Société en commandite Gaz Métro Cause tarifaire 2006, R-3559-2005 Stability Ratings Report Gaz Metro Limited Partnership Current Report: Press Released: Previous Report: March 16, 2005 March 16, 2005 February 25, 2004 416-593-5577 incomefunds@dbrs.com RATING Current STA-1 (low) 2004 STA-1 (low) 2003 STA-1 (low) Note: DBRS ratings are not a recommendation to buy, sell, or hold Fund units. STABILITY RATING SUMMARY Legend: Superior Operating Characteristics Asset Quality Financial Profile Moderate Diversification Weak Size & Market Position Sponsorship & Governance Growth STABILITY RATING RATIONALE Gaz Métro Limited Partnership’s (“Gaz Métro” or the “Fund”) stability rating is based on: (1) the continuation of stable per unit cash distributions; (2) the maintenance of the fundamental business characteristics of the Fund, which comprise regulated natural gas distribution, transportation, and natural gas storage operations that provide a high degree of long-term stability and sustainability to cash distributions per unit; and (3) cash distributions per unit that are significantly lower than cash available for distribution per unit, which provide the Fund with a significant buffer to deal with cash flow volatility from one year to the next. The Fund continues to generate stable per unit cash distributions that have steadily increased over the past few years. Contributing to this growth has been a combination of increased investment in new and existing business lines and, over the past few years, higher total regulated rates of return. The Fund continues to generate the bulk of its earnings from the regulated gas distribution business, delivering approximately 97% of the natural gas consumed in Québec, and 100% of the gas distributed in Vermont. However, while the acquisition of a 50% ownership interest in the Intragaz Inc. (“Intragaz”) in December 2004 adds natural gas storage to the Fund’s asset mix, the Fund’s operations currently remain concentrated in Québec. Strengths: • Majority of earnings from stable, regulated businesses • Reasonable balance sheet and financial ratios • Rate Stabilization Account enables the Fund to recover weather-induced revenue fluctuations over five years • Performance-based regulation allows for earnings above regulated returns • Strong sponsors: Trencap, s.e.c., Enbridge Inc., and Gaz de France The outlook for the Fund’s cash distributions remains stable, with some uplift to be provided by the Intragaz acquisition and the recent regulatory approval, in September 2004, of a total authorized return for F2005 of 11.64%. Cash available for distribution per unit will continue to be highly dependent on the weather and be modestly negatively impacted in F2005 by a slight reduction in the corporate income tax rate, which affects regulated gas distribution income and cash flows. Over the longer term, the Fund’s cash distributions per unit should benefit from the removal of the electricity rate freeze in Québec, which enhances the competitiveness of gas. In addition, the Fund’s greater ownership interest in Portland Natural Gas Transmission System (“PNGTS”), particularly when combined with the potential increase in throughput volumes at PNGTS given its currently low capacity utilization rate, the expansion of the Trans Québec & Maritimes Pipeline Inc. (“TQM”) pipeline to support TransCanada Energy Inc.’s Bécancour cogeneration plant, and further gas storage developments by Intragaz Inc., should also benefit unitholders over the longer term. The recently renegotiated and approved incentive mechanism agreement for domestic gas distribution operations, while less favourable than the previous agreement, does not pose a material challenge to the Fund’s cash distributions per unit. Challenges: • Earnings sensitive to interest rates through base return on equity • Competitive pressure from low electricity rates in Québec • PNGTS pipeline operates in the highly competitive gas transportation market • The Fund is concentrated in one province (Québec) and in one product line (gas distribution) • Corporate tax rate changes impact net earnings FINANCIAL INFORMATION 12 mos. ended Declared distributions per unit, diluted* ($) Cash available for distribution per unit, diluted* ($) Net income (before extras.) per unit, diluted* ($) % debt in capital structure Cash flow/total debt EBITDA interest coverage (times) Return on average equity (before extras.) Declared distributions/cash avail. for distribution Market capitalization ($ millions) Dec. 31, 2004 1.36 2.30 1.40 61.1% 20.8% 4.46 17.9% 0.59 2,521 For the year ended September 30 2004 2003 2002 1.35 1.34 1.28 2.27 2.36 2.36 1.40 1.39 1.40 59.1% 61.2% 61.6% 23.1% 21.4% 22.1% 4.40 4.52 4.50 18.2% 18.1% 18.9% 0.59 0.57 0.54 2,409 2,310 1,999 2001 1.27 2.17 1.28 62.8% 19.6% 3.75 17.5% 0.59 1,806 *Diluted refers to trust units + exchangeable units. THE FUND Gaz Métro Limited Partnership is 72.8%-owned by Gaz Métro inc. The Partnership is involved mainly in natural gas distribution in Québec, with the remainder in gas transportation. Gas transportation operations include a 50% interest in TQM and a 38.3% interest in PNGTS. Gaz Métro inc. is indirectly owned by Trencap, s.e.c (“Trencap”) (50%), Enbridge Inc. (“Enbridge”) (32%), and Gaz de France (18%). Income Fund Original : 2005.06.13 DOMINION BOND RATING SERVICE SCGM - 7, Document 10 Information comes from sources believed to be reliable, but we cannot guarantee that it, or opinions in this Report, are complete or accurate. This Reporten is notliasse to be construed as an offering of any 9 pages securities, and it may not be reproduced without our consent. Gaz Métro Limited Partnership - Page 2 OPERATING CHARACTERISTICS Superior Strengths: (1) The majority of the Fund’s income is earned from its highly stable regulated gas distribution operations in Québec (approximately 83% of EBIT). – For gas distribution operations, the commodity costs of natural gas, as well as transportation, storage, and compression costs are flowed through to the consumer, with price adjustments made on a monthly basis. – Gas transportation operations (approximately 17% of EBIT) are also regulated by the relevant regulatory authorities in their respective jurisdictions. – These regulated operations provide stable earnings that are enhanced by a weather-related stabilization fund for the distribution operations (see below), and generate EBITDA interest and cash flow-to-debt coverage ratios that are very reasonable. – The 50% interest in Intragaz, acquired on December 31, 2004, adds regulated underground natural gas storage capability to the Fund’s activities. (2) The Fund’s domestic gas distribution operations are permitted to use a weather-related stabilization reserve account that smooths income throughout the weather cycle. Earnings are recorded based on a 30-year average temperature, and any shortfalls/surpluses are amortized and recovered/remitted in future rates over a five-year period. (3) Colder temperatures in both F2004 and F2005 helped reduce the balance in the Rate Stabilization Account to $39.8 million as at December 31, 2004, and this amount is being collected in customer rates over the next five years. Performance-based regulation for the Fund’s domestic gas distribution operations provides the Fund with an incentive to achieve productivity gains in excess of the authorized incentive return ($4.7 million in additional productivity gains to Gaz Métro were earned in F2004). (4) The Fund is indirectly owned by Trencap (50%), Enbridge (32%), and Gaz de France (18%), which would be potential sources of assistance (financial or operating) if it was ever needed. - These investors provide a solid, diverse support base and have a long-term investment horizon. Challenges: (1) Lower approved base return on equity (ROE) than comparable utilities in the U.S., which limits income levels and coverage ratios. (2) For residential customers, natural gas is typically more expensive than electricity for heating in Québec. This is largely due to the subsidization of electricity rates by Hydro-Québec. - The electricity rate increases in 2004 (totalling approximately 4.5%) and the 1.2% increase, approved by the Régie de l’energie (the “Régie”) on February 25, 2005, effective April 1, 2005, will marginally improve the competitiveness of gas compared to electricity, although natural gas is typically 7%-18% more expensive than electricity for residential consumers. (3) PNGTS faces tough competition from Nova Scotia and Texas gas, and is currently operating at low capacity utilization (60%). - The expected growth in electricity demand in the U.S. northeast, which is dominated by gas-fired generation, will require additional gas transportation capacity, that PNGTS clearly has. (4) The Fund’s primary operations comprise natural gas distribution in Québec (83% of EBIT) and, consequently, are highly dependent on both the regulatory regime in Québec and the growth prospects in that province. - The Fund actively seeks out diversification opportunities through either acquisition, such as Intragaz, or through development projects that should enable the Fund to diversify out of primarily one geographic segment and product line. (5) The Fund is a non-taxable entity because of its limited partnership structure; therefore, its regulated distribution rates include a deemed income tax expense component. - However, when corporate income tax rates are reduced, the Fund’s net income declines accordingly. ASSET QUALITY • • Superior The Fund’s asset quality ranks as superior, based on the following characteristics: - The Fund’s assets currently consist of 73% gas distribution infrastructure in Québec, 18% investments in gas transportation operations, 5% in gas distribution in the U.S., and the remainder in non-regulated activities. - Natural gas distribution and transportation assets typically have long operating lives, with very manageable and predictable capital expenditures. - The Fund’s low maintenance capital expenditures are easily funded with depreciation allowance. On December 31, 2004, the Fund acquired a 50% ownership interest in Intragaz, adding underground natural gas storage capability to the Fund’s activities. - Intragaz operates the only two underground storage facilities in Gaz Métro’s service area in Québec. The Pointe-du-Lac storage facility is fully developed while the St. Flavien storage facility can be expanded by an additional 30%, providing further development opportunities. While total capital expenditures are relatively high (about 38% of cash flow from operations when growth-related capital expenditures are included) the Fund, unlike many other income funds, does not distribute its depreciation allowance to unitholders. This depreciation typically covers capital expenditure requirements. - The Fund’s maintenance capital expenditures are currently only around 10% of cash flow from operations (or approximately $35 million per year). Overall, asset quality will enable the Fund to continue generating relatively stable and growing cash distributions over the near-to-medium term. - • • Gaz Métro Limited Partnership - Page 3 FINANCIAL PROFILE Moderate 12 mos. ended Statement of Cash Flow ($ millions) Net income (before extras.) Depreciation & amortization Other non-cash adjustments Cash Flow From Operations Maintenance capital expenditures Cash Available For Distribution Cash distributions Cash Available After Distributions Reduction in deferred charges related to natural gas costs Rate stabilization account Change in working capital Free Cash Flow After Working Capital Changes Growth/other capital expenditure Acquisitions/divestitures Other (incl. deferred charges) Cash flows before financing Debt financing (net) Equity financing (net) Net Change In Cash Key Financial Ratios Per cent debt in capital structure Cash flow-to-debt EBITDA interest coverage EBITDA less maintenance capex/int. costs • • • The Fund’s financial profile ranks as moderate, which is supported by the following factors: - Although the Fund has a relatively high debt-to-capital ratio at 60%, its gas distribution, transportation, and storage operations are regulated, providing a high level of earnings stability that is enhanced further by a weather-related stabilization fund. - The Fund only distributes earnings and this practice conserves sufficient internally generated cash to fund both maintenance and growth capital expenditures, pay down debt, or fund asset growth. - EBITDA interest coverage and cash flow-to-debt are very reasonable for the existing capital structure. The Fund generates sufficient cash flow from operations to internally fund capital expenditures and cash distributions. - Large acquisitions such as the Intragaz transaction, which cost approximately $90 million, typically require outside sources of financing; however, the capital structure of the Fund has remained relatively constant at around 60%. - On January 28, 2005, the Fund completed a units issue totalling approximately $62 million to partially fund the Intragaz issue. The acquisition of an ownership interest in Intragaz is expected to increase cash flow over the medium term, given that company’s expertise in identifying and developing new storage sites in North America. For the year ended September 30 Dec. 31, 2004 160.8 131.3 5.9 298.0 (35.0) 263.0 (155.7) 107.3 54.8 7.7 (7.7) 162.1 (100.1) (85.3) (54) (77) 98.9 0.3 21.9 2004 160.4 130.9 4.0 295.2 (35.0) 260.2 (154.3) 105.9 53.1 2.3 (9.8) 151.6 (89.4) (31.9) (66) (36) 22.0 10.6 (3.0) 2003 153.4 134.8 7.1 295.4 (35.0) 260.4 (148.0) 112.4 49.3 11.7 (57.3) 116.0 (70.7) (25.6) (130) (110) 42.5 66.7 (0.8) 2002 154.6 136.3 0.0 290.9 (30.0) 260.9 (141.4) 119.5 45.8 (50.5) 12.6 127.4 (65.0) (4.4) (12) 46 (39.2) 0.0 6.9 2001 141.2 128.3 0.0 269.5 (30.0) 239.5 (140.3) 99.2 33.3 (5.3) 25.6 152.7 (51.0) (5.0) (172) (75) 73.9 0.9 (0.5) 61.1% 20.8% 4.46 4.04 59.1% 23.1% 4.40 3.99 61.2% 21.4% 4.52 4.10 61.6% 22.1% 4.50 4.14 62.8% 19.6% 3.75 3.44 Natural gas storage is a natural fit for the Fund’s operations, as storage of natural gas is a part of its supply chain. TQM is also expected to provide cash flow growth due to the expansion of the pipeline to supply TransCanada Energy Inc.’s Bécancour plant, which will not only increase throughput volumes at TQM but will also add to the Fund’s rate base, providing additional earnings uplift. Over the medium-to-longer term, regulated distribution operations will continue to provide the bulk of the Fund’s cash flow stability with additional growth provided by TQM, Intragaz, and PNGTS. The Fund’s debt maturities are reasonably well spread out and should not present any liquidity problems. - Interest-rate risk is limited for Gaz Métro as its interest rate costs are recoverable in its rates. The Fund’s debt levels are understated by the amount of its securitized receivables, which are not consolidated in its financial statements. - Securitized receivables for F2004 were $43 million, versus $61 million during the previous fiscal year. Gaz Métro inc. has a solid “A”/R-1 (low) credit rating, providing it with access to alternative sources of capital, enhancing financial flexibility On December 21, 2004, the Fund negotiated a five-year committed credit facility totalling $400 million (and backing a $400 million commercial paper program) and maturing December 21, 2009. This replaced its • • • • • • Gaz Métro Limited Partnership - Page 4 • previous $300 million credit facility that was to expire on April 30, 2005 (and that backed a $300 million commercial paper program). - This provides the Fund with a significant liquidity cushion given that it generates sufficient cash from operations to fund distributions and all capital expenditures. Other credit facilities include: - - A $100 million, unsecured 364-day renewable line of credit; The Fund’s share of TQM’s unsecured 364-day renewable line of credit amounting to $10 million; and Vermont Gas System’s (“VGS”) unsecured bank lines totalling US$25.5 million. DIVERSIFICATION • • • Moderate The Fund’s diversification ranks as moderate based on the following characteristics: - The Fund’s gas distribution operations (approximately 83% of EBIT) have a good balance between economy-sensitive industrial customers (55% of normalized throughputs) and weather-sensitive residential and commercial customers (45% of normalized throughputs). Regulated gas transportation and higher-risk non-regulated activities (currently at 17% of EBIT) provide some upside earnings growth potential for the Fund. - The increased ownership in PNGTS and the expected increased throughput volumes at both TMQ and PNGTS will provide a boost to earnings. - The Fund’s recent acquisition of Intragaz added underground natural gas storage capabilities to its asset base, increasing diversification. Overall, however, the Fund has the following concentrations: - The bulk of the Fund’s operations are mainly in natural gas distribution in Québec and, consequently, are highly dependent on both the • regulatory regime in Québec and growth prospects in that province. - Intragaz adds further concentration in Québec as it operates two underground storage facilities in Gaz Métro’s service area in Québec. The Fund is currently considering the following projects, which will provide greater product line and geographic diversification if they are undertaken: - The Rabaska project, a joint venture with Enbridge and Gaz de France to pursue the development of a liquefied natural gas (LNG) terminal in the eastern part of the city of Lévis, as a means of diversifying the Fund’s gas supply; - Continuing underground natural gas storage development throughout North America, a competitive strength of Intragaz, which will diversify its asset base geographically; - New cogeneration plants in Québec, where electricity demand/supply conditions are beginning to tighten; and - The recovery of landfill gas in Québec. 12 mos. ended Segmented information (EBIT) Distribution Transportation Energy services and other (incl. unallocated) % of total 83% 17% 0% 100% SIZE AND MARKET POSITION Superior • The Fund ranks as superior in terms of size of its asset base and market capitalization: - With a market capitalization of approximately $2.6 billion, the Fund is one of the largest limited partnerships in Canada. Dec. 31, 2004 206.8 43.3 0.3 250.4 2004 209.5 43.0 0.4 252.8 2003 205.7 40.9 0.1 246.7 2002 202.1 30.4 1.9 234.3 2001 205.7 32.2 (1.5) 236.4 The Fund’s regulated gas distribution activities are monopoly operations in its given service area. The Fund’s large size results in economies of scale and better operating efficiencies, as well as improves access to additional capital sources and sufficient flexibility to access the capital markets on favourable terms. • For years ended September 30 Gaz Métro Limited Partnership - Page 5 SPONSORSHIP/GOVERNANCE Superior The Fund’s sponsorship ranks as superior based on the following characteristics: Sponsorship: • The Fund is 72.8%-owned by Gaz Métro inc., with the remainder owned by the public. • Gaz Métro inc. is indirectly owned by Trencap (50%), Enbridge (32%), and Gaz de France (18%), and these companies would be potential sources of assistance (financial or operating) if it was ever needed. - Trencap, a limited partnership comprising several investors including the Caisse de dépôt et placement du Québec (“Caisse”), SNC Lavalin Group Inc., and BC Investment Management Corporation, acquired Hydro-Quebec’s stake in June 2004. The change of ownership will have little impact on Gaz Métro’s corporate direction or day-to-day operations. - These investors provide a solid, diverse support base and have a long-term investment horizon. DBRS provides a counterparty rating on the Caisse at AAA and rates Enbridge at “A”. • Gaz Métro inc. acts as a financing vehicle for the Fund, raising funds and lending down on a back-to-back basis. GROWTH Management Agreement: • Gaz Métro inc. has the exclusive right, power, and authority to administer, manage, control, and operate the business of the Fund and hold title to its assets. • Gaz Métro inc. receives a management fee of $50,000 per fiscal year plus reimbursement of expenses. • At under 0.02% of cash flow from operations, the management fee paid by the Fund is extremely low, leaving more cash available to be paid out to unitholders. Moderate 12 mos. ended Total trust units outstanding, diluted* (thousands) Total trust units outstanding, fully diluted* (thousands) Weighted avg. units outstanding, diluted (thousands) Net income (before extras.) per unit, diluted ($) Cash flow from operations per unit, diluted ($) Cash available for distribution per unit, diluted ($) Declared distributions per unit, diluted ($) Declared distributions/cash available for distributions Dec. 31, 2004 114,482 114,517 114,477 1.40 2.60 2.30 1.36 0.59 For the year ended September 30 2004 114,482 114,517 114,477 1.40 2.58 2.27 1.35 0.59 2003 113,927 113,977 110,475 1.39 2.67 2.36 1.34 0.57 2002 110,469 110,502 110,469 1.40 2.63 2.36 1.28 0.54 2001 110,469 110,502 110,469 1.28 2.44 2.17 1.27 0.59 *Diluted refers to trust units + exchangeable units, fully diluted includes options exercisable at end of period. Growth ranks as moderate based on the following characteristics: • Unlike many other income funds, the Fund does not distribute its depreciation and amortization allowance to unitholders and generates sufficient cash flow from operations to internally fund capital expenditures, cash distributions, and reduce debt. - New equity is typically issued only to fund acquisitions or large growth-related capital expenditures and to maintain the Fund’s capital structure at around 60% debt. - On January 28, 2005, the Fund issued 2.83 million units at $23.00 per unit for net proceeds of approximately $62 million to assist in funding the Intragaz transaction. The unit issue did not have a dilution effect on the Fund given that it only comprised approximately 2.5% of the existing weighted average units outstanding and the Intragaz acquisition is immediately accretive. The Fund’s existing asset base, comprised primarily of regulated gas distribution operations, provides for stable cash flows from operation over the long term. - Cash available for distribution per unit has been increasing steadily, driven by a combination of organic growth and increased investment in new and existing business lines. - Cash distributions per unit have also been highly stable, exhibiting some growth over the past five years. - • Gaz Métro Limited Partnership - Page 6 • BACKGROUND: THE FUND’S OPERATIONS • • • • - Future cash distributions per unit are expected to remain relatively stable with modest growth. It is expected that the growth will come from: - The increased ownership interest in PNGTS; - Expansion of the TQM pipeline to support the Bécancour 550 megawatts (MW) cogeneration plant, expected to begin operating in late F2006. Approximately 30 billion cube feet (Bcf), or roughly 15%, of the Fund’s current throughput amounts, in additional natural gas capacity is required annually for a typical 550 MW gas-fired plant; Gaz Métro is involved in gas distribution, gas transportation, and energy services and other. Gas distribution accounts for 78% of the Fund’s assets and 83% of operating income. - The Fund delivers approximately 97% of the natural gas consumed in Québec, while VGS is the sole gas distributor in Vermont. Gas transportation includes a 50% interest in TQM and a 38.3% interest in PNGTS. This segment currently holds about 18% of assets and contributes 15% of operating profit. - On December 31, 2004, the Fund acquired a 50% ownership interest in Intragaz, adding underground natural gas storage capability to the Fund’s activities. Intragaz’ results will be reported with the gas transportation and storage sector. “Energy services and other” includes non-regulated activities, which is relatively small at 4% of assets. Natural Gas Distribution in Québec • Distribution of natural gas in Québec is regulated by the Régie. • The Régie allows monthly rate adjustments for natural gas price fluctuations. • Capital structure is reasonable, with a deemed 38.5% common equity, 7.5% preferred share equivalent, and 54% debt. • The Fund’s gas distribution operations are allowed to recover prudently incurred operating costs plus earn a reasonable ROE. • The Rate Stabilization Account enables the Fund to book revenue on the basis of normal weather. - The mechanism creates a receivable when weather is warmer than average, which is collected over a five-year period. - The mechanism creates a drawdown in the balance, or a payable, when weather is colder than normal. • Rate stabilization increases income stability, but not cash flow stability. - In F2004/F2005, the Fund recorded a net $36.3 million decrease in the rate stabilization account due to colder-than-normal weather to $39.8 million at December 31, 2004 (an asset), which will be collected in future rates. - • • • • • Increased demand for natural gas in the U.S. northeast per the North American Electric Reliability Council’s (“NERC”) projections of electricity demand growth of 3,100 MW over the next four years, and the resultant additional generating capacity required to support this demand, should increase throughput volumes at PNGTS; and Growth of water and waste-water activities will likely accelerate in the future as integrated water distribution and wastewater collection systems master plans become mandatory in Québec. Customer penetration rates are high in industrial and commercial markets and low in residential markets, although potential growth exists with new residential construction. - The removal of the electricity rate freeze in Québec during 2004 should increase the competitiveness of gas, particularly in light of expected future electricity rate increases. The Fund over-earned $14 million in F2004 under incentive mechanisms, of which $4.7 million accrues to the Fund on approval by the Régie, and the balance is refunded to customers through an adjustment to rates. - The balance is a liability on the balance sheet, and is shared with: (1) customers, and (2) the Energy Efficiency Fund. The Fund is allowed to earn a base ROE of 9.69% in F2005 (plus an authorized incentive return at 1.95%) for a total of 11.64%, compared to 9.45% during F2004 (plus an authorized incentive return of 1.51%) for a total of 10.96%. - The incentive mechanism agreement was renewed by the Régie in March 2004 for a five-year period, from October 1, 2004, to September 30, 2009, with minor changes. The changes in the new agreement include: - A productivity factor of 0.5%, up from 0.3% under previous agreement; - A 50/50 sharing of authorized incentive return embedded in the approved ROE compared to a 52.5/47.5 sharing between the Fund and customers previously; - A 25/75 sharing between the Fund and customers of productivity gains earned in excess of authorized incentive return, compared to 33.3/66.6 sharing between the Fund and customers previously; and - Maximum upside potential of 375 basis points over base ROE with no off-ramp, compared to the previous 400 basis points with an off-ramp if the Fund earned 400 basis points or more over base ROE for two consecutive years. This agreement is less favourable than the previous agreement, but it is not expected to have a material impact on the Fund’s financial results. Gaz Métro Limited Partnership - Page 7 Natural Gas Transportation Operations • TQM operates a 572-kilometre pipeline composed of: (1) a line from Saint-Lazare (west of Montréal) to Saint Nicolas in the suburbs of Québec City; and (2) a line from the main line in Lachenaie to East Hereford at the Québec/New Hampshire border. • The 489 kilometres PNGTS pipeline originates at East Hereford and crosses parts of New Hampshire, Maine, and Massachusetts to the suburbs of Boston. • Champion, a wholly owned subsidiary, distributes gas in the Abitibi/Témiscamingue region in Québec, with two pipelines totalling 98 kilometres. 12 mos. ended Distribution throughputs Industrial Commercial Residential Total (actual) - billions of cubic feet (Bcf) % of total Dec. 31, 2004 54.5% 112 32.9% 67 12.6% 26 100% 204.6 Weather normalized throughputs (Bcf) Growth in volume throughputs (actual) Growth in volume throughputs (normalized) Transportation throughputs (Bcf) (1) 204.4 0.1% 0.0% For the year ended September 30 2004 2003 2002 110 108.4 115.2 68 67.2 61.9 27 26.2 23.4 204.4 201.8 200.5 2001 106.7 66.5 25.9 199.1 204.4 1.3% 1.3% 236.9 236.9 201.8 209.0 231.5 0.6% (3.4%) 0.7% (9.7%) (11.2%) 3.0% 223.1 227.3 212.6 (1) Volumes not adjusted for Gaz Metro's ownership interest. • • • Overall gas consumption has shown little growth over the past several years, on both an actual and weather-normalized basis. Industrial demand (approximately 55%) volumes are generally related to state of the economy, but also to the competitiveness of gas versus oil. - The main competitor of natural gas is fuel oil #6. Commercial (about 33% of demand) is weather-sensitive, providing a good balance with industrial demand, but is also sensitive to economic conditions. The primary competitor for natural gas is electricity; however, gas does have a competitive advantage in that it is approximately 12% cheaper than electricity. Residential, at only 13% of total throughputs, is low as subsidized electricity rates plus high gas transportation fees from Alberta make gas less competitive in Québec compared with other sources of energy. - The removal of the domestic electricity rate freeze should improve the competitiveness of natural gas in the residential sector. - • Gaz Métro Limited Partnership - Page 8 Caisse* (general partner) Solidarity Fund QFL SNC-Lavalin Group Inc. 16.67% 11.11% 51.11% Trencap s.e.c BC Investment Management Corporation Régime Des Rentes du Mouvement des Desjardins 11.11% 8.33% Enbridge Inc. 50.38% Régime de Retraite de l'Université du Québec 1.67% Gaz de France 32.06% 17.56% Noverco Inc. 100% Gaz Métro Inc. general partner 72.8% limited partners Gaz Métro Limited Partnership 27.2% Public Natural Gas Transportation and Storage Natural Gas Distribution Energy Services and Other 50% GMLP 100% TQM Cable VDN PNGTS Aqua Data Inc. Champion Aqua-Rehab Inc. 38.3% Vermont Gas Systems 100% * Caisse de dépôt et placement du Québec Capital d'Amèrique as general partner. Gaz Métro key operating segments are: Gas Distribution - which is Gaz Métro’s core business and accounts for 78% of the Fund’s assets and 83% of operating income. • The Fund delivers approximately 97% of the natural gas consumed in Québec, while VGS is the sole gas distributor in Vermont. Gas Transportation and Storage - which 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 Métro. 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, the Fund acquired an ownership interest in Intragaz, adding underground natural gas storage capability to the Fund’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 LNG terminal in the eastern part of the city 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 waste-water collection systems become mandatory in Québec. Other projects the Company is currently pursuing include: • Projects for the recovery of landfill gas in Québec. Gaz Métro Limited Partnership - Page 9 Gaz Métro Limited Partnership Balance Sheet ($ millions) Assets Cash + marketable securities 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 12 mos. ended Balance Sheet & Liquidity Ratios Current ratio % debt in capital structure (1) Cash flow/debt Coverage Ratios EBITDA interest coverage (times) EBITDA-maint. capex/interest costs (times) EBIT interest coverage (times) Profitability Ratios Operating margin Return on average equity Cash income return on average equity Dec. 31, 2004 1.17 61.1% 20.8% 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 Short-term debt A/P + accr'ds Debt due in one year Current Liabilities Future income taxes Financial instruments Long-term debt (1) Minority interest Partners' equity Total For the year ended September 30 2004 2003 2002 1.08 1.14 0.87 59.1% 61.2% 61.6% 23.1% 21.4% 22.1% As at Dec.31 2004 37.3 274.1 70.1 381.5 36.9 15.8 1,286.2 0.0 As at September 30 2004 28.5 203.7 46.2 278.4 32.9 2.0 1,162.7 0.0 2003 30.8 214.5 16.7 262.1 21.0 0.0 1,271.9 0.0 913.0 884.9 876.0 2,633.3 2,361.0 2,430.9 2001 0.97 62.8% 19.6% 2000 1.09 61.1% 21.0% 1999 0.80 59.7% 20.6% 1998 0.89 60.4% 21.5% 4.46 4.04 2.91 4.40 3.99 2.88 4.52 4.10 2.96 4.50 4.14 2.87 3.75 3.44 2.45 4.04 3.70 2.67 3.62 3.28 2.39 4.01 3.62 2.69 43.5% 17.9% 31.5% 43.3% 18.2% 32.0% 43.8% 18.1% 34.7% 42.9% 18.9% 35.5% 44.5% 17.5% 33.2% 43.6% 17.9% 33.0% 43.1% 17.7% 31.6% 43.5% 19.1% 32.8% (1) Debt includes securitization of receivables. Income Statement ($ millions) Sales Cost of gas Net Revenues Interest and dividend income Total Revenues Operating costs (excl. deprec.) EBITDA Interest expense & financing charges Income Before Non-Cash Items Future (non-cash) income taxes Depreciation Equity income Net Income Before Extraordinary Items Extraordinary items Reported Income Distributions declared Net Remaining 12 mos. ended Dec. 31, 2004 1,814.5 1,267.3 547.2 4.9 552.1 180.2 371.8 88.2 283.6 6.2 129.2 12.6 160.8 0.0 160.8 155.7 5.1 For the year ended September 30 2004 2003R 2002 1,778.0 1,750.4 1,598.0 1,228.0 1,187.7 1,051.8 550.1 562.7 546.2 4.9 3.7 4.5 555.0 566.4 550.7 183.4 184.1 176.7 371.6 382.3 374.0 89.7 87.5 84.3 281.8 294.9 289.8 7.6 9.5 0.0 128.6 131.9 135.2 14.7 0.0 0.0 160.4 153.4 154.6 0.0 0.0 0.0 160.4 153.4 154.6 154.3 148.0 141.4 6.1 5.4 13.2 2001 2,063.9 1,532.9 531.0 2.9 533.9 167.5 366.4 98.1 268.3 0.0 127.1 0.0 141.2 0.0 141.2 140.3 0.9