2013 Annual Report - Veridian Corporation
Transcription
2013 Annual Report - Veridian Corporation
veridian corporation 2013 annual report delivering peace of mind 2013 highlights 639 sq. km $11.9 million 2,539 km $8.2 million of service territory of distribution lines 516 MW peak demand 2,645 GWh annual electric demand net income dividends & interest 10.5% return on equity $116.2 million 117,462 customers 1.2% customer growth average over the past two years 93% how are we delivering peace of mind? 3 6 8 13 14 18 21 22 26 32 41 36 message from the chair and president & CEO corporate leadership and philosophy december 2013 ice storm power restoration plan engineering operations human resources customer service sustainability community outreach 2013 board 2013 financial summary overall customer satisfaction score in shareholders’ equity Veridian Corporation owns and operates Veridian Connections Inc., a subsidiary company that distributes electricity, generates power and provides energy services. 9.7 MW, 75.4 GWh electricity demand and usage reductions from conservation and demand management programs (2011-2013 unverified) Gravenhurst Veridian’s 200-plus employees focus on providing reliable, efficient and sustainable energy solutions and services, while maintaining the highest standards in health and safety within the workplace and in the communities they serve. Veridian is committed to providing value and healthy financial returns to its shareholders – the City of Pickering, the Town of Ajax, the Municipality of Clarington and the City of Belleville. 227 400,000 hours without a lost-time injury one of Canada’s Greenest Employers for 2013 Beaverton Cannington Sunderland recognized as a Smart Commute Workplace (Gold) Uxbridge Port Perry C employees Veridian Connections is the seventh largest, municipally owned electricity distributor in Ontario. The company safely and reliably delivers electricity to more than 117,000 customers in the cities of Pickering and Belleville, the towns of Ajax, Port Hope and Gravenhurst, and the communities of Uxbridge, Bowmanville, Newcastle, Orono, Port Perry, Beaverton, Sunderland and Cannington. la Belleville to ring n Orono Newcastle Bowmanville Pickering Ajax Port Hope message from the chair and president & CEO delivering peace of mind is our business We are living in uncertain times. Extreme weather events, such as the December 2013 ice storm that paralyzed large sections of southern Ontario, bring into sharp focus the concerns many feel about the future – everything from the prospect of rising utility costs to whether we, as citizens and as service providers, are prepared to manage the worst Mother Nature can send our way. Rest assured, at Veridian we’re not just in the business of delivering electricity. We’re in the business of delivering peace of mind. Doug Dickerson, Chair (left) and Michael Angemeer, President & CEO (right) veridian corporation 2013 ANNUAL REPORT message from the chair and president & CEO of which will influence our business operations for the Weather-wise, 2013 certainly was coming five years. Rate filing also provides a perfect a stormy year. In July, a violent opportunity to look back on our accomplishments over windstorm in Gravenhurst turned the past regulatory cycle – investments in our distribution the lights out on the entire town. system and customer peace of mind totaling $50 million, We invested close to a million including $20 million in 2013 alone. dollars to replace damaged equipment and restore power as quickly as possible, including rushing in crews from These investments are all part of our efforts to prudently other Veridian service territories to deal with the aftermath pace improvements to our infrastructure that will provide of the storm. Then there was the ice storm that struck more reliable service for existing customers, additional on the evening of December 21. The 30 mm of ice that fell capacity to build our customer base and increased value for toppled tree limbs and downed overhead lines throughout shareholders. We’ve been major portions of our service doing all this and at the same territories. With 50 per cent of time keeping rates reasonable. our customers without power Third-party confirmation of a at the peak of the outage, At the same time THAT we’re job well done was welcomed our entire team was tested as making infrastructure last year in the form of the never before. Once again, crews improvements throughout 2013 MEARIE Utility from Veridian territories not our service territories and Performance Management impacted by the storm arrived to keeping rates reasonable, report, which showed that we offer support. Amazingly, 90 per we’re producing a significant had lower controllable costs cent of our affected customers dividend and interest stream per customer than most other had their power restored within for our shareholders – participating local distribution the first 48 hours – a testament $8.2 million in 2013. companies. So when it comes to the strength of our team, to both improving reliability and the effectiveness of our maintaining affordability, we’re 24/7 system control centre delivering peace of mind. and the resilience of our distribution network. Gravenhurst serves as a perfect example of this strategy in action. When we purchased Gravenhurst Hydro in 2005, As the most significant outage we’ve faced since Veridian we made a commitment to the municipality to improve was formed in 1999, there is much to be learned from reliability, provide competitive rates and maintain a strong the ice storm. With this in mind, we continue to consult presence in the community. We’ve delivered on that with our municipalities and customers as we revamp our promise – strengthening electrical infrastructure, increasing Power Restoration Plan and roll out other important changes. automation, responding quickly to devastating storms We want all of our stakeholders to have the peace of mind (including a tornado in August of 2009) with crews from that Veridian will be even better prepared for the next major other Veridian service territories and ensuring a forum for service disruption. continued community feedback through the Gravenhurst Advisory Committee. As part of our rate application in 2013, Also in 2013, we prepared and submitted our 2014 we went even further by stating our intention to harmonize Cost of Service Rate Application to the Ontario Energy our rates for Gravenhurst customers with those paid by Board. This was a significant undertaking, the outcome first year of roving energy managers and won awards for our sustainability efforts. We also invested in the future of the communities we serve by contributing to important causes that support youth engagement, arts and culture, and health care. Veridian customers in other territories. How is Veridian delivering peace of mind to our northern-most service territory? Better service for less money – that’s how. At the same time that we’re making infrastructure improvements throughout our service territories and keeping rates reasonable, we’re producing a significant dividend and interest stream for our shareholders – $8.2 million in 2013 – all while continuing to increase shareholder equity. We’re proud of our customer service track record in 2013, including 93 per cent customer satisfaction and lower than average bill cancellation and reissue rates compared to our peers – both verified through third-party independent surveys. Our work’s not done, however. In 2013, we launched a number of initiatives designed to improve our customers’ experience of Veridian’s services, both on line and on the phone. 97.0 At Veridian, we’re delivering peace of mind throughout all our service territories by responsibly strengthening our existing system while building towards a smarter, greener, more prosperous future. We’re successfully adapting to 116.2 109.1 technological advances, regulatory 100.3 103.6 challenges and climate change. We’re offering reasonable rates, excellent returns and outstanding customer service. We continue to invest in the communities we serve. And we’re learning how to do what we do better. Our stakeholders – close to 120,000 customers, four shareholder municipalities, shareholder’s equity $ seven acquired service territories (millions) and 200-plus employees – A strong focus on the future is an can feel confident that we’re ready for tomorrow. important way that Veridian is delivering peace of mind to Together, we’ll weather the storms and harness our stakeholders – and their children and grandchildren. the sunshine for a better future. We continued our commitment to investing in renewable generation projects in 2013, saw results from our Michael Angemeer, P.Eng, President & CEO 2009 2010 2011 Doug Dickerson, Chair veridian corporation 2013 ANNUAL REPORT 2012 2013 corporate leadership and philosophy 2013 executive team corporate philosophy mission To provide reliable, efficient and sustainable energy services to our customers while delivering optimal return on investment to our shareholders and promoting economic growth in the communities we serve. vision We will be unsurpassed in providing innovative energy solutions that are the cornerstone for creating the sustainable communities of tomorrow. values • Integrity in dealing with our customers, employees, shareholders and business partners • Health and safety of our employees and members of the public • Growth and development of our employees in a challenging, rewarding and innovative work environment • Social and environmental responsibility • Value creation for our customers and shareholders • Excellence in all aspects of our business Front row (left to right): Rob Scarffe, Executive Vice President, Customer Services & Information Technology; Laurie McLorg, Vice President, Financial Services & Chief Financial Officer; Diana Hills-Milligan, Manager, Public Affairs; and Michael Angemeer, President & CEO. Back row (left to right): Mark Turney, Vice President, Operations; George Armstrong, Vice President, Corporate Services; and Peter Petriw, Vice President, Engineering. The Statement of 2013 Executive Compensation is available as an appendix to the online version of this report. Visit www.veridiancorporation.ca for details. veridian corporation 2013 ANNUAL REPORT december 2013 ice storm quickly, effectively and safely responding to extreme conditions builds peace of mind Without a doubt, 2013 was a year of storms – and with increasingly severe weather events anticipated due to climate change, it’s safe to assume there is more of the same to come. Veridian’s electricity distribution service area is one of the most geographically diverse in the province, which is both a blessing and a challenge. On one hand it allows the company to draw on resources from across a broad area to deal with localized problems. On the other hand, it exposes the utility to more varied extreme weather events. Fortunately, Veridian’s power restoration team has the experience, capability and flexibility to deal with Mother Nature at her worst. A huge thank you to the mayors, councillors and support staff for supporting Veridian’s customer communications, providing warming centres to those who needed relief, and assisting with the removal of hazardous trees and branches. And for the businesses who provided crews with materials, lodging and meals – I personally thank you. The goodwill by so many has not gone unnoticed, and has played a major role in keeping our restoration efforts moving along. Doug Dickerson, Chair, Veridian Board of Directors December 21, 2013, was the longest night of the year Veridian’s corporate communications point person, Chris Mace, calls the ice storm that affected 65,000 Veridian customers in Ajax, Pickering, Clarington and Port Hope the “perfect storm.” “In addition to it being a significant weather event, it occurred just before Christmas and at the time of the year with minimum daylight hours,” he states. The extent of the damage was unprecedented in Veridian’s 14-year history. The team rallied as never before, restoring power to 90 per cent of affected customers within 48 hours. Employees cancelled their holidays, volunteered for extra duties and toiled through 16-hour shifts to provide 24-hour restoration coverage, often in brutally cold and icy conditions, and all without a single serious safety incident. “It was a real test of people’s ability to stay calm and focused,” says Mark Turney, Veridian’s Vice President of Operations. “I’m pleased and honoured to say the group really did hang together well through all eight days of the restoration.” Company President & CEO, Michael Angemeer, likes to say that the selfless dedication of Veridian employees saved lives. Customers were undeniably inconvenienced at a very important time of the year. Some were without power for days. However, it’s also important to look at the many significant accomplishments over that difficult week in December. Recognized engineering standards established by the CSA Group require that electrical infrastructure be built to withstand high winds and ice of up to 12.5 mm thick. Even though December’s storm coated Veridian’s poles and wires with over 30 mm of ice, only four poles were damaged – proof that the distribution system has been built to last. Recent “smart” upgrades to infrastructure, as well as technology investments in Veridian’s system control centre, were invaluable in speeding restoration. veridian corporation 2013 ANNUAL REPORT december 2013 ice storm Immediately following the storm, Veridian deployed all available crews to the affected areas, working around the clock and through the holidays with support from Lakeland Power, Orillia Power, Oshawa PUC Networks Inc., Parry Sound Power, Peterborough Utilities, Whitby Hydro, tree trimming operators and contractors. Starting in the early hours of the outage, Veridian staff stepped up to working long hours in difficult conditions – line staff repairing and re-energizing damaged distribution infrastructure; system operators monitoring developments on the network; and call centre staff answering hundreds of phone calls and emails – all forfeited planned vacations to work 16-hour days to restore service for Veridian customers impacted by the ice storm. Veridian’s Power Restoration Plan proved to be an effective blueprint for getting the system back online Direct communication with municipal partners was another success Based on the plan, the company immediately reached out to six other Ontario local distribution companies – Lakeland Power, Orillia Power, Oshawa PUC Networks Inc., Parry Sound Power, Peterborough Utilities and Whitby Hydro – to seek help with the restoration effort. It also drew on its own resources from the five Veridian communities not impacted by the storm and retained the services of all available line and tree trimming contractors. With these significant resources, power restoration efforts were simultaneously carried out in all affected communities. Veridian designated one person to be on call as a single point of contact for all municipal coordinators during the outage. Teleconferences were also conducted involving the mayors and senior staff from each of the affected municipalities. This allowed for constructive dialogue, problem solving and real-time learning as each community shared its experiences in an open forum. Thanking our everyday heroes Shortly after the storm, Graeme Davis, the general manager of Harvey’s in Ajax, sent a tweet inviting Veridian crews for a free lunch – then delivered hot meals to Veridian’s corporate headquarters for the hard-working system control centre and call centre employees. Ian Hills, a pub manager, spent his Christmas morning in his restaurant’s kitchen so that he could bring a festive meal of wings, pizza and Caesar salad to Veridian staff. Peter Hunt, a Veridian retiree in Port Hope, even opened his home to crews on Christmas Day. Countless residents offered thermoses of hot coffee, fresh baked goods and grateful best wishes to the teams working tirelessly to restore power over the holidays. Such spontaneous and heartfelt generosity made the intensely challenging working conditions a little easier for employees to bear. Veridian takes the lead in emergency preparedness Veridian’s President & CEO, Michael Angemeer, was chosen to chair a provincial task force established by the Electrical Distributors Association (EDA) following the December ice storm. The panel, which includes utilities involved in ice storm restoration, have shared their experiences and consulted with key stakeholders, including Emergency Management Ontario and the Ministry of Energy. The task force’s report will be submitted to the EDA in 2014. Angemeer, who chaired the EDA in 2006, believes it will offer valuable recommendations for all utilities to increase their level of preparedness for future events. veridian corporation 2013 ANNUAL REPORT The restoration plan is critical in times of crisis. When everything’s coming apart around you, it’s your go-to document to keep you organized, Focused and on track. Mark Turney, Vice President of Operations (in charge of Veridian’s Power Restoration Plan) december 2013 ice storm Veridian responds to an April ice storm in Trenton April showers are supposed to bring May flowers, not mayhem. Unfortunately, that wasn’t the case in April 2013, when winter’s last gasp brought ice and high winds across much of southern Ontario. Fortunately, customers in Veridian’s service area suffered only minor outages. Crews quickly and safely restored power, then answered a call for help from Trenton, joining Hydro One crews for a two-day restoration marathon. President & CEO, Michael Angemeer, praises Veridian’s employees for their dedication and safe work both at home and in Trenton. “I’m very proud of our crew who, on short notice and without hesitation, volunteered to assist Hydro One in restoring power to their customers as quickly as possible,” says Angemeer. “They gave up their personal time to help those in need, which speaks volumes to their character and the company as a whole.” When an idyllic July afternoon turns nasty in Gravenhurst, Veridian crews from unaffected service areas quickly arrive to help with the extensive 10-day restoration effort On July 19, 2013, high winds and heavy rainfall in Veridian’s northern-most community caused significant damage to electrical infrastructure and left more than 6,000 customers without power. Entire trees were uprooted by the storm and tossed onto Veridian’s lines, making restoration a challenging and lengthy process. Ten days after the storm, when fewer than 100 customers were still off line, Veridian’s President & CEO thanked the Gravenhurst community for its patience and understanding. He also commended Veridian crews from other service areas who arrived quickly to help with the extensive restoration effort, without compromising service back home. Learning valuable lessons in the wake of the single worst outage experienced by Veridian since it was founded The company has invested many hours in consultations with employees, its Board, representatives from the affected municipalities and customers – all with a single goal: to do better next time. In the end, Veridian has accumulated a list of more than 100 improvements it plans to put into action. Here are some highlights. Customer education To enable effective communication with callers during outages, Veridian will provide its customer care representatives with detailed training on the Power Restoration Plan and ensure the reps have access to real-time outage information. Veridian’s website, newsletter and social media will be used as tools to educate customers on the power restoration process so that they will be better able to understand the utility’s responsibilities in the event of an outage. Situational awareness The company will increase its ability to get information from the field to the 24/7 system control centre so restoration planning can be based on a better understanding of what is really happening “out there.” can automatically receive real-time information on outages. Customer communications Veridian plans to increase the resources it can draw on in the event of an outage by expanding the number of mutual service agreements it has with other electrical utilities. Veridian will ensure every customer care representative has a phone capable of queuing incoming calls and will use integrated voice response technology – an automated system that answers each call – to provide immediate outage and restoration updates. Veridian will make a real-time outage map available on its website. The phone system, Twitter account and new outage map will be integrated so that customers Veridian’s Power Restoration Plan The overall restoration plan is revisited and refined on an annual basis and following any major restoration event. December’s ice storm, which put the plan through an unprecedented test, resulted in several recommendations for changes. The detailed strategy that comes into action the minute an outage begins Veridian’s plan, first drafted in the early 2000s and overhauled in 2010, defines the levels of response depending on the severity of the outage. Veridian’s 24/7 system control centre becomes command central whenever the Power Restoration Plan is enacted. During an outage, at least two qualified distribution system operators are on duty at all times to ensure that Veridian is able to devise the safest, fastest restoration process given the specific circumstances. During major feeder outages, thousands of customers can sometimes be restored in a few minutes through the operators’ use of automated substation and distribution feeder technology. At the most severe level – which December’s ice storm certainly reached – the plan recommends calling in additional outside assistance and lists six utilities, as well as external contractors, that Veridian can contact for assistance. The plan sets out to protect public safety first, then maximize the number of customers restored in the shortest time possible 1 2 3 4 Response time System automation Veridian will continue to invest in “smart” and “self-healing” technology that enables easy, fast and sometimes automatic power restoration after a failure on the system. Start with emergency services, hospitals, seniors’ homes, water and sewage treatment plants and pumping stations. ...and finally reconnecting individual homes and businesses. Focus next on feeders (which supply power to substations)... veridian corporation 2013 ANNUAL REPORT ...then specific streets... engineering peace of mind comes from building today with tomorrow always in mind Aging distribution system infrastructure can be a blessing in disguise. It offers opportunities to enhance reliability by replacing old with new, while at the same time prudently planning for future needs. When Veridian’s engineering group tackles a project – whether it’s renewing a substation, replacing underground cable, adding a feeder or moving poles to make way for municipal growth – it thinks first of what will be needed down the road. Rather than overbuilding, the team carefully looks to lay groundwork that will prepare for and allow future system enhancements to be built in the most cost-effective and easy manner possible. The Highway 407 ETR extension represents the largest infrastructure relocation project in Veridian’s history (pole relocation work making way for 407 construction shown at left and above) Veridian’s assets (poles, wires, transformers, substations, etc.) get a routine checkup In August 2013, Veridian finalized an asset condition assessment as an ongoing part of its asset management process. The exercise provides a “health” snapshot of the condition of the assets, comparable to an annual medical physical, allowing the utility to make better informed decisions regarding where to invest in system upgrades and overhauls and where potential problems may arise. By examining equipment records and testing for failures, each of Veridian’s most important assets was evaluated, then plotted on a health index. Decisions to take action are made based on the condition of equipment, its criticality to the system and its risk of failure. From a customer perspective, the asset condition assessment will enable Veridian to more effectively manage its distribution system, appropriately prioritizing and scheduling improvements so that customers will benefit from a system with increased reliability, while minimizing the chance of abrupt rate increases. The assessment, and future annual updates, show Veridian’s commitment to developing a formal asset management plan, which establishes a logical, quantifiable rationale for prudent planning and capital investment through identifying priorities for system renewal over the next 30 years. Given the project’s ambitious timeline, the utility assigned significant resources so its portion of the work could be completed on time and on budget. The work involves detailed planning and coordination with the Ministry of Transportation, project consultants, contractors and other utilities. Come 2014, Veridian will be installing more steel poles – these ones soaring to 105 feet – to safely carry lines over the new highway. As part of road construction, the company will be installing underground ducts that will allow circuits to be added in the future to supply additional capacity for planned development north of the toll road. veridian corporation 2013 ANNUAL REPORT engineering The Seaton field of dreams in Pickering becomes a reality Investing in distribution infrastructure to increase reliability Given their critical importance in delivering electricity to thousands of customers, substations top Veridian’s list of infrastructure renewal projects. Over the past several years, the utility has upgraded one of its 53 substations each year. In 2013, Veridian took on two. Newcastle receives a state-of-the-art substation Wilmot substation in Newcastle was small, aging and nearly at its loading capacity. The new substation (shown above) has sufficient capacity to carry Newcastle’s entire load should the town’s second substation be off line for any reason. The station was built to accommodate automated “smart” technology that is currently used on Veridian’s network, as well as easily incorporate enhancements planned for the future. The ultimate beneficiaries are Newcastle customers, who receive a state-of-the art system that will perform reliably for decades to come. Second transformer added to Pickering Beach substation in south Ajax Wisely, the substation had been built with the knowledge that a second unit would be required in the future, so it was able to accept the second transformer easily and in a reduced time frame. Each unit is capable of carrying the station’s entire load on its own. Today, Ajax customers can feel confident that in the future they will be well looked after. 2013 sees two-year underground cable replacement project wrap up in south-west Ajax Mature cables were beginning to experience failures, resulting in longer-term or “sustained” outages for area residents. Solid construction practices, clear and frequent communication, fair and consistent treatment of residents, and the use of a highly competent contractor to complete the upgrade, were the critical keys to success. The Seaton development in north-central Pickering (shown above) requires Veridian to begin the substantial planning required to ensure electrical infrastructure can meet future need. It is estimated that the new community will see an impressive 1,500 new connections a year for seven years starting in 2016. Veridian is doing its homework to ensure that when the new community is finally powered up, all the electrical infrastructure will be in place and it’s literally as simple as closing a switch to bring power to the new residents of this community. Helping build a better Belleville When one of its municipalities has big dreams, Veridian is there to help the dreams come true. That’s certainly the case in Belleville, where an ambitious infrastructure renewal program called Build Belleville is widening roads, replacing water mains, upgrading parks and pouring sidewalks throughout the city. Veridian, as a responsive partner and highly capable problem solver, is working with the city and all stakeholders to relocate poles and wires that are in the way of development. The utility is also enhancing the electrical system in a cost-effective and prudent manner, supporting the municipality’s dreams of a brighter future. Relocating infrastructure to make way for Durham Rapid Transit (DRT) provides opportunity to improve reliability and safety Veridian has approached infrastructure relocations required for DRT’s first bus-only lane and on-road buffered bicycle lane along Highway 2 in Ajax (shown above) with the same “building today with tomorrow in mind” philosophy. Where cost-effective, the utility is installing taller poles that have room for expanded circuits if required in the future. Taller poles also allow for increased clearances between wires. This helps prevent outages due to animal interference and provides safer working conditions for line crews. Unlike the company’s work for the Highway 407 ETR expansion – which is taking place in a largely undeveloped area – DRT’s relocations require working around existing property lines, cemeteries and off-kilter intersections. “At times, it’s like moving a large couch into a small apartment,” says Peter Petriw, Veridian’s Vice President of Engineering. “You’ve got to figure out the angles and tip it just right to get it around tight corners. It takes a different kind of planning, design and construction which is more complicated in today’s utility world.” veridian corporation 2013 ANNUAL REPORT operations delivering peace of mind through technological innovation It takes a great deal of ingenuity to find cost-effective ways to bring 20th century infrastructure into today’s era of real-time data-driven technology. Veridian is committed to maximizing reliability through “smart” systems – everything from its 24/7 system control centre, complete with a table-sized touchscreen map of its service territories, to automated switching systems that offer the potential to restore power to customers affected by an outage within the first five minutes of an event. Veridian shareholders and customers alike benefit directly from the improved performance of a company that’s an early adopter of technology; in several cases even developing customized solutions in-house. Taking control with a new SCADA system Veridian replaced its supervisory control and data acquisition (SCADA) system in 2013, an investment in communications technology that singlehandedly upgraded the most critical piece of equipment in the company’s 24/7 system control centre. The SCADA system monitors and directs the automated aspects of Veridian’s electricity infrastructure, ensuring prompt response to problems and proactive assessment to avoid future issues. Unlike the previous 12-year-old system, the new SCADA system is completely compatible with today’s “smart” technology. Now, Veridian can add an outage management system, increasing real-time visibility from the system control centre of what is happening in the field and allowing for more immediate response to issues. Over the next couple of years, Veridian will expand its new SCADA system to include an advanced distribution management system. veridian corporation 2013 ANNUAL REPORT With this technology in place, system control centre operators will be able to monitor system loading, disturbances and power quality so that the company can take corrective action before customers experience any issues (shown above and left). During the December 2013 ice storm, the new SCADA system was running in parallel with the old system. This allowed operators to continue working with a system that they were fully familiar with throughout the crisis. However, during future outage events, Veridian’s system operators will greatly benefit from the advanced technological capabilities of the updated SCADA system. progressive workplaces deliver peace of mind operations human resources Veridian executive appointed to provincial safety board Veridian’s ‘smart’ transformers: more than meets the eye In 2013, Veridian collaborated with a transformer and meter manufacturer, a communications company and a system integrator – all from the local area – to develop a revolutionary “smart meter” for the company’s pole-top and pad-mount transformers (Veridian’s smart transformer development team shown above). The new system will put real-time communication capability into transformers, allowing them to send status and loading information directly to Veridian’s system control centre. There will be three direct benefits for customers. First, immediate notifications of outages will be sent by affected transformers, allowing operators to pinpoint the location of the outage and then preemptively connect with customers impacted by the event to provide restoration updates. Second, smart transformers will include thermal sensors that will inform operators when transformers are overheating due to excessive load. With wide-spread adoption of electrical vehicles on the horizon, overloading is a growing concern for utilities. Third, where discrepancies exist between a home’s smart meter reading and the loading shown on the transformer, the system operators’ attention will be drawn to situations where theft of electricity could be occurring. A key challenge of the project was adding all of this smart meter functionality while only minimally increasing the cost of the transformer, thus keeping the technology cost-effective for utilities. Veridian’s prototype will go into operation in spring 2014. A map for a mobile future Over the past number of years, Veridian has continued to enhance its geographic information system (GIS). The pace and scope of change peaked in 2013 in advance of the company’s major deployment plans for 2014. Half a dozen rugged field computers were tested in 2013 and feedback from staff was encouraging. The wireless tablets give outside crews real-time access to Veridian’s mapping system – right in the field. Any updates they make are first verified back at the office then input into the GIS. This creates a highly effective communication loop and enables field staff to more efficiently and successfully resolve issues by using the most up-to-date information available. In 2013, Veridian purchased the platform and software to integrate its GIS with its new SCADA system and customer service tools. To reduce cost, decrease development time and create a truly customized solution, Veridian is handling the programming for this project in-house. Integrating the systems will allow for the development of a real-time outage map that will automatically update Veridian’s phone system and website, as well as send “tweets” to provide customers with immediate and convenient access to system status information during outages. 87 per cent of Veridian employees participated in a 2013 online workplace engagement survey State-of-the-art smart distribution systems and devices can only take an electric utility so far. Creativity, problem-solving expertise and the dedication of Veridian staff are what gives the company its true power. Veridian strives to engage its employees by conducting ongoing employee engagement surveys and using the results to continue to create a work environment that inspires engagement. The company’s most recent employee engagement survey was conducted in the spring of 2013. “Employee engagement” is defined as a person’s emotional connection and commitment to his or her organization and role within it. Employee engagement is also key to achieving the company’s goals. Studies in this area have shown that engaged employees feel energized, passionate and are highly involved with their work – a “win-win-win” for the individual staff members, the company and Veridian’s customers. Results pointed to three key areas to further engage employees: • Customer focus (showing employees the company is putting customers first) • Training and development (access to career advancement and educational opportunities) • Company potential (helping employees understand Veridian’s strong future opportunities) To address the highest-valued areas of engagement, department-level and enterprise-level action plans and a revamped employee orientation process are being developed with input from all staff. veridian corporation 2013 ANNUAL REPORT Mark Turney, Veridian’s Vice President of Operations, was appointed as the sole electrical utility representative to the Infrastructure Health & Safety Association’s (IHSA) Board of Directors in 2013. In his new role, Mark represents the interests of a diverse group of utilities, including electrical, oil, power, water distribution and natural gas. He will work to further health and safety programming of the IHSA and foster a safety-oriented culture in the utility sector. The IHSA is a cross-industry association, giving Veridian access to insights from the construction and transportation sectors that will directly benefit Veridian shareholders. Safety is a core value of Veridian’s and we strive to send everyone home healthy at the end of the day. Promotion and enhancement of public safety is also paramount and is another way we deliver peace of mind. Michael Angemeer, P.Eng, President & CEO customer service peace of mind comes from continuously improving the customer’s experience Veridian’s customer satisfaction scores continue to be well above the provincial average, as measured by an annual survey conducted by an independent third party. In 2013, 93 per cent of the customers surveyed reported they were fairly or very satisfied with Veridian’s service, compared to a province-wide score of 90 per cent. The utility received an “A” on customer care and scored above the provincial average in all customer service categories, including helpfulness, knowledge, courtesy and quality of information provided. However, for Veridian, past success isn’t cause for complacency. Making it easier and more enjoyable to connect with the company, be it over the Internet or the telephone, were definite priorities in 2013. The utility made it happen using innovative software solutions that increased convenience and efficiency of service. my.veridian – the new online one-stop shop for Veridian customers One of the biggest customer service accomplishments of 2013 was the development of my.veridian, a highly secure, user-friendly self-serve web portal that allows customers to monitor and manage their electricity use patterns, download conservation and educational material, view and pay bills, link accounts and much more – all using a single login. The project, which required significant coordination between different software vendors, was driven by feedback from Veridian’s residential and small business customers, who wanted to be able to seamlessly access all their information from a single point of entry. my.veridian provides direct, web-based access to information and bill payments 24 hours a day, seven days a week, often eliminating the need to contact Veridian’s Customer Care department. The platform’s open architecture allows new features to be added over time. veridian corporation 2013 ANNUAL REPORT Access your account information... Enrol in our pre-authorized payment plan... ...online. ...eBill or pay your bill using EZ-PAY. Download... Address account questions... SIGN UP Q A ...conservation and educational material. SIGN UP ...without having to contact our Call Centre. Q A Sign up > Veridian Connections @VeridianTweets Sign in > Follow Welcome to the Official Twitter account of Veridian Connections. Veridian Tweets Monday to Friday, between 8 a.m. and 4:30 p.m. Outage Hotline: 1-866-579-6819 customer service http://veridian.on.ca Followers 3,259 Following 180 Tweets 12/27/13 Veridian Connections @VeridianTweets THANK YOU to everyone who was or still remains affected by the storm for your patience. Crews continue to make significant progress. 12/27/13 Anis Farooqui @anis_farooqui @VeridianTweets Awesome job guys. It's tough out there but you are even tougher. Keep it up fellas. 12/27/13 Town of Ajax @townofajax @VeridianTweets BIG thanks to control staff & crews for working so hard to get Ajax back online. Veridian developed three secure, convenient, online bill payment options to help customers save time and avoid late fees The utility developed its own free mobile app for iPhone and Android devices The simple-to-use app lets customers view their bill, make one-time payments, see system messages, read through frequently asked questions and seamlessly connect with Veridian’s Customer Care department by phone or email (shown above left). Online bill payment streamlined with Veridian’s EZ-Pay This integrated and secure thirdparty service accepts one-time bank account and credit card payments. EZ-Pay is available through my.veridian, the utility’s new customer portal, and the smartphone app. Veridian made bill delivery and payment possible through Canada Post’s epost digital mailbox system The utility joined the 100-plus businesses and government agencies that make bill delivery and payment possible through Canada Post’s epost digital mailbox system, allowing users to manage bills from various vendors from a single secure site. New phone system improves call centre responsiveness No matter how great the music, no one likes being on hold. In 2013, Veridian installed a new phone system for its Customer Care department, complete with state-of-the-art technology to help manage call volumes in real-time. The information collected by the phone system is easy to access and understand, allowing managers to use it proactively in planning and on-the-fly to adapt to increased call volumes caused by issues such as outages. Veridian goes social The ice storm at the end of December was a tough test for Veridian’s fledgling Twitter account (@VeridianTweets), which had been active for a scant two weeks prior to the worst outage in the company’s history. A Veridian staff person was tweeting for close to 14 hours a day (shown right) during the worst of the storm’s aftermath and it was an extremely effective way to connect with customers, keeping them informed of developments at the utility and retweeting information from the municipalities. It also provided a means for grateful customers to share words of encouragement with the Veridian power restoration team. 12/26/13 Veridian Connections @VeridianTweets Pls call our Outage Hotline 1-866-579-6819 if you're still without power & not listed to let us know your location: http://ow.ly/s4QWi candy @_luvcandy 12/26/13 @VeridianTweets Harveys Ajax would love to buy your staff lunch for all your hard work! 9054289763 for more info! HAPPY HOLIDAYS :) 12/25/13 Veridian Connections @VeridianTweets We have 67 staff and contractors working hard to restore power in the communities affected by the severe ice storm. View Veridian Connections’s full profile Privacy is paramount Veridian put its advanced metering infrastructure – commonly referred to as “smart meters” – under the security microscope in 2013. The third-party audit ensured that all usage data collected by the meters was protected from prying eyes and “hackers.” Veridian also did an internal evaluation of security on its customer information system, creating new protocols for how information is locked and who can have access. Customers can rest assured that the information they share – whether through their smart meters or their phone calls – is in safe hands. veridian corporation 2013 ANNUAL REPORT sustainability peace of mind comes from showing green leadership Veridian believes in being a careful steward of Earth’s finite resources and taking steps to minimize the impacts of climate change. With this in mind, the company is investing in clean energy technology that makes communities more sustainable while providing healthy returns for shareholders. Veridian also delivers the full suite of the Ontario Power Authority’s (OPA) saveONenergyOM conservation and demand management (CDM) programs to customers, helping residents save money and businesses maximize their competitiveness through the efficient use of electricity. SOME EMPLOYERS MISTAKENLY THINK ‘GOING GREEN’ IS TOO EXPENSIVE, TOO DIFFICULT OR SOMEHOW MAKES YOUR ORGANIZATION UNCOMPETITIVE. WE SEE THE OPPOSITE: INCORPORATING ENVIRONMENTAL VALUES INTO YOUR CULTURE ENCOURAGES EFFICIENCY, ATTRACTS TOP TALENT AND MAKES YOUR ORGANIZATION MORE COMPETITIVE. Richard Yerema, Managing Editor, Canada’s Top 100 Employers project Canada’s Greenest Employer – 4 years in a row In 2013, Veridian was named one of Canada’s Greenest Employers for a fourth consecutive year. The company was recognized for its efforts at environmental leadership, including the recently expanded solar panel installation on the rooftop of its corporate headquarters in Ajax, electric vehicle initiatives, a bike sharing program, interest-free loans for employees purchasing hybrid and electric vehicles, and support of employees who volunteer with environmental stewardship programs. In 2013, Veridian also won a silver award from Smart Commute Durham for its efforts to help employees explore greener commuting choices such as carpooling, cycling and public transit. Veridian’s programs include allowing employees to work from home one or more days a week, offering subsidies for employees to take public transit, encouraging carpooling with an electronic ride-matching service and priority carpool parking spots, and providing on-site bike racks and shower facilities for employees who cycle to work. Veridian may earn the awards, but the biggest winner is the planet. In the words of the company’s President & CEO, “Our message out to our employees and communities is that we have to be more sustainable, working to reduce local pollution and climate change through actions each one of us can take.” veridian corporation 2013 ANNUAL REPORT Veridian has a number of employee and customer programs to reduce its own energy consumption and environmental footprint. The company has also implemented fleet programs to reduce idling and purchased hybrid and electric vehicles, including two Chevrolet Volts. Delivering peace of mind through a long-term commitment to conservation sustainability Veridian promotes the OPA’s saveONenergy programs, providing residential and business customers with education, resources, tools and incentives for better managing their electricity consumption and reducing their electricity costs. HAP makes low-income customers in Ajax ‘HAPpy’ Helping residential customers saveONenergy Veridian promotes the OPA’s saveONenergy programs, providing residential customers with education, resources and tools to better manage their electricity consumption and reduce their electricity costs. Throughout 2013, Veridian could be seen actively engaging customers in conversations about the benefits of the saveONenergy programs at community festivals and retailer-hosted events across each of its service territories – 68 days at 44 events in total. Updates to the peaksaver® program were welcomed with enthusiasm by Veridian customers in 2013. Since the pilot program in 2006 and the official launch in 2007, Veridian’s peaksaver participants have received a free thermostat designed to make slight adjustments to reduce consumption during periods when the Ontario electricity grid is experiencing peak demand. In 2013 the program became peaksaver PLUS®, the “PLUS” being a free in-home energy display (shown above) that both new and existing participants receive as an incentive for participating. Feedback indicates that the real-time usage information provided by the energy display is helping to change energy use behaviour and is a great teaching tool for families. In collaboration with Whitby Hydro and Oshawa PUC Networks Inc., Veridian partnered with Windfall Ecology Centre to deliver the saveONenergy HOME ASSISTANCEOM program (HAP). This program helps low-income households save on their energy bills while reducing greenhouse gas emissions through the installation of energy efficient measures. Participants receive home energy assessments conducted by certified energy advisors who perform top-to-bottom inspections of their residences to identify energy saving opportunities, then complete basic upgrades – installing energy-efficient lighting, replacing faucet aerators, providing programmable power bars and more. The energy advisors also assess whether residents are eligible to receive more substantial upgrades of ENERGY STAR® qualified appliances, such as a refrigerators, freezers, dehumidifiers or window air conditioners. Westwood Manor, in Ajax – HAP’s capacity to make a difference The 70-unit seniors’ apartment building (shown at top) uses electricity to heat both the building and its water supply, making it a perfect candidate for energy saving measures. With tenants on fixed incomes, many may lack the resources needed to make investments in energy saving appliances and upgrades. After a thorough examination of the building, nine new fridges, one new window air conditioning unit, one freezer, approximately 350 compact fluorescent light bulbs, 25 low-flow shower heads and two kitchen faucet aerators were installed, for a total savings of 33,676 kWh, 4.5 metric tonnes of CO2 and $2,500 annually. FRIDGE & FREEZER PICKUPOM SMALL BUSINESS LIGHTINGOM Participants have their old energy-guzzling fridge or freezer (and eligible window air conditioners and dehumidifiers) picked up and decommissioned for free. Component parts are recycled in an environmentally responsible way to minimize the amount of waste materials that end up at landfill sites. Energy efficient upgrades go a long way toward reducing electricity consumption and managing monthly electricity costs. Qualifying businesses can get up to $1,500 in energy-efficient lighting and equipment upgrades and gain access to further incentives. After a no-risk assessment, an authorized, licensed electrical contractor will make an appointment to complete the retrofit, which includes recycling and proper disposal of the old lighting equipment. 4,123 fridges and freezers decommissioned since 2009 peaksaver PLUS 3,419 lighting upgrades since 2009 ® Participants have a device installed on their central air conditioner, electric water heater or pool pump, so that their equipment can be remotely cycled on and off to reduce the stress on Ontario’s electricity system during periods of peak demand. Participants also receive an in-home energy display (IHD) for monitoring household appliance energy use in real-time. 10,304 peaksaver devices (thermostats/IHD’s) installed since 2009 HEATING & COOLING INCENTIVEOM With as much as 60% of annual household energy costs going towards heating and cooling, investing in energy-efficient central heating and cooling systems makes sense. Participants receive rebates of up to $250 when replacing old furnaces with high-efficiency models and up to $400 when replacing central air conditioners. 15,553 incentives for energy efficient furnaces and central air conditioners since 2009 veridian corporation 2013 ANNUAL REPORT RETROFIT PROGRAMOM Businesses can install and benefit from newer, more energy efficient solutions that will help them operate more efficiently and improve their bottom line. Incentives are available for high efficiency equipment upgrades such as lighting, motors and heating and for installing new control systems to improve the overall efficiency of their building. Participants can receive up to 50% of their project costs. 665 retrofit projects since 2009 sustainability Recognizing businesses of all sizes throughout Veridian’s territories for leadership in reducing energy consumption In 2013, Veridian designated the following companies as its Conservation Champions for using saveONenergy FOR BUSINESSOM programs to make significant reductions in their energy consumption: • • • • • • • • • • • • Autosystems Magna – Belleville Bardon Supplies Limited – Belleville Cameco – Port Hope Cineplex Entertainment – Ajax, Pickering and Belleville CpK Interior Products – Port Hope Durham Condo Corp. – Ajax Giant Tiger Stores Limited – Ajax and Belleville Greif Bros. – Belleville Lakeridge Health – Port Perry Loblaws (Atlas Logistics) – Ajax Premier Real Estate Holdings Ltd. – Pickering Regional Municipality of Durham – Ajax Developing renewable hydroelectric power from the Moira River in Belleville – dam, that’s a great idea Veridian, the City of Belleville, Quinte Conservation and Peterborough Utilities are taking the plunge in an innovative hydraulic power generation partnership to pursue investments in run-of-the-river electricity generation projects at three existing dams along the Moira River. If accepted under the OPA Feed-in Tariff (FIT) program, highly engineered turbines will use the flow of the river to generate an estimated total of 1.5 MW of power. As an additional benefit, the turbines will help the City of Belleville manage ice problems that occur along the river during the annual spring thaw. The projects will be jointly owned and operated by Veridian, Peterborough Utilities and the City of Belleville. The application to the OPA’s FIT program was submitted in 2013. Building strong partnerships builds strong CDM programs Thanks to the strength of Veridian’s staff and channel partners, who provide their energy-efficiency expertise to its customers, Veridian was able to get closer to achieving its CDM targets in 2013. Pickering HVAC company, Advantage Air Tech, is a perfect example. They offer a one-stop shop to Veridian customers – selling, installing and maintaining HVAC equipment while promoting the saveONenergy Retrofit ProgramOM. They even go as far as completing paperwork so customers can take advantage of incentives provided by the OPA through Veridian. Other commercial, municipal and industrial customers are taking advantage of Veridian’s two saveONenergy roving energy managers Working out of Veridian’s corporate headquarters in Ajax, the pair (shown above) provide conservation expertise to companies looking to improve energy performance and discover energy saving options. Helping major Port Hope employer be more competitive by better managing their energy use Solar projects see the light in Claremont and Belleville Pickering’s energy future got a little greener in 2013 when OPA approved a 99 kW rooftop solar array for the Claremont Community Centre (shown above). Under the OPA’s FIT 2.1 program, projects built through partnerships with cooperatives are more likely to be approved. In order to meet the OPA’s requirements, Queen Street Solar Cooperative – Veridian’s partner of choice – required that at least 50 Region of Durham homeowners join as members. More than 30 Veridian employees stepped up. With the OPA’s approval and a strong joint venture already underway, Veridian is set to install the solar array in 2014. Also in 2013, Veridian created a new company – Quinte Solar Generation – to apply to the OPA for two rooftop solar projects totalling 250 kW in Belleville. Public works buildings owned by the City of Belleville were selected as sites for the project. Cameco, a uranium conversion facility in Port Hope and one of Veridian’s largest industrial customers, has expanded its industrial saveONenergy projects beyond updating lighting, installing variable frequency drives and upgrading HVAC systems. In 2013, Cameco applied through Veridian for the saveONenergy Embedded Energy Manager program, which provides 80 per cent of the wages (paid for by the OPA) for an on-site energy expert. As a driving force behind additional savings, the full-time energy manager, works at the facility to develop energy management plans, implement conservation measures, and apply for saveONenergy incentives for the company. veridian corporation 2013 ANNUAL REPORT community outreach Veridian is more than an electricity distributor – it’s a dedicated partner that is committed to investing in the communities it serves, through a particular focus on efforts that support youth, arts and culture, and health. With customers in nine municipalities, the company is careful to equitably distribute its generosity. Veridian provides a business bursary for one science, engineering or business student from every high school across each of its service territories. It also funds initiatives that speak to the needs of each community. In 2013, these included: a pavilion project on Zwicks Island in Belleville, the Clarington Museums and Archives initiative, the Gravenhurst Winter Carnival, Port Hope’s Jazz Festival, Earth Day in Bowmanville and Scugog Memorial Library’s fundraiser. This all added up to more than $230,000 of support. Putting the Boys and Girls Club of Durham back on the road peace of mind comes from making communities stronger, one cause at a time When the Boys and Girls Club of Durham’s 1995 van was taken off the road due to extensive vandalism in mid-2013, Veridian was among the business leaders that responded to the call for new wheels. The company contributed $5,000 to a community-wide fundraising effort that resulted in the purchase of a new van (shown left) so kids can once again be transported to after-school programs and community events, keeping them off the streets and involved in positive activities. veridian corporation 2013 ANNUAL REPORT Doing Durham Region’s heart good Veridian’s 2013 support of the Advanced Coronary Treatment (ACT) Foundation helped more than 7,000 high school students in Durham acquire the skills and knowledge needed to save lives. The program, part of a national effort to provide free CPR and defibrillator training in high schools, saw the donation of 201 mannequins, 112 automated external defibrillator training units and teacher education with the aim of sustaining the program into the future in Durham. Grade nine students in all 25 Durham Region high schools participated in the program during 2013. Encouraging this increase in community safety knowledge is sure to make a difference – the Heart and Stroke Foundation notes that early CPR and use of an automated external defibrillator improves cardiac arrest survival rates by up to 75 per cent. With 13 service territories of various sizes, Veridian takes care to equitably distribute its generosity community outreach In 2013, the company was proud to have helped to support more than 228 worthy causes that included: Abilities Centre Multiple Sclerosis Society of Canada Ajax Creative Arts Northumberland Hills Hospital All-Canadian Jazz Festival Ontario Shores Centre for Mental Health Beaverton Lions Club Parkinson Society Canada Belleville General Hospital Foundation Quinte Ballet School of Canada Bethesda House Royal Canadian Legion Boys and Girls Club of Durham Salvation Army Camp Bucko Scientists in Schools Cannington Lions Club Tamil Cultural and Academic Society of Durham Clarington Museums and Archives The Firehouse Youth Centre Community Justice Alternative of Durham Region The Ontario Regiment Foundation ‘Caught in the act’ of kindness in Durham Region Crime Stoppers Terry Fox Foundation Durham Children’s Aid Society WindReach Farm Durham Family Court Clinic Young Singers In 2013, Durham Regional Police teamed up with the Herbert H. Carnegie Future ACES Foundation and Veridian to help students from Kindergarten to Grade 12 pay it forward, using presentations in schools to motivate kids to be responsible, respectful, peaceful, confident and caring citizens. Drawing on the inspiring story of Herbert Carnegie, presenters encourage the students to practice good citizenship and reduce incidents of bullying. Police officers issue “tickets of kindness” to students who are “caught in the act” of demonstrating positive behaviour and good decisionmaking skills in schools and the community. The tickets can be redeemed for free merchandise. Veridian was proud to sponsor a number of these presentations in Ajax and Pickering schools and plans to continue its involvement in the future. Durham Outlook for the Needy Scoring a huge $42,000 hole-in-one in support of community organizations with Veridian’s 2013 charity golf tournament Two hundred and thirty golfers and dozens of sponsors gathered at Deer Creek Golf & Banquet Facility in Ajax on August 22, 2013, to raise a record-breaking $42,000 in support of a number of worthy causes in each of the communities served by Veridian, including hospices in Durham, Quinte and Muskoka, the United Way and Special Olympics Ontario. During the Buy-a-Bed campaign, you answered our call to help fund new hospital beds for Lakeridge Health’s Whitby site. Your support was instrumental in helping us exceed our fundraising goal. That’s why I’m so glad to let you know that 42 new hospital beds have arrived and are being put to good use at our Whitby site. Robert A. Baker, Chief Executive Officer, Lakeridge Health Foundation Gleaners Food Bank Grandview Children’s Centre Habitat Muskoka Hospice Quinte Humane Society of Durham Region Jennifer Ashleigh Children’s Charity veridian corporation 2013 ANNUAL REPORT 2013 financial summary 2013 directors meeting attendance During 2013, the Boards of Directors of Veridian Corporation and Veridian Connections Inc. met four times each. Board Meetings Committee Meetings Jack Alexander (2) 4/4 5/5 Kevin Ashe (3) 4/4 3/4 Veridian Corporation Board Meetings Committee Meetings Doug Dickerson Chair (1,2,3,5) 4/4 19/19 Joanne Dies (2) 4/4 5/5 Eldon Dixon (1) 4/4 4/4 Neil Ellis Vice Chair (3,4,5) 4/4 10/10 Cindy Holland (2) 3/4 4/5 Colleen Jordan (3,5) 3/4 10/10 James Mason (5) 4/4 6/6 Veridian Connections Inc. Doug Dickerson Chair (1,2,3,5) 4/4 19/19 Joanne Dies (2) 4/4 5/5 Neil Ellis Vice Chair (3,4,5) 4/4 10/10 Adrian Foster (4,5) 4/4 5/6 Colleen Jordan (3,5) 3/4 10/10 James Macpherson (1) 4/4 4/4 Mary Novak (2) 3/4 5/5 David McGregor (3) 4/4 4/4 Doug Parker (1) 3/4 2/4 Joe Neal (1) 4/4 3/4 David Pickles (2) 4/4 5/5 David Pickles (2) 4/4 5/5 Frank Stapleton (3) 3/4 4/4 David Ryan (4,5) 4/4 4/6 Sylvain Trépanier (1) 4/4 4/4 Frank Stapleton (3) 3/4 4/4 Ralph Sutton (5) 4/4 5/6 Doug Dickerson Chair Neil Ellis Vice Chair Councillor and Deputy Mayor, City of Pickering Eldon Dixon FCCA CGA MBA C.Dir. Director, Financial Shared Services Parmalat Canada James Mason Member of: Jack Alexander Kevin Ashe Joanne Dies Mayor, City of Belleville Electrical Generation Consultant, J.W.A. Enterprises Inc. Councillor, City of Pickering Councillor, Town of Ajax Adrian Foster Cindy Holland Colleen Jordan James Macpherson Mayor, Municipality of Clarington Marketing Manager, Constellation Brands Canada Regional Councillor, Town of Ajax C.Dir. President, Macpherson & Associates Inc. David McGregor Joe Neal Mary Novak Douglas Parker President, Pefco Ontario CHRP, HRCCC Retired VP of Human Resources, Wrigley Canada David Pickles Councillor, City of Pickering 1. Audit & Risk Management Committee Councillor, Municipality of Clarington C.Dir. Regional Councillor, Municipality of Clarington David Ryan Frank Stapleton Ralph Sutton Sylvain Trépanier Mayor, City of Pickering Owner & Operator, Stapleton Auctions/Grist Mill Auction Centre Ltd. Retired Manager, Bell Canada Director, International Financial Data Services (IFDS Canada) Retired General Manager & Secretary, Belleville Utilities Commission 2. Governance Committee 3. Human Resources & Compensation Committee 4. Nominating Committee (the Committee did not meet in 2013) 5. Business Development Committee Meeting veridian corporation 2013 ANNUAL REPORT Management’s Discussion and Analysis consolidated financial statements The following discussion and analysis should be read in conjunction with the audited consolidated financial statements and accompanying notes of Veridian Corporation (“Veridian” or the “Corporation”) for the year ended December 31, 2013. The consolidated financial statements are prepared in accordance with Canadian generally accepted accounting principles. management’s discussion and analysis vision, core businesses and strategy Veridian Corporation’s Shareholders City of Pickering 41.0% 13.3% Veridian’s vision is to be a local, provincial and global leader in the provision of innovative energy solutions that are the cornerstone for creating the sustainable communities of tomorrow. Veridian’s Strategic Goals and Objectives: Veridian Connections Inc. Service Area City of Belleville • Growth and improvement in core distribution business • Optimize operational efficiency and effectiveness • Maintain high returns for shareholders • Be a leader in customer satisfaction • Provide a high level of power system reliability • Achieve zero lost time injuries • Provide a workplace for employees that is engaging and rewarding. Veridian provides, through affiliated companies, energy-related services to 117,462 customers located in nine municipalities in east-central Ontario. The core business is distribution of electricity and is provided through the wholly-owned regulated subsidiary, Veridian Connections Inc. (“VCI”). Historically, ancillary businesses were operated within Veridian Energy Inc. (“VEI”), a wholly-owned unregulated subsidiary. Town of Ajax 32.1% Municipality of Clarington 13.6% Veridian Corporation is owned by four shareholders: the City of Pickering (41.0%), the Town of Ajax (32.1%), the Municipality of Clarington (13.6%) and the City of Belleville (13.3%). Veridian Corporation Enterprise Structure Veridian Energy Inc. in prior years had operated non-regulated businesses such as water heater and equipment rentals as well as other energy-related services. VEI disposed of its non-regulated water heater and sentinel light operations in 2011 for the purposes of regulatory compliance and strategic alignment of investments. As a result, VEI became dormant in 2011 and has continued to remain dormant in 2013. Veridian Connections Inc. is granted a distribution license by the Ontario Energy Board (“OEB” or “the Board”) that entitles the local distribution company (“LDC”) the exclusive right to distribute electricity to all customers within Veridian’s prescribed service territories. 21 Veridian Corporation wholly owns Veridian Connections Inc. and Veridian Energy Inc. veridian corporation 2013 ANNUAL REPORT 112 113 115 116 117 11.9 11.0 8.5 2009 2010 2011 2012 2013 customers 246 256 2012 2013 total revenue $ 103.6 97.0 100.3 2009 2010 2011 219 109.1 2012 116.2 2013 12.8 187 9.3 9.5 2009 2010 2013 (millions) 212 189 2012 shareholder’s equity $ (thousands) 190 2011 (millions) 286 296 295 2011 Growth and Operational Efficiency net income $ (thousands) 2009 2010 2009 2010 9.4 10.2 2011 2012 2013 cost per customer $ 8.2 8.2 8.2 2009 2010 2011 2012 2013 2014 dividends & interest $ (millions) Years 2009 to 2013: Actual dividends & interest Year 2014: Forecast dividends & interest 21 key performance drivers Growth is an important measure for Veridian’s success. Historically, Veridian has been able to achieve administrative and operational efficiencies derived from both: natural customer growth, and growth through mergers and acquisitions. Natural customer growth over the last two years has averaged 1.2%. Management has projected that natural customer growth during 2014 will increase slightly to 1.3%. Veridian has a strategic objective to grow and improve the electricity distribution business and actively seeks merger and acquisition opportunities focused on this core business. Veridian is ideally positioned to participate in further utility consolidation with other organizations that have a similar low cost, innovative profile with reasonable customer rates. Higher levels of customer value and satisfaction and increased shareholder value will be the result. Electricity distribution revenues, excluding Smart Meter activities, have increased $3.8 million to $49.0 million from 2009. Distribution revenues decreased slightly by $1.6 million, or 3.2%, from 2012 due to decreases in revenues related to: Smart Meter activities ($1.2 million in 2013 compared to $2.4 million in 2012), lower Lost Revenue Adjustment Mechanism (“LRAM”) revenues, and marginally lower distribution consumption (2,645 GWh in 2013 compared to 2,707 GWh in 2012). In 2013, Veridian effectively managed costs and the VCI cost per customer increase of $7 is primarily attributable to an unprecedented ice storm that occurred in late December. Ice storm costs of $0.6 million are included in operating costs, and if not for these unforeseen costs; the cost per customer would have increased marginally by $2 due to inflationary increases on purchased services and increased labour costs. Veridian made a prospective accounting change in 2012 whereby certain overheads that were capitalized previously are now charged as a period expense. In 2012, this accounting change was one of the primary reasons for the cost per customer increasing $25 to $212. Veridian will continue to focus on operational efficiencies through process improvement and adoption of new technologies. Long term reductions in operation costs benefit distribution customers through lower distribution rates in the regulated cost of service process. Distribution rates are approved by the OEB to recover operating and capital costs of the LDC. Returns for Shareholders Strong growth in shareholder’s equity, while maintaining robust interest and dividend payments, has been the long term trend at Veridian. Shareholder’s equity has increased, $12.6 million, or 6% since 2011, which is double the growth rate from 2009 to 2011. Municipal shareholders benefit from distributions of Veridian’s earnings. The Board of Directors of Veridian Corporation approved a dividend policy for the years 2012 to 2016 with base dividends of $4.7 million each year subject to certain provisions. Veridian paid a total of $8.2 million to shareholders in 2013 which included $3.5 million in interest payments on shareholder promissory notes. For 2014, strong interest and dividend payments are also forecast. Reliability and Customer Service Quality Reliability and customer service quality standards related to Veridian’s electricity distribution system are key performance measurements, and these metrics remain high on the priority list to ensure Veridian is meeting its customers’ expectations. Results are reported annually to the OEB and form a basis for corporate performance measurement. Specific reliability measures are tracked and reported such as System Average Interruption Duration Index (“SAIDI”) and System Average Interruption Frequency Index (“SAIFI”). Veridian’s distribution system is predominantly overhead and as a result is susceptible to weather and storm events as well as tree and wildlife contact, affecting SAIDI and SAIFI in a negative manner. Investments in technologies that automate the distribution system are made each year and these new smart grid technologies assist in improving the reliability and quality of electricity supply for customers. Veridian has an aggressive vegetation management program in place; however complete elimination of tree contact with the distribution system is not possible given community standards and aesthetics with regards to trimming trees. In addition, Veridian has continued its deployment of devices on the distribution system that will prevent contact between wildlife and the distribution system preventing outages for its customers. Veridian’s reliability indices are competitive when compared with other Ontario utilities and an annual improvement measured against historical results remains a key business goal. Reliability as a key veridian corporation 2013 ANNUAL REPORT management’s discussion and analysis business goal ensures the appropriate attention is paid with regards to operations, maintenance and capital spend decisions on the distribution system, allowing distribution system reliability and quality to continue to meet customer expectations. to document their health and safety management system, perform internal audits and subject their system documentation and practices to external audit. capability to deliver results Resources To provide benchmark measures of customer satisfaction, Veridian annually participates in a province-wide utility satisfaction survey. Veridian’s performance on overall customer satisfaction ranking is routinely above the average Ontario electricity consumer customer satisfaction level. In 2013, Veridian’s performance was 3% above this benchmark. conservation and demand management (“CDM”) Growth of the core electricity distribution system, together with prudent investment in non-regulated businesses that earn returns for shareholders, is the strategic direction for Veridian. Financial and human capital and internal process and systems developments are all necessary resources to support this growth. CDM Targets and Program Delivery Human Capital During 2013, Veridian continued to enroll both management and outside trades employees into two core training programs: the Management Syllabus training program and Skilled Trades Training program. With these programs, Veridian’s primary objective remains a highly trained and skilled workforce. This will ensure that operations will continue in an effective and efficient manner despite retirements in the organization over the next five to seven years. To date, 74% of the Management Syllabus training program is complete. During 2013, both programs became the direct administrative responsibility of Human Resources to ensure the most timely and cost-effective program management. Safety Safety is of utmost importance to Veridian. The management of employee health and safety begins with every employee and supervisor understanding the Occupational Health and Safety Act (“OHSA”) and its relationship to their role. The development of policies and work procedures within the context of the OHSA reinforces this internal responsibility system, providing the framework for safe work performance. In 2013, Veridian recorded one lost-time injury and achieved 400,000 hours before year-end without another lost time injury. By encouraging injured employees to seek medical aid immediately following an injury and providing work accommodations based on identified restrictions, Veridian helps reduce the impact of injuries on individuals and on the organization. By formally investigating incidents that had the potential to result in a critical injury, Veridian learns more about the hazards and root causes of incidents so that future incidents can be avoided. Continuous improvement is the foundation of all health and safety management systems. Veridian is committed to completing the requirements of the Certificate of Recognition (“COR”), a nationally trademarked certification endorsed by participating members of the Canadian Federation of Construction Safety Associations and delivered in Ontario by the Infrastructure Health and Safety Association (“IHSA”), its industry safety association. COR requires those certified 21 Through provisions of the Province of Ontario’s Green Energy and Green Economy Act, 2009 (“Green Energy Act”), Veridian’s electricity distribution license was amended in December 2010 to include a condition that it meet established CDM targets by December 31, 2014. Under the terms of its license, Veridian must achieve a 2014 net annual peak demand savings target of 29.05 MWs, and a 2011-2014 net cumulative energy savings target of 115.74 GWhs. During 2011, Veridian contracted with the Ontario Power Authority (“OPA”) to deliver a suite of provincewide CDM programs during 2011-2014. Funding for delivery of the programs is provided by the OPA. Through these programs, Veridian achieved unverified savings of 9.0 MWs and 68.7 GWhs by the end of Q3 2013. The results of all 2013 CDM programs will be verified by the OPA in September 2014. Lost Revenue Adjustment Mechanism (“LRAM”) On October 31, 2013, Veridian filed an application with the OEB that included a request for recovery of foregone distribution revenues related to CDM program activities during the years 2011 and 2012. This amount is included in the LRAM Variance Account which, if approved for disposition by the OEB, will allow Veridian to recover $292,767 from its customers over a period of 12 months. Financial Capital Veridian’s debt to capitalization ratio at December 31, 2013 was 54%. The Corporation’s debt includes $60.8 million in shareholder promissory note debt, as well as committed reducing term facilities, and a revolving demand facility which are held with a Canadian chartered bank. These credit facilities have customary covenants normally associated with long-term debt, including debt to capitalization and debt service coverage ratios. Veridian is in compliance with all the bank covenants as at December 31, 2013. In 2013, the Dominion Bond Rating Service (“DBRS”) confirmed the Issuer Rating of Veridian Corporation at “A” with a stable trend. The DBRS report noted that the rating continues to reflect Veridian’s low business risk profile, stemming from its regulated electricity distribution business, reasonable regulated framework and good credit metrics. Veridian’s operating activities and these credit facilities are the primary sources of funds for liquidity and capital resource requirements. These resources are required for: capital expenditures to maintain, improve and modernize the electricity distribution system; servicing and repayment of debt; purchased power expense; prudential requirements; other investing activities; and dividends. Management has assessed that there is sufficient financial capacity to meet all stated corporate strategic objectives. Veridian’s continued commitment to the training and development of its staff, coupled with progressive employee programs, has created an organization with a low turn-over rate of 0.47% (excluding retirees) in 2013. Veridian continues to endeavour toward providing all its staff with a creative and engaging work environment. In 2013, Veridian experienced an employee turnover due to retirements of 2.35%. Based on OMERS pension eligibility statistics an additional 12.2% of the workforce, or 26 employees, could qualify for an unreduced pension prior to December 31, 2014, however it is not expected that all of these employees will retire based on the historical average retirement age of 61. The Corporation’s ongoing training programs will continue to address the aging demography of our workforce by providing career-specific training to existing staff to prepare them for future higher-level positions vacated by retirees. Dedicated training programs will also assist all staff to strengthen their general skills required to make them effective and efficient in their current positions. The organization will also continue to develop junior trades staff via robust apprenticeship programs that will ensure that these employees become qualified journeypersons within the lines, metering and other technical trades. veridian corporation 2013 ANNUAL REPORT management’s discussion and analysis The President and CEO, with the oversight of the Veridian Board’s Human Resources and Compensation Committee, continues to monitor all training and compensation initiatives to ensure that they remain relevant to the needs of general and management staff. The objective of Veridian’s compensation, training and employee program initiatives is to attract, retain and engage employees in the work that they do. Veridian has continued with the ongoing use of both compensation and employee engagement surveys during 2013 to ensure that compensation plans remain competitive and that the appropriate engagement activities are in place. Veridian’s upgraded 24/7 control centre and attached situation management room proved very valuable in the December 2013 ice storm. A review of procedures and technology that will further enhance productivity, customer service and emergency preparedness is underway. A recently implemented high-availability site for IT systems combined with enhancements in backup control centre facilities, as well as more integrated customer and stakeholder communication enhancements, will provide greater peace of mind to customers and community stakeholders that Veridian services. Veridian routinely seeks opportunities to contain costs and improve productivity and encourages innovative and efficient cost structures. Internal Processes and Systems Annually, operating and capital financial plans are developed to support Veridian’s key business objectives. Continual improvements in internal processes and systems are an integral part of these plans. Veridian continues to invest in technology platforms such as distribution automation, mobile workforce management, enhanced customer service interfaces and improved business information systems to better manage its assets and improve customer service. With completion of its Smart Meter Initiatives in 2011 and a significant upgrade to its Customer Information System (“CIS”) in 2012, Veridian continued with improvements in customer service interfaces with online and mobile applications for customers in 2013. Veridian’s billing platform is one of the most cost effective in the industry from a capital cost per customer perspective and it is expandable to service more than quadruple its current level of customers. Very low billing error rates give customers peace of mind and new technologies deployed, or being deployed, provide customers opportunities for energy conservation and increased levels of customer service. In 2013, Veridian continued to deploy mobile workforce management technologies to streamline processes and improve the overall productivity of its workforce. 21 risk Regulatory Environment As an electricity distributor in the Province of Ontario, VCI is licensed and regulated by the OEB which is a quasi-judicial tribunal, and is responsible for oversight and ensuring that electric monopoly utilities comply with Board decisions and orders. In a cost of service proceeding, the OEB approves distribution rates based on forecasted electricity deliveries and customer levels. VCI assumes the revenue risk associated with these forecast levels. Veridian’s last OEB approved cost of service rate application was in 2010. On October 31, 2013, Veridian filed a 2014 cost of service rate rebasing application with the Ontario Energy Board for rates effective May 1, 2014. All VCI investments in distribution assets are reviewed for prudence by the OEB through cost of service rates proceedings. Veridian expects that all investments in the coming years, including smart grid technologies and connection of new communities, to be fully recoverable through distribution rates but any future regulatory decision to limit the recovery of such costs could negatively impact operation results. The interests of external stakeholders are argued before the Board and these interests, if supported, may have the impact of reducing the returns that VCI earns from distribution rates charged to customers. Additionally, VCI’s distribution revenue declines as CDM targets are met or exceeded and the LRAM established by the OEB may not fully compensate VCI for lost revenue. Credit Risk As a result of the Green Energy Act, Veridian’s permitted business activities were expanded to include the ownership and operation of generation and energy storage facilities under established criteria. The rates that VCI may charge for distribution services are set or approved by the OEB through an incentive regulation mechanism (“IRM”). Under IRM base rates are set through a cost of service application once every five years on a forecast basis. In the subsequent years in which no cost of service application is filed, rates are adjusted by an inflation factor net of a deemed productivity factor and a stretch factor determined by the relative efficiency of an LDC. VCI is subject to credit risk with respect to non-payment by customers. VCI and other Ontario LDC’s are billing agents for a number of different organizations. In addition to billing customers for distribution of electricity charges, Veridian bills and collects on behalf of others: charges for the electricity commodity and other charges (Independent Electricity System Operator - “IESO”); and transmission of electricity (Hydro One and IESO). VCI bears the entire credit risk for collection of all these charges. VCI mitigates this risk by employing the maximum credit protection measures allowed by the Board including: security deposits, late payment penalties, pre-payment, disconnection and load limiters. VCI’s customer base is diversified and at year-end no single customer accounted for more than 1% of accounts receivable. Furthermore, with this diversification credit losses related to an industry segment downturn are not expected to have a material impact upon earnings. The credit status of all accounts, with particular emphasis on the largest accounts, is reviewed frequently. The economic recovery is modest resulting in greater risk to the Corporation for losses related to business bankruptcies and downturns in business energy consumption. Weather and Equipment Failure VCI’s major electric distribution grid consists of substations, overhead lines; including poles, wires, transformers, and switches, and underground lines; including cables and surface mounted or underground transformers and switches. Wind, ice, snow and extreme weather conditions can have damaging impacts, particularly on the overhead distribution system as evidenced with the July 2013 wind storm in Gravenhurst, and the December 2013 ice storm in VCI’s southern service areas. While underground systems are less susceptible to certain weather risks, they also have inherent failure modes and failures can have greater impacts and longer restoration times with higher costs. Most assets in new residential subdivisions are of underground design, and local services in heavily treed areas may be placed underground where cost justified, all contributing to improved reliability. To manage risks, VCI follows targeted cyclic programs for vegetation control in the overhead areas, as well as a full program of equipment testing and inspection activities on all assets. When combined with condition-based replacement activities as an integrated activity, these programs improve system performance, minimize premature failures, and improve resistance to adverse weather. To help focus these activities and maximize the effectiveness of annual expenditures, specific work plans are developed using localized performance metrics. veridian corporation 2013 ANNUAL REPORT management’s discussion and analysis A significant milestone in a documented Asset Condition Assessment (“ACA”) was completed in mid 2013. This represents a major step forward from a continuous improvement perspective as it allows Veridian to begin to transition from its qualitative approach to a more quantitative approach in making lifecycle decisions using the results of the ACA as inputs into Veridian’s asset management process. The ACA is an assessment of the health of Veridian’s current major distribution assets categories and will serve as the basis of the Asset Management Plan (“AMP”). The ACA output results will continue to be improved as more asset condition data is collected over the next three years. Overall, the AMP will introduce a formal documented process, rationale and decision-making structure on capital investment for equipment replacement on a proactive basis that balances the capital cost to replace the equipment against managing the risk of failure of the equipment. Energy Supply Risk VCI relies upon the provincially administered power grid for the supply of electricity. The Electricity Restructuring Act, 2004 outlines the mandate of the OPA to ensure an adequate, reliable and secure supply of electricity in Ontario for the medium and long term. The IESO is responsible for the operation and reliability of the power system. Veridian is also served via combinations of Hydro One-owned transmission and distribution assets. Consequently, there is significant electricity supply reliance upon these three organizations. To the extent that these three organizations are unable to fulfill their mandate, VCI would be exposed to the risk associated with an inadequate supply or a decline in reliability. accounting estimates Management uses judgement in assessing certain accounting estimates required to determine reported amounts for assets, liabilities, revenues and costs and related disclosure of contingencies at the date of the financial statements. Management bases its estimates and judgements on historical experience, current conditions and various other assumptions believed to be reasonable under the circumstances. Actual results may differ from these estimates. The following critical accounting estimates were used in the preparation of Veridian’s financial statements. Estimated Service Lives Veridian has estimated service lives of property, plant and equipment, as well as intangible assets as found in the corporation’s accompanying notes to the consolidated financial statements, Notes 1(f) and 1(g) respectively. Regulatory Assets and Liabilities Regulatory assets amount to $10.5 million and relate primarily to: retail settlement variances that have accrued since January 1, 2011, deferral amounts, and the costs of stranded legacy meters and smart meter receivables that are expected to be recovered from future rates. Management believes that the costs allocated to these variance and deferral accounts meet the tests of prudence as established by the OEB through past hearings and that these costs will be fully recoverable. Regulatory liabilities of $13.8 million relate to: $7.3 million for future income taxes, $6.3 million due to changes in estimates of useful lives of capital assets and allocation of indirect costs subject to capitalization, and $0.2 million due to other deferred credits. These regulatory liabilities are expected to be returned to customers through future rates. 21 Allowance for Doubtful Accounts Accounts receivable and unbilled revenue totalled $56.9 million as at December 31, 2013. Past experience with the collection of accounts has been used to estimate amounts that may not be collected. An allowance of $960 thousand is estimated as a reasonable amount of receivables that may not be collected. Unbilled Revenue Unbilled revenue balances are based upon estimates of customer electricity consumption to the end of the financial reporting period. Electricity consumption estimates are required at the end of the financial reporting period when meter readings are unavailable. These estimates are based on the historical usage of customer electricity consumption. Unbilled revenue totalled $30.3 million as at December 31, 2013 and consists of commodity and distribution revenue components. Employee Future Liability Veridian has commitments to pay post-retirement benefits for employees. Actuarial assumptions are employed for the valuation of this future liability. The assumptions were determined by management recognizing the recommendations of actuaries. Goodwill Accounting principles require that goodwill be assessed for impairment. Management has reviewed the goodwill related to acquisitions and believes that the value ascribed to goodwill is not impaired. Management relies upon discounted cash flow projections and other fair market value evidence to support this review. future accounting changes Transition to International Financial Reporting Standards (“IFRS”) In accordance with Canadian generally accepted accounting principles (“GAAP”), Veridian currently follows specific accounting policies unique to rateregulated entities. Veridian recognizes regulatory assets and liabilities in its financial statements. Regulatory assets and liabilities generally represent settlement variances arising from differences in amounts collected by a rate-regulated entity from its customers on behalf of another unrelated entity and the amounts billed by the unrelated entity to the rate-regulated entity. In February 2008, the Canadian Accounting Standards Board (“AcSB”) announced the adoption of IFRS for publicly accountable enterprises in Canada for fiscal years beginning on or after January 1, 2011. On July 23, 2009, the International Accounting Standards Board (“IASB”) issued an Exposure Draft – Rate-Regulated Activities (“ED”) regarding the proposed standard for the recognition, measurement, presentation and disclosure of rate-regulated activities (“RRA”) under IFRS. The IASB received a significant number of comment letters in response to this ED with divergent views on RRA and the IASB concluded that the matter would take some time to resolve and decided to defer further consideration of the ED. The RRA project was suspended in 2010. On September 10, 2010, the AcSB granted an option to permit rate-regulated entities to defer IFRS implementation to January 1, 2012 and then again on March 30, 2012, the AcSB announced its decision to extend, by an additional year, the mandatory changeover date to IFRS for rate-regulated entities to January 1, 2013. veridian corporation 2013 ANNUAL REPORT management’s discussion and analysis In September 2012, the AcSB announced its decision to extend, by an additional year, the mandatory changeover date to IFRS for rate-regulated entities to January 1, 2014. At its December 2012 meeting, the IASB considered a project plan proposal for a Discussion paper (“DP”) and development of an interim standard for rate-regulated activities that would permit grandfathering of existing recognition and measurement policies for those entities that currently recognize regulatory assets and liabilities in accordance with their local accounting requirements. In February 2013, the AcSB decided to extend the existing deferral of the mandatory IFRS changeover date for entities with qualifying rate-regulated activities by an additional year to January 1, 2015. On January 30, 2014, the IASB issued an interim Standard, IFRS 14 Regulatory Deferral Accounts (“IFRS 14”). The standard is effective from January 1, 2016, with earlier application permitted. The aim of this interim Standard is to enhance the comparability of financial reporting by entities that are engaged in rate-regulated activities. IFRS 14 introduces limited changes to some previous GAAP accounting practices for regulatory deferral account balances, which are primarily related to the presentation of these accounts. This is a short-term interim solution for first time adopters of IFRS that recognize regulatory deferral account balances in accordance with their previous GAAP. The IASB has a longer-term comprehensive project for all rate-regulated entities and a DP is expected to be issued in 2014 Q2. 21 The interim IFRS 14 standard requires: (a) limited changes to the accounting policies that were applied in accordance with previous GAAP for regulatory deferral account balances, which are primarily related to the presentation of these accounts; and (b) disclosures that: (i) identify and explain the amounts recognized in the entity’s financial statements that arise from rate regulation; and (ii) help users of the financial statements to understand the amount, timing and uncertainty of future cash flows from any regulatory deferral account balances that are recognized. AcSB deferral for IFRS expires at the end of 2014 and accordingly Veridian will early adopt IFRS 14 on January 1, 2015. outlook Veridian will continue to focus on its mission to provide reliable, efficient, sustainable energy services to its customers while delivering optimal return on investment to shareholders and promoting economic growth in its service communities. Veridian remains committed to its strategic objectives of growth and improvement in its core distribution business, financial strength and solid returns, providing excellent customer service and reliability and providing an engaging and safe workplace for its employees. The corporation’s future sees continued natural growth and development opportunities such as in north Pickering (Seaton). Opportunities for growth and economies of scale through acquisitions, mergers and potential electricity industry sector restructuring continue to be investigated, as do investments in renewable generation and combined heat and power. Prudent distribution system renewal capital investments through proactive planned sustainment programs will replace or refurbish the corporation’s distribution assets in order that they continue to meet all corporate and customer performance expectations. Veridian is able to respond effectively to the changing environment of the industry, regulatory and legislative landscapes, pursuing the goals and opportunities to create an energy conservation culture in Ontario. Health and safety for our employees and the public remains a top priority. Through the leadership of the Veridian Board, shareholders and executive management team, Veridian is well positioned to continue its track record of strong financial performance and operational excellence. Veridian had planned to adopt IFRS effective January 1, 2012 and as such has substantively completed its IFRS conversion project which included the phases of: scoping, evaluation and design, as well as implementation and review. Veridian has implemented significant changes such as changing its depreciation and capitalization policies effective January 1, 2012 to align CGAAP statements with IFRS. Veridian is examining the recently released IFRS 14 with the new presentation and disclosure requirements and management’s view is that the remaining accounting and reporting changes to convert to IFRS on January 1, 2015 are not significant. The Corporation’s IFRS conversion work has been managed in such a way that transition to IFRS will be smoothly and efficiently completed. veridian corporation 2013 ANNUAL REPORT management’s discussion and analysis KPMG LLP Chartered Accountants Yonge Corporate Centre 4100 Yonge Street Suite 200 Toronto ON M2P 2H3 Canada Telephone (416) 228-7000 Fax (416) 228-7123 Internetwww.kpmg.ca Independent auditors’ report To the Shareholders of Veridian Corporation We have audited the accompanying consolidated financial statements of Veridian Corporation, which comprise the consolidated balance sheet as at December 31, 2013, the consolidated statements of earnings and retained earnings and cash flows for the year then ended, and notes, comprising a summary of significant accounting policies and other explanatory information. Management’s Responsibility for the Consolidated Financial Statements Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with Canadian generally accepted accounting principles, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. consolidated balance sheet (In thousands of dollars) December 31, 2013, with comparative figures for 2012 2013 Assets Current assets: Cash and cash equivalents Accounts receivable (note 2) Inventory Income taxes recoverable Prepaid expenses Current portion of regulatory assets (note 5) Assets of discontinued operations (note 13) Other non-current assets Property, plant and equipment (note 3) Intangible assets (note 4) Goodwill Future income tax assets (note 6) Regulatory assets (note 5) Unrealized gain on interest rate swaps (note 20) Auditors’ Responsibility Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our audit in accordance with Canadian generally accepted auditing standards. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on our judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the entity’s preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the consolidated financial statements present fairly, in all material respects, the consolidated financial position of Veridian Corporation as at December 31, 2013, and its consolidated results of operations and its consolidated cash flows for the year then ended in accordance with Canadian generally accepted accounting principles. $ Liabilities and Shareholders’ Equity Current liabilities: Accounts payable and accrued liabilities (note 7) Short-term loan (note 8) Advance payments - construction deposits Current portion of regulatory liabilities (note 5) Developer obligations Deferred revenue (note 9) Future income tax liabilities (note 6) Current portion of long-term debt (note 11) 20,965 55,960 2,089 1,283 1,252 891 68 82,508 2012 $ 204 187,085 5,070 8,746 8,166 9,503 1,471 220,245 24,117 57,594 1,704 1,214 893 813 259 86,594 142 177,414 5,368 8,746 11,152 10,625 – 213,447 $ 302,753 $ 300,041 $ 31,248 14,300 1,276 – 1,184 1,695 30 3,356 53,089 $ 36,890 1,600 763 3,306 1,509 1,831 30 3301 49,230 Long-term liabilities: Long-term debt (note 11) Unrealized loss on interest rate swaps (note 20) Regulatory liabilities (note 5) Employee future benefits (note 12) Customer deposits Future income tax liabilities (note 6) Shareholders’ equity: Share capital (note 14) Contributed capital Retained earnings 112,197 – 13,816 2,218 4,829 389 133,449 115,553 2,711 15,995 2,049 5,029 418 141,755 67,260 25 48,930 116,215 67,260 25 41,771 109,056 Contingencies and guarantees (note 16) Lease commitments (note 17) $ Chartered Professional Accountants, Licensed Public Accountants March 27, 2014 Toronto, Canada 21 302,753 See accompanying notes to consolidated financial statements. On behalf of the Board: Chair, Board of Directors Chair, Audit and Risk Management Committee veridian corporation 2013 ANNUAL REPORT $ 300,041 consolidated financial statements consolidated statement of earnings and retained earnings consolidated financial statements consolidated statement of cash flows (In thousands of dollars) Year ended December 31, 2013, with comparative figures for 2012 (In thousands of dollars) Year ended December 31, 2013, with comparative figures for 2012 2013 2013 Commodity revenue Commodity cost $ 246,386 (246,386) – 2012 $ 245,349 (245,349) – Distribution revenue 48,985 50,608 Gross margin 48,985 50,608 8,778 17,253 10,278 36,309 8,486 16,768 8,758 34,012 12,676 16,596 987 732 4,182 (6,286) (385) (864) 981 (67) (6,272) (6,222) 12,291 10,374 301 (82) 11,990 10,456 (131) (268) Net earnings 11,859 10,188 Retained earnings, beginning of year 41,771 36,283 (4,700) (4,700) Expenses: Operating and maintenance Administration Amortization Operating income before the undernoted Other income (loss) (note 18) Finance income Unrealized gain (loss) on interest rate swaps (note 20) Interest on long-term debt (note 11) Earnings before income taxes and discontinued operations Income tax expense (recovery) (note 6) Earnings from continuing operations Loss from discontinued operations (note 13) Dividends paid (note 15) Retained earnings, end of year See accompanying notes to consolidated financial statements. $ 48,930 $ 41,771 Cash provided by (used in): Operating activities: Earnings from continuing operations Items not affecting cash: Amortization of property, plant and equipment Amortization of intangible assets Increase in employee future benefits obligation Future income taxes Net change in regulatory assets/liabilities Unrealized loss (gain) on interest rate swaps Other non-current assets $ Change in non-cash operating working capital (note 19) Financing activities: Increase (decrease) in long-term debt Increase (decrease) in short-term loan Dividends paid Increase (decrease) in customer deposits and contractor obligations Investing activities: Additions to property, plant and equipment, net of contributed capital Additions to intangible assets Increase (decrease) in cash and cash equivalents from continuing operations Increase (decrease) in cash from discontinued operations (note 13) Cash and cash equivalents, beginning of year Cash and cash equivalents, end of year Supplemental cash flow information: Interest received Interest paid Income taxes paid See accompanying notes to consolidated financial statements. 21 2012 veridian corporation 2013 ANNUAL REPORT 11,990 $ 10,456 8,179 2,445 169 104 (1,588) (4,182) (62) 17,055 (4,769) 12,286 7,568 1,295 368 (1,343) 1,112 67 136 19,659 (5,591) 14,068 (3,301) 12,700 (4,700) (200) 4,499 12,004 (3,400) (4,700) 115 4,019 (17,850) (2,147) (19,997) (14,480) (2,016) (16,496) (3,212) 1,591 60 (3) 24,117 22,529 $ 20,965 $ 24,117 $ 365 6,073 290 $ 332 5,667 2,026 notes to consolidated financial statements (In thousands of dollars) Year ended December 31, 2013 Veridian Corporation (the “Corporation”) was incorporated on July 1, 1999 under the Ontario Business Corporations Act and was formed to conduct electricity distribution and non-regulated utility service ventures through its subsidiaries. 1. Significant accounting policies: (a) Basis of presentation: These consolidated financial statements have been prepared in accordance with Canadian generally accepted accounting principles (“Canadian GAAP”), including accounting principles prescribed by the Ontario Energy Board (“OEB”) in the handbook “Accounting Procedures Handbook for Electric Distribution Utilities” and include the accounts of the Corporation and its wholly owned subsidiaries, Veridian Connections Inc. (“VCI”) and Veridian Energy Inc. (b) Revenue recognition: (i) Electricity distribution and sale: Revenue from the sale of electricity is recognized on the basis of cyclical billings based on electricity usage and includes an estimate of unbilled revenue accrued in respect of electricity delivered but not yet billed. Unbilled revenue included within accounts receivable as at December 31, 2013 amounted to $30,264 (2012 $28,056). Actual results could differ from estimates made of actual electricity usage. (ii) Other revenue: Other revenue, which includes revenue from electricity distribution-related services, is recognized as services are rendered. 21 (iii)Deferred revenue: Amounts received in advance are presented as deferred revenue (note 9). (c) Rate setting: VCI is regulated by the OEB under authority of the Ontario Energy Board Act, 1998. The OEB is charged with the responsibility of approving or setting rates for the transmission and distribution of electricity and the responsibility for ensuring that distribution companies fulfill obligations to connect and service customers. The OEB has the general power to include or exclude costs, revenue, losses or gains in the rates of a specific period, resulting in the change in the timing of accounting recognition from that which would have applied in an unregulated company. Such change in the timing involves the application of rate-regulated accounting, giving rise to the recognition of regulatory assets and liabilities. The Corporation’s regulatory assets represent certain amounts receivable from future customers and costs that have been deferred for accounting purposes because it is probable that they will be recovered in future rates. In addition, the Corporation has recorded regulatory liabilities, which represent obligations that are expected to be refunded to customers. Specifically, the following regulatory treatments have resulted in accounting treatments that differ from Canadian GAAP for enterprises operating in a non-regulated environment: (i) An amount to represent the cost of funds used during construction and development has been applied based on the value of construction in progress; (ii) The Corporation records future income tax assets and a corresponding regulatory tax liability, as the recovery from, or refund to, customers is expected to be included in future distribution rates for its regulated business activities; (iii)The Corporation has deferred certain post-market opening retail settlement variances which are comprised of the variances between amounts charged by the Corporation to customers based on regulated rates and wholesale rates incurred for the cost of electricity service; (iv)The Corporation has deferred certain variances related to property, plant and equipment transitional amounts for: (a) decrease in amortization expense resulting from changes in useful lives of assets, and (b) increase in operating expenses resulting from changes in estimation and allocation of overheads; (v)The Corporation has deferred stranded meter costs which are recorded in the smart meter variance accounts, as directed by the OEB; and (vi)The Corporation has deferred costs related to: International Financial Reporting Standards (“IFRS”) implementation, smart grid costs, lost revenue adjustment mechanism costs and ice storm costs. (d) Cash and cash equivalents: Cash and cash equivalents are defined as cash and bank term deposits or equivalent financial instruments with original maturities upon issue of less than 90 days. (e)Inventory: Inventory, which consists of parts and supplies acquired for internal construction or consumption, is valued at the lower of cost and net realizable value. Cost is determined on a weighted moving average basis. Any impairment losses taken on inventory are reversed if and when net realizable value subsequently recovers. Major spare parts and standby equipment are recorded as part of property, plant and equipment and amortized once they are put into use. (f) Property, plant and equipment: Property, plant and equipment are recorded at cost and include contracted services, materials, labour, engineering costs, overheads and an allowance for the cost of funds used during construction when applied. Certain assets may be acquired or constructed with financial assistance in the form of contributions from developers or customers. The OEB requires that such contributions be offset against the related asset cost. Upon energization of residential subdivision assets, a developer liability is accrued (as per the offer to connect contract) for the amounts payable to the developer for the Corporation’s investment in the subdivision. When identifiable assets, such as buildings, distribution station equipment and office equipment, are retired or otherwise disposed of, their original cost and accumulated amortization are removed from the accounts and the related gain or loss is included in the operating results for the related fiscal year. The cost and related accumulated amortization of a pool of like assets, such as transmission and distribution system, are removed at the end of their estimated service lives. veridian corporation 2013 ANNUAL REPORT consolidated financial statements During 2012, the Corporation changed its estimates of useful lives and componentized certain items of property, plant and equipment. The changes have been applied prospectively. The change in the basis of amortization has had the effect of decreasing amortization expense by approximately $4,244 in 2013 (2012 - $5,210). In addition, during 2012, the Corporation changed its estimation and allocation of indirect costs subject to capitalization, resulting in a change in estimation of costs directly attributable to capital projects. These changes have been applied prospectively and result in an increase in operating expenses by approximately $2,026 in 2013 (2012 - $1,102). In compliance with OEB directions, the changes mentioned above were accounted for through a variance account, resulting in an increase in regulatory liability (note 5) and decrease in other income by $2,218 in 2013 (2012 - $4,108) (note 18). Amortization of property, plant and equipment is charged to operations on a straight-line basis over their estimated service lives at the following annual rates: Land rights 2.0% - 6.7% Distribution station equipment 1.7% - 4.0% Transmission and distribution system 1.7% - 10.0% Office equipment Computer hardware Vehicle fleet Renewable power generation 4.0% - 6.7% 10.00% 20.0% - 33.3% 6.7% - 16.7% 4.00% Construction in progress comprises property, plant and equipment under construction, assets not yet placed into service and 21 Assets under construction, land, major spare parts and standby equipment are not subject to amortization. associated with the asset are compared to the carrying amount of the asset to determine if a write-down is required. The impairment loss is measured as the amount by which the carrying amount of the asset exceeds its fair value. (i)Goodwill: An allowance for the cost of funds used during the construction period has been applied. The rate applied is equal to the rate prescribed in each quarter by the OEB. The average rate for the current fiscal year in respect of long-term borrowings is 3.35% (2012 - 3.57%). When portions of the Corporation’s distribution facilities are replaced or relocated, the asset is charged with the costs of construction less the salvage value of any material returned to inventory. Amortization is then provided at the same rate used for the original asset. Goodwill relates to the cost of acquired local distribution companies and non-regulated businesses in excess of fair value of the net identifiable assets purchased and is evaluated for impairment on an annual basis, or more frequently, if circumstances require. Goodwill impairment is assessed based on a comparison of the fair value of the assets acquired to the underlying carrying value of those net assets, including goodwill, with any write-down of the carrying value of goodwill being charged to operations. The Corporation has determined that goodwill is not impaired. (g) Intangible assets: (j) Customer deposits and advance payments: Amortization of intangible assets is provided on a straight-line basis over the estimated service lives at the following annual rates: Application software and miscellaneous intangible plant 33.3% Internally generated software 20.0% 2.00% Buildings Meters pre-construction activities related to specific projects expected to be constructed. Software in development is not subject to amortization. Customers may be required to post security to obtain electricity or other services. Interest is paid on customer balances at rates established from time to time by the Corporation. The current portion of customer deposits are included in accounts payable and accrued liabilities. The Corporation receives advance payments from customers and recognizes it as a liability until the construction project is completed. defined benefit obligations. The Corporation applies the projected benefit method, prorated on service and based on management’s best estimates. Under this method, the projected post-retirement benefit is deemed to be earned on a pro rata basis over the years of service in the attribution period commencing at date of hire, and ending at the earliest age the employee could retire and qualify for benefits. (l) Income taxes: Under the Electricity Act, 1998, the Corporation is required to make payments in lieu of corporate income taxes (“PILs”) to Ontario Electricity Financial Corporation. These payments are calculated in accordance with the rules for computing income and other relevant amounts contained in the Income Tax Act (Canada) and the Corporations Tax Act (Ontario) as modified by the Electricity Act, 1998, and related regulations. References in these financial statements to income taxes are with respect to PILs. The Corporation uses the asset and liability method of accounting for the tax effect of temporary differences between the carrying amount and the tax bases of the Corporation’s assets and liabilities. Temporary differences arise when the realization of an asset or the settlement of a liability would give rise to either an increase or decrease in the Corporation’s income taxes payable in the year or a later period. (h) Impairment of long-lived assets: (k) Pension and other post-employment benefits: Long-lived assets are reviewed for impairment whenever events or circumstances indicate that the carrying amount of the long-lived assets is not recoverable. Any resulting impairment loss is recorded in the year in which the impairment occurs. In the event that facts and circumstances indicate that property, plant and equipment may be impaired, an evaluation of recoverability is performed. For purposes of such an evaluation, the estimated future undiscounted cash flows The Corporation accounts for its participation in the Ontario Municipal Employees Retirement System (“OMERS”), a multi-employer public sector pension fund, as a defined contribution plan. The Corporation actuarially determines the cost of other employment and postemployment benefits offered to employees. These unfunded plans are accounted for as Future income tax assets and liabilities are measured using enacted or substantively enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on future tax assets and liabilities of a change in tax rates is recognized in earnings in the year that includes the date of enactment or substantive enactment. A valuation allowance is recorded against a future income tax asset to the extent that the Corporation determines that veridian corporation 2013 ANNUAL REPORT consolidated financial statements it is more likely than not that a future income tax asset will not be realized in the future. Where the Corporation expects the future income taxes to be recovered from or refunded to customers as part of the rate setting process, the future income tax assets and liabilities result in regulatory liabilities and assets, respectively; otherwise, the future income tax assets and liabilities result in a future tax provision that is charged to the statement of earnings and retained earnings. (m)Use of estimates: The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the year. Accounts receivable and regulatory assets are reported based on amounts expected to be recovered and an appropriate allowance for unrecoverable amounts. Inventory is recorded net of provisions for obsolescence. Other significant areas requiring the use of management estimates relate to unbilled revenue, revenue recognition, employee future benefits, developer obligations and future income taxes. Due to inherent uncertainty involved in making such estimates, actual results reported in future years could differ from those estimates recorded in preparing these financial statements, including changes as a result of future decisions made by the OEB or the Minister of Energy. (n) Financial instruments: The Corporation categorizes its financial instruments as follows: Accounts receivable Loans and receivables Due from related parties Loans and receivables Accounts payable and accrued liabilities Other financial liabilities Short-term loan Other financial liabilities Advance payments construction deposits Other financial liabilities Developer obligations Other financial liabilities Long-term debt Other financial liabilities Customer deposits Other financial liabilities (o) Derivative financial instruments: Derivative financial instruments are measured at their fair value upon initial recognition and on each subsequent reporting date. The Corporation has not elected to apply hedge accounting for its interest rate swap contracts and does not enter into derivative agreements for speculative purposes. Changes in the fair value of the derivatives are recorded each year in the consolidated statement of earnings and retained earnings. (p) Capital disclosures: The Corporation’s objectives with respect to its capital structure are to maintain effective access to capital on a long-term basis, at reasonable rates, and to deliver the appropriate financial returns. As at December 31, 2013, the Corporation’s definition of capital includes: shareholders’ equity; long-term debt, including the shareholders’ promissory notes, and a short-term loan facility from a Canadian chartered bank. (q) Future accounting changes: Transition to International Financial Reporting Standards: The Canadian Accounting Standards Board (“AcSB”) adopted a new strategic plan that will have Canadian GAAP converge with IFRS, effective January 1, 2011. On September 10, 2010, the AcSB granted an option to permit rate-regulated entities to defer IFRS implementation to January 1, 2012 and then again on March 30, 2012, the AcSB announced its decision to extend, by an additional year, the mandatory changeover date to IFRS for rate-regulated entities to January 1, 2013. This decision was made in light of discussions that the International Accounting Standards Board (“IASB”) may address rate-regulated activities as part of its future agenda. In September 2012, the AcSB decided to extend the existing deferral of the mandatory IFRS changeover date for entities with qualifying rate-regulated activities by an additional year to January 1, 2014. The AcSB extended the deferral because an interim solution for entities with rate-regulated activities remained a possibility. On February 13, 2013, the AcSB decided to extend the existing deferral of the mandatory IFRS changeover date for entities with qualifying rate-regulated activities by an additional year to January 1, 2015. The decision was taken in anticipation of the IASB issuing an interim ifrs on rate-regulated activities by the end of 2013 and in order to provide first-time adopters of IFRS adequate time to prepare comparative figures based on such a standard. On January 30, 2014, the IASB issued an interim standard, IFRS 14, Regulatory Deferral Accounts (“IFRS 14”), to enhance the comparability of financial reporting by entities that are engaged in rate-regulated activities. The interim standard introduces limited new presentation requirements and permits first-time adopters to continue to recognize amounts related to rate regulation in accordance with their previous Canadian GAAP requirements and is effective from January 1, 2016, with early application permitted. AcSB deferral for IFRS expires at the end of 2014 and, accordingly, the Corporation will avail early adoption of IFRS 14 and: (i) Adopt IFRS on January 1, 2015; (ii) Present comparative figures for 2014 under IFRS; and (iii)Present an opening balance sheet on January 1, 2014 under IFRS. 2. Accounts receivable: Energy revenue Unbilled revenue Project expenditures recoverable from customers Other Less allowance for doubtful accounts During the year, there have been no changes to how the Corporation assesses its capital structure. 21 veridian corporation 2013 ANNUAL REPORT 2013 2012 $ 20,267 30,264 $ 22,605 28,056 2,103 4,286 56,920 3,588 3,998 58,247 960 653 $ 55,960 $ 57,594 consolidated financial statements 3. Property, plant and equipment: 5. Regulatory assets and liabilities: Cost Land Land rights Buildings Distribution station equipment Transmission and distribution system Meters Office equipment Computer hardware Vehicle fleet Renewable power generation Construction in progress Contributions in aid of construction $ 1,777 771 23,316 38,399 345,536 19,831 4,777 7,714 10,696 671 7,339 (66,273) $ 394,554 2013 Net book value Accumulated amortization $ – 380 7,641 18,172 172,624 7,437 3,624 6,819 7,029 40 – (16,297) $ 207,469 $ 1,777 391 15,675 20,227 172,912 12,394 1,153 895 3,667 631 7,339 (49,976) $ 187,085 2012 Net book value $ 1,777 393 16,091 18,712 161,169 12,742 1,313 807 3,994 709 5,237 (45,530) 2013 Regulatory assets: Other deferred costs (a) $ Cost Application software and other Construction in progress related to application software and other Capital contributions (notes 7(a) and 16(b)) $ $ 17,942 2013 Net book value $ 14,405 $ 3,537 2012 Net book value $ 3,953 321 – 321 203 1,212 – 1,212 1,212 19,475 $ 14,405 $ 5,070 $ 5,368 2,070 5,109 Retail settlement and low voltage variances (c) 3,613 4,788 10,522 11,967 Valuation allowance 128 529 Amounts expected to be settled in the next year (a) 891 813 1,019 1,342 $ 9,503 $ 10,625 $ 7,320 $ 10,173 23 61 6,473 4,635 Less: Regulatory liabilities: Future income tax assets Other regulatory liabilities (e) Accumulated amortization $ 4,325 Retail services variances (d) 4. Intangible assets: 2,584 Smart meter (b) $ 177,414 During the year, $95 (2012 - $197), representing an allowance for the cost of funds used during construction, was capitalized. 2012 Balance of amounts approved to be refunded to customers through distribution rates Less amounts expected to be settled in the next year (f) $ – 4,432 13,816 19,301 – 3,306 13,816 $ 15,995 (a) Deferral accounts have been established for one-time administrative costs during transition to IFRS of $414, smart grid costs of $318, and lost revenue adjustment mechanism costs of $294. Also included in other deferred costs are approved recoverable amounts of $916. In 2013, a new variance account has been established for future recovery of ice storm costs of $642. 21 (b) The net book value of stranded meter costs remain in the smart meter variance accounts. The Corporation has filed for recovery of stranded meter costs of $4,325 in its 2014 cost of service application. (c) In 2013, the OEB approved the disposition of the Corporation’s retail settlement variance accounts as at December 31, 2011. The retail settlement variances for 2013 are variances that have accrued since January 1, 2012. Specifically, these amounts include variances between the amount charged by the Independent Electricity System Operator (“IESO”) for the operation of the markets and grid, as well as various wholesale market settlement charges and transmission charges, as compared to the amount billed to consumers based on the OEB-approved rates. This amount also includes variances between the amounts charged by Hydro One for low voltage services and the amount billed to consumers based on the OEB-approved rates. In the absence of rate-regulated accounting, interest expense in 2013 would have been lower by $255 (2012 - $712) and interest revenue in 2013 would have been lower by $359 (2012 - $641). (d) The retail services variance is the difference between the revenue charged to retailers and the retail services costs associated with providing the retail services. (e) Other regulatory liabilities include $6,326 as a variance for property, plant and equipment transitional amounts for decrease in amortization expense resulting from changes in useful lives of assets and increase in operating expenses resulting from changes in estimation and allocation of overheads effective January 1, 2012 due to anticipated changeover to IFRS, and $147 for other deferred variance amounts. (f) The amounts expected to be settled are approved dispositions for retail settlement variances up to December 31, 2010. veridian corporation 2013 ANNUAL REPORT consolidated financial statements Management continues to assess the likelihood of recovery of its regulatory assets and believes that it is probable that its regulatory asset and liability balances will be factored into setting of future rates. In the event that recovery from future rates is no longer considered probable or portions of amounts deferred are determined not to be recoverable, such amounts will be expensed in the year this determination is made. 6. Income taxes: The provision for income taxes differs from the amount that would have been recorded using the combined Canadian federal and Ontario statutory income tax rate. The reconciliation between the statutory and effective tax rates is provided as follows: 2013 Earnings before provision for income taxes anddiscontinued operations $ 12,291 $ Federal and Ontario statutory income tax rate Provision for income taxes at statutory rate 26.50% $ Decrease resulting from: Temporary differences expected to be recovered from customers Legislative change in tax rate Change in valuation allowance Other miscellaneous Income tax expense (recovery) 21 3,257 $ (1,547) $ 2012 10,374 26.50% 2,749 (1,891) – (43) (75) (1,334) (77) (820) 301 $ (82) 2013 Allocated: Current Future, operating activities Future, discontinued activities Total income tax expense (recovery) $ $ 201 2012 $ 1,317 100 (1,343) – (56) 301 $ Future income tax assets: Property, plant and equipment and intangible assets Employee future benefits Non-capital losses and other Unrealized loss on interest rate swaps Deferred revenue and contingent liability $ Valuation allowance Total future income tax assets Future income tax liabilities: Regulatory assets and liabilities Unrealized gain on interest rate swaps Net future income tax assets $ 2012 7,410 $ 10,294 800 739 76 77 – 718 886 9,172 (191) 977 12,805 (271) 8,981 12,534 844 1,830 390 1,234 – 1,830 7,747 $ 10,704 7. Accounts payable and accrued liabilities: Power bill accrual Current portion of customer deposits Customer credit balances Other accounts payable and accrued liabilities Hydro One contractual obligation (a) (a) Uncommitted revolving demand credit facility. The facility at all times is required to be the lesser of $20,000 with a letter of credit (“L/C”) carve-out availability of up to $807; (b) Committed reducing term facility with a credit limit of $20,000 and amortization term of 10 years (note 11); (c) Committed reducing term facility with a credit limit of $30,000 and amortization term of 20 years with an optional exit strategy at 10 years and 15 year (note 11); and (82) Future income tax assets and liabilities arise from differences between the carrying amounts and tax bases of the Corporation’s assets and liabilities. The tax effects of these differences are as follows: 2013 The Corporation has losses for income tax purposes of $217 (2012 - $191) available to reduce future years’ income for tax purposes, which will expire between 2031 to 2033. The potential future tax benefit of these losses has not been recognized since management has determined that it is more likely than not that these amounts will not be realized in the foreseeable future. 2013 2012 $ 14,720 $ 18,074 430 1,153 6,346 6,767 8,540 9,684 1,212 1,212 $ 31,248 $ 36,890 (a) The Corporation is party to a connection and cost recovery agreement with Hydro One Networks Inc. (“Hydro One”) related to the construction by Hydro One of a transformer station designed to meet the Corporation’s anticipated electricity load growth (notes 4 and 16(b)). Hydro One is expected to perform a true-up, based on actual load at the end of the fifth, tenth and fifteenth anniversaries of the in-service date. 8. Credit facilities and short-term loan: As at December 31, 2013, the Corporation had the following external credit facilities with a Canadian chartered bank (the “Bank”): (d) Committed reducing term facility with a credit limit of $15,000 and amortization term of 30 years with an optional exit strategy at 10 years and 15 years (note 11). The financial covenants for the above facilities require a funded debt to capitalization ratio of no greater than 0.60:1, and maintain a debt service coverage ratio of not less than 1.20:1. The Corporation has been in compliance with all the covenants included in its long-term debt agreements and the short-term loan. As at December 31, 2013, $14,300 was drawn out of the facility (a); $12,101 was outstanding out of the facility (b); $27,923 was outstanding out of facility (c); and $14,735 was outstanding out of the facility (d) above. To cover the risk of fluctuating interest rates, facilities (b), (c) and (d) were structured with interest rate swap agreements with the Bank effectively converting the obligations into fixed interest rate loans of approximately 4.76%, 4.24% and 3.99%, respectively. The Corporation utilized $807 to issue an irrevocable L/C in favour of the IESO. The IESO requires all purchasers of electricity in Ontario to provide security to mitigate the risk of their default based on their expected purchases from the IESO-administered spot market. The IESO could draw on the L/C if the Corporation defaults on its payments. veridian corporation 2013 ANNUAL REPORT consolidated financial statements 2013 Revolving, uncommitted demand credit facility with a Canadian chartered bank sat prime rate $ 14,300 $ 2012 1,600 Interest on long-term debt includes interest of $3,460 (2012 - $3,458) on the notes paid to the shareholders. At December 31, 2013, accounts receivable include $782 (2012 - $952) due from the shareholders. 11. Long-term debt: 9. Deferred revenue: 2013 Deferred revenue represents the balance at year end of unearned revenue from funding received from the Ontario Power Authority (“OPA”) to deliver OPA Conservation and Demand Management (“CDM”) programs. On February 3, 2011, the Corporation entered into an agreement to deliver these CDM programs. All programs to be delivered under the OPA agreement are expected to be fully funded and paid in advance by the OPA. 10.Related party transactions: The Corporation provides electricity and services to its principal shareholders, the Town of Ajax, the Municipality of Clarington, the City of Pickering and the City of Belleville (collectively, the “shareholders”). Electrical energy is sold to the shareholders at the same prices and terms as other electricity customers consuming equivalent amounts of electricity. The Corporation also provides power line maintenance services to the shareholders on a contract basis. The charges for these services are at rates similar to those charged to other customers of maintenance services. A summary of amounts charged by the Corporation to the shareholders is as follows: 2013 Electrical energy and services $ 7,219 $ Notes payable to shareholders, due on November 1, 2039, at a rate equal to the OEB-deemed long-term debt rate, less 30 basis points Notes payable to shareholders, due on December 31, 2015, at a rate equal to the greater of 6% or the OEB-deemed long-term debt rate Long-term debt from a Canadian chartered bank, maturing on November 3, 2031 (note 8) Long-term debt from a Canadian chartered bank, maturing on November 23, 2019 (note 8) Long-term debt from a Canadian chartered bank, maturing on December 20, 2032 (note 8) 2012 6,464 Less current portion 2012 The notes payable with the maturity date of December 31, 2015 are convertible on or before the maturity date at the option of the noteholders on the basis of one common share for each $1,000 of principal amount. Scheduled payments for the next five years and thereafter are as follows: $ 43,588 $ 43,588 2014 17,206 17,206 $ 3,356 2015 20,620 2016 3,473 2017 3,535 2018 3,600 Thereafter 12.Employee benefits: (a)Pensions: During 2013, the Corporation made contributions totalling $1,959 (2012 - $1,717) to OMERS. (b) Employee future benefits: The Corporation pays certain benefits on behalf of its retired employees. The Corporation recognizes these post-retirement costs in the period in which the employees render the services. A retiree health spending account (“HCSA”) was implemented in the collective agreement between the Corporation and the International Brotherhood of Electrical Workers effective April 1, 2011 to March 31, 2015. Information about the Corporation’s noncontributory defined benefit plan to fund life insurance and health and dental care benefits and a retiree HCSA is as follows: 80,969 2013 115,553 Less current portion 27,923 Accrued benefit liability recognized at January 1 Current service costs and interest expense on accrued benefit obligation Benefit payments 3,356 $ 112,197 28,942 Interest on long-term debt comprises: 2013 12,101 14,118 14,735 15,000 115,553 118,854 3,356 3,301 $ 112,197 $ 115,553 21 The notes payable with the maturity date of November 1, 2039 are repayable prior to the maturity date based on certain conditions. The noteholders have the right to demand repayment of this note (in whole or in part) at any time upon six months prior written notice to the Corporation provided that a duly enacted resolution or by-law is passed by the noteholders certifying that the funds are required for municipal purposes. Interest on: Notes payable and loans Regulatory liabilities Customer deposits and other $ Less allowance for funds used during construction $ 5,924 255 2012 $ 5,537 712 202 6,381 220 6,469 95 197 6,286 $ consolidated financial statements Accrued benefit liability at December 31 2012 $ 2,049 $ 1,681 232 (63) 424 (56) $ 2,218 $ 2,049 The amounts presented are based upon an actuarial valuation performed as at December 31, 2011 with a measurement date of January 1, 2011. The next valuation is expected to be performed for the year ending December 31, 2014. 6,272 veridian corporation 2013 ANNUAL REPORT The main actuarial assumptions employed for the valuations are as follows: 15.Dividends: Summarized financial information for the discontinued operations is as follows: (b) Contractual obligation - Hydro One Networks Inc.: The Corporation’s current dividend policy states: (i) General inflation: Future general inflation levels, as measured by changes in the Consumer Price Index, are assumed at 2.00% for future years. (ii) Interest (discount) rate: Amounts were determined using an annual discount rate of 4.00% (2012 - 4.00%). (iii)Salary levels: Future general salary and wage levels were assumed to increase at 3.60% (2012 3.60%) per annum. (iv)Health and dental care: The health and dental care cost increases are 7.25% and 5.00% (2012 - 7.63% and 5.00%), respectively. 2013 2012 Current assets $ 68 $ 259 (a) a base annual dividend to the shareholders be set at $4,700 from 2012 to 2016; Revenue $ – $ 163 (b) the base dividend to the shareholders may be: Expenses: Operating 131 207 Loss before income taxes (131) (44) – (224) (131) $ (268) PILs of corporate income taxes Loss from discontinued operations Statement of cash flows: Cash provided by (used in) discontinued operations: Operating activities $ On August 15, 2011, the Corporation disposed of certain assets and liabilities previously employed in its water heater and sentinel lights business as operated by Veridian Energy Inc. Under the terms of the sale agreement, the Corporation did not transfer the accounts receivable or accounts payable of the business arising prior to August 15, 2011. Consequently, at December 31, 2013, assets and liabilities of discontinued operations represent remaining amounts related to periods prior to the sale. As a result of the sale of the water heater and sentinel lights business, the results of operations for the discontinued operations have been reported separately in the consolidated statement of earnings and retained earnings. 21 (ii) increased if there is any cash surplus available; and (iii)increased/decreased due to higher/lower dividends from VCI to the Corporation. During 2013, the Board of Directors of the Corporation declared and paid dividends totalling $4,700 (2012 - $4,700) to the shareholders. $ 60 $ (3) 16.Contingencies and guarantees: 14.Share capital: 13.Discontinued operations: (i) increased due to earnings favourable to the forecast; 2013 2012 Number Number of shares Amount of shares Amount Authorized: Unlimited common shares Issued 10,000 $ 67,260 10,000 $ 67,260 (a) Insurance claims: The Corporation is a member of the Municipal Electric Association Reciprocal Insurance Exchange (“MEARIE”), which was created on January 1, 1987. A reciprocal insurance exchange may be defined as a group of persons formed for the purpose of exchanging reciprocal contracts of indemnity or inter-insurance with each other. MEARIE provides general liability insurance to member electric utilities. Insurance premiums charged to each member electric utility consist of a levy per $1 of service revenue subject to a credit or surcharge based on each electric utility’s claims experience. Insurance limits of $30,000 per occurrence are covered by MEARIE. The Corporation’s subsidiary, VCI, is party to a connection and cost recovery agreement with Hydro One related to the construction by Hydro One of a transformer station designated to meet VCI’s anticipated electricity load growth. Construction of the project was completed during 2007 and VCI connected to the transformer station during 2008. To the extent that the cost of the project is not recoverable from future transformation connection revenues, VCI is obliged to pay a capital contribution equal to the difference between these revenues and the construction costs allocated to VCI. The construction costs allocated to VCI for the project are $9,975. The Corporation has recorded a liability and a corresponding intangible asset for $1,212 as at December 31, 2013 (2012 - $1,212), based on management’s best estimate of the future transformation connection revenue shortfall. Hydro One is expected to perform a true-up based on actual load at the end of the fifth, tenth and fifteenth anniversaries of the in-service date. (c) Environmental matters: In 2008, Environment Canada issued its final regulations governing the management of PCBs. Under the regulations, assets remaining to be disposed of by 2025 primarily consist of pole-mounted distribution line transformers. Costs associated with the removal and destruction of PCB-contaminated transformers and remediation of chemically contaminated lands has been incurred over the past four years. As at December 31, 2013, the Corporation’s remaining liability was nil (2012 - $206) for equipment testing and future remediation. Replacement of contaminated distribution equipment is expected to be completed by 2025. veridian corporation 2013 ANNUAL REPORT consolidated financial statements 19.Change in non-cash operating working capital: 17. Lease commitments: Future minimum lease payment obligations under operating leases are as follows: 2014 $ 34 2015 34 2016 27 2017 3 2018 3 Thereafter 66 $ 167 2013 Accounts receivable Income taxes recoverable Inventory Prepaid expenses Accounts payable and accrued liabilities Advance payments construction deposits Deferred revenue Developer obligations $ 18.Other income (loss): 2013 Third-party revenue Late payment charges Customer charges Pole rentals Gain on disposal of property, plant and equipment Foreign exchange loss Change in estimates and allocation of indirect costs (note 1(f)) $ $ $ 304 $ $ (4,802) (69) (385) (359) (688) (39) 115 (5,642) (498) 513 (136) (325) 213 630 (522) (4,769) $ (5,591) 2012 533 489 1,952 471 460 1,793 444 2 17 (13) (3) (2,218) (4,108) 987 $ 1,634 2012 (864) 20.Financial instruments: The carrying amounts of all financial instruments, except long-term debt, approximate fair values due to the immediate or short-term maturity of these financial instruments. It is not practicable to estimate the fair value of long-term debt as it is not publicly traded. (a) Market risk: Market risk refers primarily to risk of loss that results from changes in commodity prices, foreign exchange rates and interest rates. The Corporation does not have commodity risk and its foreign exchange risk is considered not material and is limited to U.S. dollar cash and cash equivalents holdings of $247 (2012 - $87) as at December 31, 2013. The Corporation enters into fixed interest rate long-term debt agreements to minimize cash flow and interest rate fluctuation exposure. Long-term debt for $20,000 for a 10year fixed rate term loan was arranged in 2010. Additionally, long-term debt for $30,000 in 2011 and $15,000 in 2012 for 20-year fixed rate term loans were arranged from a Canadian chartered bank (the “Bank”). The Corporation entered into interest rate swap derivative agreements with the Bank to exchange interest rate cash flows. Under these agreements, the Corporation and the Bank have the periodic exchange of payments without exchanging the notional principal amount on which the payments are based. This effectively provided the Corporation with fixed rate loans, which reduces the impact of fluctuating interest rates on long-term debt. The Corporation does not enter into any such financial instrument for speculative purposes. (c) Credit risk: Financial assets create credit risk that a counterparty will fail to discharge an obligation, causing a financial loss. The Corporation’s distribution revenue is earned on a broad base of customers. As a result, the Corporation did not earn a significant amount of revenue from any individual customer. As at December 31, 2013, there were no significant balances of accounts receivable due from any single customer. The Corporation manages counterparty credit risk through various techniques, including limiting total exposure levels with individual counterparties consistent with the Corporation’s policies and monitoring the financial condition of counterparties. Management believes that the credit risk of accounts receivable is limited due to the following reasons: (i) There is a broad base of customers with no one customer that accounts for revenue or an accounts receivable balance in excess of 10% of the respective balance. (ii) The Corporation, as permitted by the OEB’s Retail Settlement and Distribution System Code, may obtain a security deposit or L/C from customers to mitigate risk of payment default. (iii)The percentage of accounts receivable that is outstanding more than 90 days is approximately 2.32% (2012 - 1.94%) of the total net outstanding balance. (iv)The Corporation includes an amount of accounts receisvable write-offs within operating and maintenance expense for rate-setting purposes. Distribution rates and charges are currently based on a revenue requirement less other income, which includes interest income. The difference in the interest revenue reduction and the actual interest income earned by the Corporation is currently insignificant. (b) Interest rate risk: 21 veridian corporation 2013 ANNUAL REPORT consolidated financial statements Pursuant to their respective terms, accounts receivable are aged as follows as at December 31: Total accounts receivable Less allowance for doubtful accounts Total accounts receivable, net 2013 2012 $ 56,920 $ 58,247 960 653 $ 55,960 $ 57,594 $ 30,264 $ 28,056 Liquidity risk is the risk that the Corporation will not be able to meet its financial obligations as they become due. Short-term liquidity is provided through cash and cash equivalents on hand and funds from operations. Short-term liquidity is expected to be sufficient to fund normal operating requirements. The liquidity risks associated with financial commitments are as follows: Of which: Unbilled revenue Outstanding 1 day but not more than 30 days Outstanding 31 days but not more than 60 days Outstanding 61 days but not more than 90 days Due within one year Due between one and Due past five years five years Financial liabilities: 24,118 763 477 27,471 1,171 431 Outstanding 91 days but not more than 120 days 868 717 Outstanding more than 120 days 430 401 56,920 58,247 960 653 $ 55,960 $ 57,594 Less allowance for doubtful accounts (e) Fair values: (d) Liquidity risk: Accounts payable and accrued liabilities $ 31,248 $ Short-term loan Long-term debt Lease commitments – $ – 14,300 – – 3,356 31,228 80,969 34 67 66 The Corporation included $1,471 of unrealized gain (2012 - $2,711 unrealized loss) in its financial statements, which represents the amount that the Corporation would have received to unwind its position as at December 31, 2013. This is the fair value of the interest rate swap derivatives as at December 31, 2013. This unrealized gain or loss is not expected to affect cash as the Corporation intends to hold the financial instruments until its maturity. Fair value measurements recognized in the statement of earnings are categorized using a fair value hierarchy that reflects the significance of inputs used in determining the fair values. · Level 1 - unadjusted quoted prices in active markets for identical assets or liabilities; · Level 2 - inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly; and · Level 3 - inputs for assets and liabilities that are not based on observable market data. The interest rate swap derivatives are all Level 1 as at December 31, 2013. There were no transfers between levels during the year. 21.Comparative figures: Certain comparative figures have been reclassified to conform with the financial statement presentation adopted in the current year. 21 veridian corporation 2013 ANNUAL REPORT consolidated financial statements Veridian is proud to be a member of: OEA LOGOS: Print Colours (Pantone / CMYK) saveONenergyOM, DEMAND RESPONSEOM, FOR BUSINESSOM, FRIDGE & FREEZER PICKUPOM, HEATING & COOLING INCENTIVEOM, HOME ASSISTANCEOM, RETROFIT PROGRAMOM and SMALL BUSINESS LIGHTINGOM are Official Marks of the Ontario Power Authority. Used under licence. peaksaver PLUS® is a registered trade-mark of Toronto Hydro Corporation. Used under sublicence. peaksaver ® is a registered trade-mark of Toronto Hydro Corporation. Used under sublicence. 55 Taunton Rd. E., Ajax, Ontario L1T 3V3 www.veridiancorporation.ca 905-427-9870 or 1-888-445-2881
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