s cash flows before financing. − While deferred charges are recoverable in future rates, they often require external financing in the interim. • Over the longer term, key financial ratios should remain in line with current levels given that the majority of Gaz Met’s assets are regulated, and the Company’s financial profile is expected to remain within the acceptable range for the rating given its business risk profile. Gaz Métro inc. – Page 6 Sensitivity Analysis: (1) Assumptions: • EBITDA declines 10% in Year 1 and remains flat thereafter. • Capital expenditures are $140 million per year. • Deferred charges (natural gas costs) are assumed to be nil in that forecast gas costs are equal to actual gas costs. − Since there are no more changes to the deferred charges related to natural gas costs, the reduction in deferred charges is the amount at December 31, 2004, amortized over the three-year projection period, or $7.2 million per annum. • Remaining balance in the rate stabilization account at December 31, 2004, is amortized over five years, or $7.96 million per annum. • The distributions payout is 95% of net income. • Any free cash flow deficit is debt-financed. Outcomes: • Despite the decline in EBITDA, Gaz Met would continue to record free cash flow surpluses, using the excess cash to repay debt. • Gaz Met’s key ratios would weaken somewhat but remain relatively strong. (1) Note: DBRS stress tests the financial strength of companies analyzed to measure their sensitivity under various extreme scenarios. The assumptions used are based neither upon any specific information provided by the Company, nor any expectations that DBRS has concerning the future performance of the Company. LONG-TERM DEBT MATURITIES AND BANK LINES Debt Maturities and Sinking Fund Requirements As at September 30, 2004 ($ millions) First mortgage bonds/term loans F2005 52.1 F2006 82.5 Summary: • Gaz Met’s debt maturities are reasonably well spread and should not present any liquidity problems. − Interest rate risk shouldn’t pose a problem for the Company given that interest rate expense is recoverable in rates. • Gaz Met recently negotiated a five-year committed credit facility totalling $400 million (backing a $400 million commercial paper program), maturing December 21, 2009. This replaced their $300 million fully committed term bank facility that was to mature in April 2005 (and which backed a $300 million commercial paper program). − As at December 31, 2004, Gaz Met had $178 million outstanding under its commercial paper program. F2007 80.6 • F2008 5.6 Other credit facilities include the following: − Gaz Met’s $100 million, unsecured 364-day renewable line of credit; − Gaz Met’s share of TQM’s unsecured 364-day renewable line of credit is $10 million; and − VGS’s unsecured bank lines totalling US$25.5 million. Gaz Métro inc. – Page 7 DESCRIPTION OF OPERATIONS CDPQ* (General Partner) Solidarity Fund QFL 51.11% 16.67% BC Investment Management Corporation SNC-Lavalin 11.11% Trencap sec Regime des rentes du Mouvement Desjardins 11.11% 8.33% Enbridge 50.38% Regime de retraite de l'Université du Québec 1.67% Gaz de France 32.06% 17.56% Noverco Inc. 100% General Partner Gaz Métro inc. Limited Partners 72.8% Gaz Métro Limited Partnership Natural Gas Transportation and Storage Natural Gas Distribution 27.2% Public Energy Services and Other 50% GMLP 100% Cable VDN inc. PNGTS Aqua Data Inc. Champion Aqua-Rehab Inc. 38.3% Vermont Gas Systems * Caisse de dépôt et placement du Québec Capital d'Amèrique as General Partner TQM 100% Gaz Met’s key operating segments are: Gas Distribution - Gaz Met’s core business and accounts for 78% of GMLP’s assets and 83% of operating income. − GMLP delivers approximately 97% of the natural gas consumed in Québec, while VGS is the sole gas distributor in Vermont. Gas Transportation and Storage - includes a 50% interest in the TQM pipeline and a 38.3% interest in PNGTS. This segment currently holds about 18% of assets and contributes 17% of operating income. − TQM operates a gas pipeline in Québec that connects upstream with that of TransCanada PipeLines Limited and downstream with those of PNGTS and Gaz Met. Currently working on the Bécancour expansion. − PNGTS’s pipeline originates at the Québec border and extends to the suburbs of Boston. − On December 31, 2004, GMLP acquired an ownership interest in Intragaz, adding underground natural gas storage capability to GMLP’s activities. Intragaz’ results will be reported with the Gas Transportation sector. − Over the medium to long term, throughput volumes on the PNGTS pipeline may increase as a result of increased demand for natural gas in the U.S. northeast to support required capacity expansion in that region. − The Company is also pursuing further development, by Intragaz, of underground natural gas storage facilities throughout North America. − The Rabaska project, a joint venture with Enbridge and Gaz de France to pursue the development of a liquefied natural gas terminal in the eastern part of Lévis; Energy Services and Other - which includes non-regulated activities, is relatively small at 4% of assets. − The Company sells goods and services in the energy business and in water, waste-water, and fibre optics networks. Energy related activities are focused on the maintenance and repair of residential, commercial and industrial equipment, and on the heating and cooling of large buildings. − Growth of water and waste-water projects may also increase as integrated water distribution and wastewater collection systems become mandatory in Québec. Other projects that the Company is currently pursuing include the following: − Projects for the recovery of landfill gas in Québec. Gaz Métro inc. – Page 8 Gaz Metro Limited Partnership (Consolidated) Balance Sheet ($ millions) Assets Cash Accounts receivable Inventories Prepaid expenses Current Assets Net fixed assets Rate stabilization acct Deferred charges Investments Financial instruments Goodwill Total As at Dec. 31 2004 15.1 250.9 180.4 5.8 452.2 1,792.4 39.8 156.6 117.1 40.2 35.0 2,633.3 Ratio Analysis Liquidity Ratios (2) Current ratio Accumulated depreciation/gross fixed assets Cash flow/total debt Cash flow/capital expenditures Cash flow-distributions/capital expenditures % debt in capital structure Average coupon on long-term debt Deemed common equity (domestic gas distribution) As at September 30 2004 6.8 57.9 235.4 5.3 305.4 1,656.8 44.6 82.4 136.9 112.0 23.0 2,361.0 2003 9.8 41.4 251.8 5.4 308.3 1,786.2 76.2 204.4 32.4 0.0 23.4 2,430.9 Liabilities & Equity Bank debt A/P + accr'ds. L.t.d. due in one year Current Liabilities Future income taxes Financial instruments Long-term debt (1) Minority interest Partners' equity Total As at Dec. 31 2004 37.3 274.1 70.1 381.5 36.9 15.8 1,286.2 0.0 913.0 2004 28.5 203.7 46.2 278.4 32.9 2.0 1,162.7 0.0 884.9 2003 30.8 214.5 16.7 262.1 21.0 0.0 1,271.9 0.0 876.0 2,633.3 2,361.0 2,430.9 As at September 30 Non-consolidated basis Consolidated basis For the year ended September 30 For the year ended September 30 12 mos. ended 2004 2003 2002 Dec. 31, 2004 2004 2003 2002 1.33 1.22 1.00 1.17 1.08 1.14 0.87 35.6% 34.9% 33.6% 35.7% 37.0% 34.3% 33.3% 35.7% 30.5% 25.8% 20.8% 23.1% 21.4% 22.1% 3.59 3.84 3.31 2.21 2.37 2.79 3.06 2.11 2.05 1.47 1.05 1.13 1.39 1.57 54.3% 54.3% 54.6% 61.1% 59.1% 61.2% 61.6% 7.09% 8.39% 8.41% 6.95% 6.95% 7.96% 7.96% 38.50% 38.5% 38.5% 38.5% 38.5% 38.5% 38.5% Deemed common equity (U.S. gas distribution) Deemed common equity (TQM - pipeline) Deemed common equity (PNGTS - U.S. pipeline) Distribution payout (before extras.) Coverage Ratios (3) EBIT interest coverage EBITDA interest coverage Fixed charges coverage Earnings Quality/Operating Efficiencies & Statistics Operating margin Net margin (before non-recurring) Return on partners equity (before non-recurring) Approved base ROE (domestic gas distribution) Approved total ROE (domestic gas distribution) Approved ROE (U.S. gas distribution) Approved ROE (TQM - pipeline) Approved ROE (PNGTS - U.S. pipeline) Rate base - domestic gas distribution ($ millions) Rate base growth - domestic gas distribution Rate base (avg.) - TQM pipeline ($ millions) Customer/employee (domestic gas distribution) Customer growth (domestic gas distribution) Degree day deficiency - % normal (domestic gas) (1) Long-term debt includes commercial paper outstanding. (2) Debt ratios adjusted to reflect receivable sales (i.e., debt equivalent). (3) Before capitalized interest, AFUDC and debt amortizations. See note (1). 2001 0.97 31.5% 19.6% 3.33 1.60 62.8% 7.96% 38.5% 63.3% 30.0% 25.0% 96.2% 63.3% 30.0% 25.0% 96.5% 63.3% 30.0% 25.0% 91.5% 63.3% 30.0% 25.0% 96.8% 63.3% 30.0% 25.0% 96.2% 63.3% 30.0% 25.0% 96.5% 63.3% 30.0% 25.0% 91.5% 63.3% 30.0% 25.0% 99.4% 4.08 5.65 4.08 3.18 4.85 3.18 3.42 5.06 3.42 2.91 4.46 2.91 2.88 4.40 2.88 2.96 4.52 2.96 2.87 4.50 2.87 2.45 3.75 2.45 44.2% 35.4% 18.2% - 43.6% 34.3% 18.1% - 45.9% 34.9% 18.9% - 43.5% 29.4% 17.9% 9.69% 11.64% 10.98% 9.56% 12.50% 43.3% 29.2% 18.2% 9.45% 10.96% 11.25% 9.79% 12.50% 1,666.27 6.4% 463.58 120.25 2.5% 99.5% 43.8% 27.3% 18.1% 9.89% 10.34% 11.25% 9.79% 12.50% 1,566.71 1.4% 484.51 122.36 0.7% 106.4% 42.9% 28.3% 18.9% 9.67% 9.69% 11.25% 9.53% 12.50% 1,545.60 0.0% 504.14 127.78 1.1% 81.7% 44.5% 26.6% 17.5% 9.60% 10.38% 11.25% 9.61% 14.00% 1,545.84 4.0% 524.17 127.68 0.1% 99.9% Gaz Métro inc. – Page 9 Gaz Métro Limited Partnership (Consolidated) Income Statement ($ millions) Distribution (1) Transmission Other energy services Gross revenues Direct costs Net revenues Expenses Operating + maintenance Development costs Depreciation Total operating costs Operating income Interest expense Other financial charges Interest/dividend income Net interest expense Equity income Pre-tax income Income taxes Net income 12 mos. ended Dec. 31, 2004 1,709.2 42.9 62.5 1,814.5 1,267.3 547.2 For the year ended September 30 2004 2003R 2002 1,671.9 1,633.6 1,487.1 45.8 63.0 62.1 60.2 53.8 48.8 1,778.0 1,750.4 1,598.0 1,228.0 1,187.7 1,051.8 550.1 562.7 546.2 180.2 0.0 129.2 309.4 237.8 83.5 4.8 (4.9) 83.3 12.6 167.1 6.2 160.8 183.4 0.0 128.6 312.0 238.1 84.4 5.4 (4.9) 84.8 14.7 168.0 7.6 160.4 184.1 0.0 131.9 316.0 246.7 84.6 2.9 (3.7) 83.8 0.0 163.0 9.5 153.3 Distribution Throughputs - Breakdown Industrial Commercial Residential Total (actual) - (bcf) 111.6 67.3 26.2 203.5 110.1 67.7 26.6 202.2 Weather normalized throughputs (Bcf) 204.4 204.4 0.7% 0.0% Growth in volume throughputs (actual) Growth in volume throughputs (normalized) 236.9 Transportation throughputs (Bcf) (2) (1) Domestic distribution revenues are based on weather normalized throughputs. (2) Volumes not adjusted for Gaz Met's ownership interest. R=Restated. 0.8% 1.3% 236.9 2001R 1,962.6 60.0 41.3 2,063.9 1,532.9 531.0 176.7 0.0 135.2 311.9 234.3 83.1 1.1 (4.5) 79.7 167.5 0.0 127.1 294.6 236.4 97.7 0.4 (2.9) 95.2 154.6 141.2 154.6 141.2 108.4 67.2 26.2 200.5 115.2 61.9 23.4 199.1 106.7 66.5 25.9 224.1 201.8 209.0 231.5 0.7% (3.4%) (11.2%) 3.0% 223.1 227.3 3.7% 0.1% 212.6