TransAlta Corporation Debuts New Brand Reiterating Commitment to a Clean Energy Future
Today, TransAlta Corporation (TSX: TA; NYSE: TAC) (“TransAlta”) announced a new visual identity including logo and tagline. The new visual identity encapsulates the TransAlta of today while reinforcing the Company’s focus as a leader in creating a carbon-neutral future for our customers.
This rebranding coincides with a key milestone for the company 111 years have passed since the company first began generating power in the foothills west of Calgary.
With a diversified portfolio of generation assets that includes wind, solar, hydro and gas, operating in Canada, the United States and Australia, and a robust portfolio of growth projects, TransAlta is well-positioned to support the global effort to decarbonize with the clean, reliable, and low-cost electricity customers need to successfully transition.
“Today, we are presenting a new look to our customers and stakeholders, one that speaks to a clean future and aligns with our company’s purpose statement that clean power is fundamental to moving the world forward” – said President and CEO John Kousinioris. “From our transition off coal in Canada to the renewable projects we are building and operating for our customers, it is a proud moment for our Company. Our new visual identity conveys that TransAlta is moving forward with purpose having made the investments necessary to achieve significant carbon reductions in our generation portfolio while building out a renewables fleet that will help our customers achieve their decarbonization goals. We truly are energizing the future.”
For our customers, our employees, and the communities in which we operate, TransAlta’s new brand stands for momentum, evolution and energy. The brand is bold, dynamic, and progressive.
Brand updates include:
Updated logo design the custom-designed logo gives a nod to our core business. The three “A”s in the Company name resemble electrical coils, in perpetual motion and represent the change in and evolution of the sector in general and TransAlta in particular. The Company will focus on the conversion of all digital and physical assets of its brand, signage, and materials for the remainder of 2022 and into 2023.
New website The Company’s external website has been transformed to reflect the new brand and functionality to meet the needs of customers, investors, and stakeholders.
About TransAlta Corporation:
TransAlta owns, operates and develops a diverse fleet of electrical power generation assets in Canada, the United States and Australia with a focus on long-term shareholder value. TransAlta provides municipalities, medium and large industries, businesses and utility customers with clean, affordable, energy-efficient and reliable power. Today, TransAlta is one of Canada’s largest producers of wind power and Alberta’s largest producer of hydroelectric power. For over 100 years, TransAlta has been a responsible operator and a proud community-member where its employees work and live. TransAlta aligns its corporate goals with the UN Sustainable Development Goals.
For more information about TransAlta, visit our web site at transalta.com.
Forward Looking Information:
This news release contains certain information that is forward-looking and is subject to important risks and uncertainties (such statements are usually accompanied by words such as “may”, “will”, “should”, “estimate”, “intend” or other similar words). Specifically, this news release contains forward-looking information with respect to the Company, the Series C Shares and the Series D Shares, including but not limited to the listing of the Series D Shares and the quantum and payment of dividends on the Series C Shares and Series D Shares in the future. All forward- looking information reflects the Company’s beliefs and assumptions based on information available at the time the statements were made and as such are not guarantees of future performance. Readers are cautioned not to place undue reliance on this forward-looking information, which is given as of the date it is expressed in this press release. TransAlta undertakes no obligation to update or revise any forward-looking information except as required by law. For additional information on the assumptions made, and the risks and uncertainties which could cause actual results to differ from those in the forward-looking information, refer to the Company’s Annual Information Form, Annual Report and Management’s Discussion and Analysis filed under the Company’s profile on SEDAR at www.sedar.com and with the U.S. Securities and Exchange Commission at www.sec.gov.
TransAlta Corporation Announces Conversion Results for Series C and D Preferred Shares
Further to TransAlta Corporation’s (TransAlta or the Company) (TSX: TA; NYSE: TAC) press release dated May 31, 2022, the Company announced today that 1,044,299 of its 11,000,000 currently outstanding Cumulative Redeemable Rate Reset First Preferred Shares, Series C (Series C Shares) were tendered for conversion, on a one-for-one basis, into Cumulative Redeemable Floating Rate First Preferred Shares, Series D (Series D Shares) after having taken into account all election notices following the June 15, 2022 conversion deadline. As a result, on June 30, 2022, the Company will have 9,955,701 Series C Shares issued and outstanding and 1,044,299 Series D Shares issued and outstanding.
The Series C Shares will continue to be listed on the Toronto Stock Exchange (TSX) under the symbol TA.PR.F. The Series D Shares will begin trading on the TSX on June 30, 2022 under the symbol TA.PR.G, subject to the Company fulfilling all the listing requirements of the TSX. The Toronto Stock Exchange has conditionally approved the listing of the Series D Shares effective upon conversion.
The Series C Shares will pay fixed cumulative preferential cash dividends on a quarterly basis, for the five-year period from and including June 30, 2022 to but excluding June 30, 2027, if, as and when declared by the Board of Directors of TransAlta based on an annual fixed dividend rate of 5.85400%, being equal to the five-year Government of Canada bond yield of 2.75400% determined as of May 31, 2022, plus 3.10000%, in accordance with the terms of the Series C Shares.
The Series D Shares will pay quarterly floating rate cumulative preferential cash dividends for the five-year period from and including June 30, 2022 to but excluding June 30, 2027, if, as and when declared by the Board of Directors of TransAlta. The annual dividend rate for the Series D Shares for the 3-month floating rate period from and including June 30, 2022 to but excluding September 30, 2022 will be 4.57700%, being equal to the annual rate for the auction of 90-day Government of Canada Treasury Bills as of May 31, 2022 of 1.47700%, plus 3.10000%, in accordance with the terms of the Series D Shares.
For more information on the terms and risks associated with an investment in the Series C Shares and the Series D Shares, please see TransAlta’s prospectus supplement dated November 23, 2011 which is available on SEDAR at www.sedar.com or on TransAlta’s website at transalta.com. The Series C Shares and the Series D Shares have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the U.S. Securities Act) or the securities laws of the United States. Accordingly, the Series C Preferred Shares and the Series D Preferred Shares may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons, except pursuant to transactions exempt from registration under the U.S. Securities Act or under the securities laws of the applicable state. This press release does not constitute an offer to sell or a solicitation of an offer to buy any security.
About TransAlta Corporation:
TransAlta owns, operates and develops a diverse fleet of electrical power generation assets in Canada, the United States and Australia with a focus on long-term shareholder value. TransAlta provides municipalities, medium and large industries, businesses and utility customers with clean, affordable, energy-efficient and reliable power. Today, TransAlta is one of Canada’s largest producers of wind power and Alberta’s largest producer of hydroelectric power. For over 100 years, TransAlta has been a responsible operator and a proud community-member where its employees work and live. TransAlta aligns its corporate goals with the UN Sustainable Development Goals.
For more information about TransAlta, visit our web site at transalta.com.
Forward Looking Information:
This news release contains certain information that is forward-looking and is subject to important risks and uncertainties (such statements are usually accompanied by words such as may, will, should, estimate, intend or other similar words). Specifically, this news release contains forward-looking information with respect to the Company, the Series C Shares and the Series D Shares, including but not limited to the listing of the Series D Shares and the quantum and payment of dividends on the Series C Shares and Series D Shares in the future. All forward- looking information reflects the Company’s beliefs and assumptions based on information available at the time the statements were made and as such are not guarantees of future performance. Readers are cautioned not to place undue reliance on this forward-looking information, which is given as of the date it is expressed in this press release. TransAlta undertakes no obligation to update or revise any forward-looking information except as required by law. For additional information on the assumptions made, and the risks and uncertainties which could cause actual results to differ from those in the forward-looking information, refer to the Company’s Annual Information Form, Annual Report and Management’s Discussion and Analysis filed under the Company’s profile on SEDAR at www.sedar.com and with the U.S. Securities and Exchange Commission at www.sec.gov.
Court of Appeal Upholds TransAlta’s Favourable Force Majeure Arbitration Decision
TransAlta Corporation (TransAlta or the Company) (TSX: TA) (NYSE: TAC) announced that the Alberta Court of Appeal released a unanimous decision today dismissing an application filed by ENMAX Energy Corporation (ENMAX) and the Balancing Pool seeking to set aside an arbitration decision in favour of TransAlta. The Court of Appeal upheld the Company’s claim of force majeure that arose when its Keephills 1 generating unit tripped off-line in 2013. As a result of the decision, the Company’s claim of force majeure remains valid and the associated costs of the force majeure event will not be reassessed against TransAlta.
Additional Background
TransAlta Generation Partnership (TransAlta) was the owner and ENMAX was the buyer under the Keephills Power Purchase Arrangement (the PPA). On March 5, 2013, the Keephills 1 facility tripped off-line due to a suspected winding failure within the generator and did not return to service until October 6, 2013. TransAlta claimed force majeure relief under the terms of the PPA. ENMAX and the Balancing Pool disputed the force majeure claim and initiated an arbitration against TransAlta. In November 2016, an independent arbitration panel unanimously concluded that TransAlta was entitled to the force majeure relief and was therefore not obligated to pay approximately $167.6 million of availability incentive payments plus associated interest.
About TransAlta Corporation:
TransAlta owns, operates and develops a diverse fleet of electrical power generation assets in Canada, the United States and Australia with a focus on long-term shareholder value. TransAlta provides municipalities, medium and large industries, businesses and utility customers with clean, affordable, energy-efficient and reliable power. Today, TransAlta is one of Canada’s largest producers of wind power and Alberta’s largest producer of hydroelectric power. For over 100 years, TransAlta has been a responsible operator and a proud community member where its employees work and live. TransAlta aligns its corporate goals with the UN Sustainable Development Goals.
For more information about TransAlta, visit our web site at transalta.com.
Note: All financial figures are in Canadian dollars unless otherwise indicated.
Court of Appeal Upholds TransAlta’s Favourable Force Majeure Arbitration Decision
TransAlta Corporation (TransAlta or the Company) (TSX: TA; NYSE: TAC) announced today that it does not intend to exercise its right to redeem all or any part of the currently outstanding cumulative redeemable rate reset first preferred shares Series C (Series C Shares) (TSX: TA.PR.F) on June 30, 2022 (the Conversion Date).
As a result and subject to certain conditions set out in the prospectus supplement dated November 23, 2011 relating to the issuance of the Series C Shares, the holders of the Series C Shares will have the right to convert all or any of their Series C Shares into cumulative redeemable floating rate first preferred shares Series D of the Company (Series D Shares) on the basis of one Series D Share for each Series C Share on the Conversion Date.
With respect to any Series C Shares that remain outstanding after June 30, 2022, holders thereof will be entitled to receive quarterly fixed cumulative preferential cash dividends, if, as and when declared by the Board of Directors of TransAlta. The annual dividend rate for the Series C Shares for the five-year period from and including June 30, 2022 to but excluding June 30, 2027, will be 5.85400%, being equal to the five-year Government of Canada bond yield of 2.75400% determined as of today plus 3.10000%, in accordance with the terms of the Series C Shares.
With respect to any Series D Shares that may be issued on June 30, 2022, holders thereof will be entitled to receive quarterly floating rate cumulative preferential cash dividends, if, as and when declared by the Board of Directors of TransAlta. The annual dividend rate for the 3-month floating rate period from and including June 30, 2022 to but excluding September 30, 2022 will be 4.57700%, being equal to the annual rate for the most recent auction of 90-day Government of Canada Treasury Bills of 1.47700% plus 3.10000%, in accordance with the terms of the Series D Shares (the Floating Quarterly Dividend Rate). The Floating Quarterly Dividend Rate will be reset every quarter.
As provided in the terms of the Series C Shares, if TransAlta determines after reviewing all Series C Shares tendered for conversion into Series D Shares that: (i) there would remain outstanding on June 30, 2022, less than 1,000,000 Series C Shares, all remaining Series C Shares shall be converted automatically into Series D Shares on a one-for one basis effective June 30, 2022; or (ii) there would remain outstanding after June 30, 2022, less than 1,000,000 Series D Shares, the holders of Series C Shares shall not be entitled to convert their shares into Series D Shares effective June 30, 2022. There are currently 11,000,000 Series C Shares outstanding.
The Series C Shares are issued in book entry only form and must be purchased or transferred through a participant in the CDS depository service (CDS Participant). All rights of holders of Series C Shares must be exercised through CDS or the CDS Participant through which the Series C Shares are held. The deadline for the registered shareholder to provide notice of exercise of the right to convert Series C Shares into Series D Shares is 3:00 p.m. (MST) / 5:00 p.m. (EST) on June 15, 2022. Any notices received after this deadline will not be valid. As such, holders of Series C Shares who wish to exercise their right to convert their shares should contact their broker or other intermediary for more information and it is recommended that this be done well in advance of the deadline in order to provide the broker or other intermediary with time to complete the necessary steps.
If TransAlta does not receive an election notice from a holder of Series C Shares during the time fixed therefor, then the Series C Shares shall be deemed not to have been converted (except in the case of an automatic conversion). Holders of the Series C Shares and the Series D Shares will have the opportunity to convert their shares again on June 30, 2027, and every five years thereafter as long as the shares remain outstanding.
The Toronto Stock Exchange (TSX) has conditionally approved the listing of the Series D Shares effective upon conversion. Listing of the Series D Shares is subject to TransAlta fulfilling all the listing requirements of the TSX.
About TransAlta Corporation:
TransAlta owns, operates and develops a diverse fleet of electrical power generation assets in Canada, the United States and Australia with a focus on long-term shareholder value. TransAlta provides municipalities, medium and large industries, businesses and utility customers with clean, affordable, energy-efficient and reliable power. Today, TransAlta is one of Canada’s largest producers of wind power and Alberta’s largest producer of hydroelectric power. For over 100 years, TransAlta has been a responsible operator and a proud community-member where its employees work and live. TransAlta aligns its corporate goals with the UN Sustainable Development Goals.
For more information about TransAlta, visit our web site at transalta.com.
This news release contains certain information that is forward-looking and is subject to important risks and uncertainties (such statements are usually accompanied by words such as may, will, should, estimate, intend or other similar words). Specifically, this news release contains forward-looking information with respect to the Company, the Series C Shares and the Series D Shares, including but not limited to future conversions, redemptions and dividends. All forward-looking information reflect the Company’s beliefs and assumptions based on information available at the time the statements were made and as such are not guarantees of future performance. Readers are cautioned not to place undue reliance on this forward-looking information, which is given as of the date it is expressed in this press release. TransAlta undertakes no obligation to update or revise any forward-looking information except as required by law. For additional information on the assumptions made, and the risks and uncertainties which could cause actual results to differ from those in the forward-looking information, refer to the Company’s Annual Report and Management’s Discussion and Analysis, and the risks set out in the prospectus supplement dated November 23, 2011 relating to the issuance of the Series C Shares, filed under the Company’s profile on SEDAR at www.sedar.com and with the U.S. Securities and Exchange Commission at www.sec.gov.
TransAlta Announces TSX Acceptance of Normal Course Issuer Bid
TransAlta Corporation (TransAlta or the Company) (TSX: TA) (NYSE: TAC) announced today that the Toronto Stock Exchange (TSX) has accepted the notice filed by the Company to implement a normal course issuer bid (NCIB) for a portion of its common shares (Common Shares).
Pursuant to the NCIB, TransAlta may repurchase up to a maximum of 14,000,000 Common Shares, representing approximately 7.16% of its public float of Common Shares, where the aggregate public float as at May 17, 2022, was 195,306,684 Common Shares. Purchases under the NCIB may be made through open market transactions on the TSX and any alternative Canadian trading platforms on which the Common Shares are traded, based on the prevailing market price. Any Common Shares purchased under the NCIB will be cancelled.
Transactions under the NCIB will depend on future market conditions. TransAlta will initially retain discretion whether to make purchases under the NCIB, and to determine the timing, amount and acceptable price of any such purchases, subject at all times to applicable TSX and other regulatory requirements. The period during which TransAlta is authorized to make purchases under the NCIB commences on May 31, 2022 and ends on May 30, 2023 or such earlier date on which the maximum number of Common Shares are purchased under the NCIB or the NCIB is terminated at the Company’s election.
TransAlta has repurchased and cancelled 1,400,000 Common Shares on the open market through the facilities of the TSX and/or alternative Canadian trading platforms at an average price of $12.45 per share under its prior NCIB approved by the TSX on May 25, 2022 for the twelve-month period commencing May 31, 2021.
Under TSX rules, not more than 156,213 Common Shares (being 25% of the average daily trading volume on the TSX of 624,853 Common Shares for the six months ended April 30, 2022) can be purchased on the TSX on any single trading day under the NCIB, with the exception that one block purchase in excess of the daily maximum is permitted per calendar week. As at May 17, 2021, there were 270,687,509 Common Shares issued and outstanding.
The NCIB provides the Company with a capital allocation alternative with a view to long-term shareholder value. TransAlta’s Board of Directors and Management believe that, from time to time, the market price of the Common Shares does not reflect their underlying value and purchases of Common Shares for cancellation under the NCIB may provide an opportunity to enhance shareholder value.
About TransAlta Corporation:
TransAlta owns, operates and develops a diverse fleet of electrical power generation assets in Canada, the United States and Australia with a focus on long-term shareholder value. TransAlta provides municipalities, medium and large industries, businesses and utility customers with clean, affordable, energy-efficient and reliable power. Today, TransAlta is one of Canada’s largest producers of wind power and Alberta’s largest producer of hydroelectric power. For over 100 years, TransAlta has been a responsible operator and a proud community-member where its employees work and live. TransAlta aligns its corporate goals with the UN Sustainable Development Goals.
For more information about TransAlta, visit our web site at transalta.com.
This news release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. The use of any of the words “may”, “will”, and similar expressions are intended to identify forward-looking information or statements. More particularly, and without limitation, this news release contains forward-looking statements and information relating to TransAlta’s intentions with respect to the NCIB, the effects of repurchases of Common Shares and purchases thereunder, including any enhancement to shareholder value. These statements are based on TransAlta’s belief and assumptions based on information available at the time the assumptions were made. These statements are subject to a number of risks and uncertainties that may cause actual results to differ materially from those contemplated by the forward-looking statements. Some of the factors that could cause such differences include: the entering into of an automatic securities purchase plan; legislative or regulatory developments; any significant changes to Common Share price or trading volume; continued availability of capital and financing; changes to general economic, market or business conditions; business opportunities that become available to, or are pursued by TransAlta; and other risk factors contained in the Company’s annual information form and management’s discussion and analysis. Readers are cautioned not to place undue reliance on these forward-looking statements or forward-looking information, which reflect TransAlta’s expectations only as of the date of this news release. TransAlta disclaims any intention or obligation to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Note: All financial figures are in Canadian dollars unless otherwise indicated.
TransAlta Reports First Quarter Results and Reaches 40% of Renewables Growth Target
First Quarter 2022 Financial Highlights
Adjusted EBITDA(1),(2) of $266 million, a decrease of 14% over the same period in 2021
Free Cash Flow (FCF)(1) of $115 million, or $0.42 per share, a decrease of 13% on a per-share basis from same period in 2021
Earnings before income taxes of $242 million, an increase of $221 million from the same period in 2021
Net earnings attributable to common shareholders of $186 million or $0.69 per share, compared to a loss of $0.11 per share for the same period in 2021
Cash flow from operating activities of $451 million, an increase of $194 million from same period in 2021
Other Business Highlights
Announced 200 MW Horizon Hill wind project supplying Meta with renewable power under a long-term Power Purchase Agreement (PPA)
Secured capacity commitment extensions for the three remaining large industrial customers at the Sarnia cogeneration facility to 2031
Identified Amazon as the customer at White Rock Wind Project
Reached agreement with BHP Nickel West to expand the Mount Keith transmission system in Western Australia
Announced investment in Energy Impact Partners Deep Decarbonization Frontier Fund 1
Executed long-term PPA for remaining 30 MWs of capacity at Garden Plain wind
Executed share buybacks of $18 million and repurchased 1.4 million common shares
Provided updated on Kent Hills wind facilities outage
TransAlta Corporation (TransAlta or the Company) (TSX: TA) (NYSE: TAC) today reported its financial results for the first quarter ended March 31, 2022.
“TransAlta delivered solid first quarter results for 2022 with contributions from our new contracted assets at Windrise and North Carolina Solar which diversified our portfolio. I am also pleased to confirm that we are on track to deliver our objectives under our Clean Electricity Growth Plan,”- said John Kousinioris, President and Chief Executive Officer.
“We delivered growth in renewable energy to new and existing customers in all three core geographies of our operations. We reached final investment decision on our 200 MW Horizon Hill project in Oklahoma by signing a long-term PPA with Meta. We fully contracted our Garden Plain facility by adding another long-term PPA for the remaining 30 MW of capacity with an investment-grade globally recognized customer. And in Western Australia, we reached final investment decision on the Mount Keith transmission expansion project which will enable the connection of additional generating capacity to our network and will support BHP’s operations and increase their competitiveness as a supplier of low-carbon nickel.”
Set out below are additional highlights from the quarter on TransAlta’s business activities, including the Company’s progress on advancing its Clean Electricity Growth Plan as well as details regarding the Company’s financial performance and liquidity.
Key Business Developments
200 MW Horizon Hill Wind Project and Fully Executed Corporate PPA with Meta
On April 5, 2022, TransAlta executed a long-term PPA with a subsidiary of Meta Platforms Inc., formerly known as Facebook, Inc. (Meta), for 100 per cent of the generation from its 200 MW Horizon Hill wind project to be located in Logan County, Oklahoma. Under this agreement, Meta will receive both renewable electricity and environmental attributes. The facility will consist of a total of 34 Vestas turbines with construction expected to begin in late 2022 and a target commercial operation date in the second half of 2023. TransAlta will construct, operate and own the facility. Total construction capital is estimated at approximately US$290 million to US$310 million and is expected to be financed with a combination of existing liquidity and tax equity financing. Over 90 per cent of project costs are captured under executed turbine supply agreements and engineering, procurement and construction agreements. The project is expected to generate average annual EBITDA of approximately US$27 million to US$30 million inclusive of production tax credits.
Customer Update at White Rock Wind Facilities
TransAlta identified Amazon Energy LLC (Amazon) as the customer for the 300MW White Rock Wind Projects, to be located in Caddo County, Oklahoma. On Dec. 22, 2021, Amazon and TransAlta entered into two long-term PPAs for the supply of 100 per cent of the generation from the projects. Construction is expected to begin in the second half of 2022 with a target commercial operation date in the second half of 2023.
Energy Impact Partners (EIP) Investment
The Company entered into a commitment to invest US$25 million over the next four years in EIP’s Deep Decarbonization Frontier Fund 1 (the “Frontier Fund”) that will invest in early-stage, innovative technology companies that will accelerate the transition to net-zero greenhouse gas emissions. TransAlta’s investment in the Frontier Fund provides the Company with the opportunity to identify, pilot, commercialize and bring to market technologies that will support its decarbonization goals.
Executed Long Term PPA for Remaining 30 MW at Garden Plain
The Company has entered into a long-term PPA for the remaining 30 MW of renewable electricity and environmental attributes at the Garden Plain wind farm in Alberta with a new investment-grade globally recognized customer. The 130 MW Garden Plain wind project, which was announced in May 2021 with a 100 MW PPA with Pembina Pipeline Corporation, is now fully contracted with a weighted average contract life of approximately 17 years. Construction is underway with a target commercial operation date in the second half of 2022.
Mt. Keith Transmission Expansion
On May 3, 2022, TransAlta Renewables exercised its option to acquire an economic interest in the expansion of the Mt. Keith 132kV transmission system in Western Australia, to support the Northern Goldfields-based operations of BHP Nickel West (BHP). Total construction capital is estimated at approximately AU$50 million to AU$53 million. Southern Cross Energy, a subsidiary of the Company, has entered into an engineering, procurement and construction agreement with ASX-listed GenusPlus Group Ltd for the expansion. The project is being developed under the existing PPA with BHP, which has a term of 15 years. It is expected to be completed in the second half of 2023 and will generate annual EBITDA in the range of AU$6 million to AU$7 million. In addition, the planned completion date should allow at least a portion of the project to qualify for Australia’s “Temporary Full Expensing” COVID-19 tax benefit. The project will facilitate the connection of additional generating capacity to our network to support BHP’s operations and increase their competitiveness as a supplier of low-carbon nickel.
Sarnia Cogeneration Facility Contract Extensions
The Company recently entered into agreements with three of its large industrial customers at the Sarnia cogeneration facility. The capacity commitments for the large industrial customers have now been extended to 2031, at rates comparable to current contract rates, which, in each case, are subject to the satisfaction of certain conditions, including the Company entering into a new contract with the Ontario Independent Electricity System Operator (the “IESO”). The IESO is conducting a medium-term procurement process for capacity for 2026 and beyond for existing generation. The Company has bid into the process, and is seeking to secure a contract extension for the Sarnia cogeneration facility following the end of the current IESO contract expiring on Dec. 31, 2025. The Company expects the IESO to announce the successful bids in the third quarter of 2022.
MSCI ESG Rating Upgrade
TransAlta’s MSCI ESG Rating was upgraded to “A” from “BBB” . The upgrade reflects the Company’s strong renewable energy growth compared to peers. In 2021, the Company grew its installed renewable energy capacity by 15 per cent through acquisition and construction of solar and wind facilities, and secured 600 MW in additional renewable energy projects. In line with its goal to reduce carbon emissions by 75 per cent from 2015 emissions levels by 2026, TransAlta completed coal-to-gas conversions of its Canadian coal-fired facilities in 2021, nine years ahead of Alberta’s coal phase-out plan.
Kent Hills Wind Facilities Rehabilitation Progress
During the first quarter of 2022, the extended outage at Kent Hills 1 and 2 wind facilities continued. Rehabilitation efforts for the foundations are expected to commence during the second quarter of 2022 with the aim of fully returning the wind facility to service during the second half of 2023.
The Kent Hills foundation rehabilitation capital expenditures were originally estimated to range from $75 million to $100 million. The current estimate of the capital expenditures is approximately $120 million, including the cost of replacing the turbine and tower destroyed during the collapse experienced in 2021 and contingency. The cost increase is a result of the adoption of a more robust foundation design, inflationary cost pressures and an accelerated timeline to return the turbines to service ahead of December 2023. We are currently in advanced stages of discussions with New Brunswick Power Corporation and expect to enter into definitive agreements in the second quarter of 2022. In connection with the potential events of default that may have occurred under the trust indenture governing the terms of the bonds secured by, among other things, the Kent Hills project, Kent Hills Wind LP is in active negotiations with the trustee and the holders of the bonds to obtain a waiver and expects that it will enter into a supplemental indenture during the second quarter of 2022
The Company is actively evaluating any options that may be available to recover the rehabilitation costs from third parties and insurance.
Normal Course Issuer Bid
On May 25, 2021, the Toronto Stock Exchange (TSX) accepted the notice filed by the Company to implement a normal course issuer bid (NCIB) for a portion of our common shares. During the three months ended March 31, 2022, the Company purchased and cancelled a total of 1.4 million common shares at an average price of $12.50 per common share, for a total capital return of $18 million.
Alberta Electricity Portfolio
The Alberta electricity portfolio generated gross margin of $161 million, a decrease of $19 million compared to the same period in 2021. Gross margin was impacted mainly as a result of weaker market conditions in February as compared to the same period in 2021. Ancillary services revenue from the Hydro segment was also lower in February as a result of these market conditions. In addition, the Gas and Energy Transition segment results were impacted by lower production due to higher dispatch optimization in response to market conditions, and higher gas costs, which was partially offset by our gas hedge positions, lower carbon costs, and higher realized prices in Alberta. The decrease in gross margins were partially offset by higher gross margins in the Wind and Solar segment mainly due to higher production and higher realized prices.
The average pool price decreased from $95/MWh for the three months ending March 31, 2021 to $90/MWh for the same period in 2022. Pool prices were lower on average for the quarter compared to 2021, mainly as a result of fewer heating degree days as well as fewer planned and unplanned outages across the provincial gas assets.
Hedged production for the balance of 2022 is 4,890 GWh at an average price of $73 per MWh.
Liquidity and Financial Position
The Company continues to maintain a strong financial position in part due to long-term contracts and hedged positions. At the end of the first quarter, TransAlta had access to $2.4 billion in liquidity, including $1.2 billion in cash and cash equivalents.
Accelerated Clean Electricity Growth Plan
On Sept 28, 2021, the Company announced the strategic targets associated with its Clean Electricity Growth Plan.
As of May 5, 2022, we have made significant progress in achieving our growth goals. Refer to the Strategy and Capability to Deliver Results in the MD&A for further details.
Clean Electricity Growth Plan Targets
Target
% of Target Achieved
Renewable Energy Capacity
2 GW
40%
Capital Investment
$3 Billion
48%
Incremental EBITDA
$250 Million
55%
First Quarter 2022 Highlights
$ millions, unless otherwise stated
3 Months Ended March 31, 2022
3 Months Ended March 31, 2021
Adjusted availability (%)
89.1
88.6
Production (GWh)
5,359
5,541
Revenues
735
642
Adjusted EBITDA(1)
266
310
Earnings before income taxes
242
21
Net earnings (loss) attributable to common shareholders
186
(30)
Cash flow from operating activities
451
257
FFO(1)
186
211
FCF(1)
115
129
Net earnings (loss) per share attributable to common shareholders, basic and diluted
0.69
(0.11)
FFO per share(1),(2)
0.69
0.78
FCF per share(1),(2)
0.42
0.48
First Quarter Financial Results Summary
Adjusted EBITDA(1) for the three months ended March 31, 2022 was $266 million, a decrease of $44 million, or 14% per cent compared to the same period in 2021, largely due to lower adjusted EBITDA at our Gas, Energy Transition, Hydro, and Energy Marketing segments and higher corporate costs. This was partially offset by higher adjusted EBITDA at our Wind and Solar segment.
Earnings before income taxes for the three months ended March 31, 2022 increased by $221 million compared to the same period in 2021. Net earnings attributable to common shareholders for the three months ended March 31, 2022 was $186 million compared to a net loss of $30 million in the same period of 2021, an improvement of $216 million. The increase in earnings before income taxes and net earnings attributable to common shareholders in 2022 was largely driven by higher revenues from the Alberta Electricity Portfolio, lower carbon compliance costs and lower depreciation, mainly as a result of the completion of our coal-to-gas conversions and retirement of our coal assets compared to the same period in 2021. In addition, an asset impairment reversal driven by discount rate changes was recognized in 2022 compared to impairment charges in 2021. The higher net earnings attributable to common shareholders was also impacted by higher income tax recoveries in 2022.
Cash flow from operating activities for the three months ended March 31, 2022 was $451 million, an increase of $194 million compared with the same period of 2021, primarily due to favourable changes in non-cash working capital and higher revenue attributable to the North American Gas assets, converted gas units and higher revenues in the Wind and Solar segment as well as lower fuel and purchased power and carbon compliance costs as the Company transitioned its units to natural gas.
FCF(1) for the three months ended March 31, 2022, was $115 million, a decrease of $14 million compared with the same period of 2021, driven primarily by lower adjusted EBITDA, higher distributions paid to subsidiaries non-controlling interests, partially offset by a decrease in sustaining capital spending related to lower planned maintenance turnarounds.
Segmented Results For the three months ended March 31 ($ millions)
Adjusted EBITDA 2022
Adjusted EBITDA 2021
Hydro
61
77
Wind and Solar
89
76
Gas
102
106
Energy Transition
5
16
Energy Marketing
27
43
Corporate
(18)
(8)
Total
266
310
Hydro:
Adjusted EBITDA for the three months ended March 31, 2022 decreased by $16 million compared to the same period in 2021, primarily due to lower ancillary service pricing in the Alberta market as well as higher operations, maintenance and administration costs due to increased insurance and additional costs related to asset optimization of the Alberta Hydro Assets in the merchant market.
Wind and Solar:
Adjusted EBITDA for the three months ended March 31, 2022, increased by $13 million compared to the same period in 2021, primarily due to incremental revenue from the North Carolina Solar facility and the Windrise wind facility, partially offset by lower production due to the extended site outage at the Kent Hills 1 and 2 wind facilities and higher transmission costs experienced in the period. The prior period recognized a reimbursement as a result of the AESO transmission line loss ruling.
Gas:
Adjusted EBITDA for the three months ended March 31, 2022 decreased by $4 million compared to the same period in 2021, mainly due to higher gas prices and natural gas consumption by our converted units in 2022 and increased provisions. This was partially offset by higher realized merchant pricing in the Alberta market, lower carbon costs associated with the change in fuel ratios as we increased our natural gas combustion and eliminated production with coal, and lower legal fees related to the South Hedland PPA contract settlement.
Energy Transition:
Adjusted EBITDA for the three months ended March 31, 2022, decreased by $11 million compared to 2021, primarily due to lower production with the retirement of Keephills Unit 1 and higher cost of coal at Centralia, partially offset by lower carbon compliance costs and lower operating costs with the retirement of the Alberta coal units.
Energy Marketing:
Adjusted EBITDA for the three months ended March 31, 2022 decreased by $16 million compared to the same period in 2021. Results for the quarter were in line with expectations from favourable short-term trading of both physical and financial power and gas products across all North American markets. The higher gross margin for the three months ended March 31, 2021, was due to exceptional short-term volatility in the market. The Energy Marketing team was able to capitalize on short-term volatility in the markets in which we trade without materially changing the risk profile of the business unit.
Corporate:
Our Corporate overhead costs for the three months ended March 31, 2022 increased by $10 million compared to the same period in 2021. These changes were primarily due to the receipt of the Canada Emergency Wage Subsidy funding in 2021 and realized gains in 2021 from the total return swap on our share-based payment plans.
Conference call
TransAlta will hold a conference call and webcast at 9:00 a.m. MST (11:00 a.m. EST) today, May 6, 2022, to discuss our first quarter 2022 results. The call will begin with a short address by John Kousinioris, President and CEO, and Todd Stack, EVP Finance and Chief Financial Officer, followed by a question-and-answer period for investment analysts and investors. A question-and-answer period for the media will immediately follow.
Dial-in numbers First Quarter 2022 Results:
Toll-free North American participants call: 1-888-664-6392
A link to the live webcast will be available on the Investor Centre section of TransAlta’s website at http://www.transalta.com/investors/events-and-presentations. If you are unable to participate in the call, the instant replay is accessible at 1-888-390-0541 (Canada and USA toll free) with TransAlta pass code 261631 followed by the # sign. A transcript of the broadcast will be posted on TransAlta’s website once it becomes available.
Notes
(1) These items are not defined and have no standardized meaning under IFRS. Presenting these items from period to period provides management and investors with the ability to evaluate earnings trends more readily in comparison with prior periods results. Please refer to the Segmented Financial Performance and Operating Results section of the MD&A for further discussion of these items, including, where applicable, reconciliations to measures calculated in accordance with IFRS. See also the Additional IFRS Measures and Non-IFRS Measures section of this earnings release.
(2) Funds from operations (FFO) per share and free cash flow (FCF) per share are calculated using the weighted average number of common shares outstanding during the period. The weighted average number of common shares outstanding at March 31, 2022 was 271 million shares (March 31, 2021- 270 million shares). Please refer to the Additional IFRS Measures and Non-IFRS Measures section in this earnings release for the purpose of these non-IFRS ratios.
Non-IFRS financial measures and other specified financial measures
We use a number of financial measures to evaluate our performance and the performance of our business segments, including measures and ratios that are presented on a non-IFRS basis, as described below. Unless otherwise indicated, all amounts are in Canadian dollars and have been derived from our audited annual consolidated financial statements prepared in accordance with IFRS. We believe that these non-IFRS amounts, measures and ratios, read together with our IFRS amounts, provide readers with a better understanding of how management assesses results.
Non-IFRS amounts, measures and ratios do not have standardized meanings under IFRS. They are unlikely to be comparable to similar measures presented by other companies and should not be viewed in isolation from, or as an alternative for, or more meaningful than our IFRS results.
Adjusted EBITDA
In the fourth quarter of 2021, comparable EBITDA was relabelled as adjusted EBITDA to align with industry standard terminology. Each business segment assumes responsibility for its operating results measured to adjusted EBITDA. Adjusted EBITDA is an important metric for management that represents our core business profitability. Interest, taxes, depreciation and amortization are not included, as differences in accounting treatments may distort our core business results. In addition, certain reclassifications and adjustments are made to better assess results excluding those items that may not be reflective of ongoing business performance. This presentation may facilitate the readers analysis of trends. Adjusted EBITDA is a non-IFRS measure.
Average Annual EBITDA
Average annual EBITDA is a non-IFRS financial measure that is forward-looking, used to show the average annual EBITDA that the project currently under construction is expected to generate upon completion.
Funds From Operations (FFO)
FFO is an important metric as it provides a proxy for cash generated from operating activities before changes in working capital and provides the ability to evaluate cash flow trends in comparison with results from prior periods. FFO is a non-IFRS measure.
Free Cash Flow (FCF)
FCF is an important metric as it represents the amount of cash that is available to invest in growth initiatives, make scheduled principal repayments on debt, repay maturing debt, pay common share dividends or repurchase common shares. Changes in working capital are excluded so FFO and FCF are not distorted by changes that we consider temporary in nature, reflecting, among other things, the impact of seasonal factors and timing of receipts and payments. FCF is a non-IFRS measure.
Non-IFRS Ratios
FFO per share, FCF per share and adjusted net debt to adjusted EBITDA are non-IFRS ratios that are presented in the MD&A. See the Reconciliation of Cash Flow from Operations to FFO and FCF and Key Financial Non-IFRS Ratios sections of the MD&A for additional information.
FFO per share and FCF per share
FFO per share and FCF per share are calculated using the weighted average number of common shares outstanding during the period. FFO per share and FCF per share is a non-IFRS ratio.
Reconciliation of these non-IFRS financial measures to the most comparable IFRS measure are provided below.
Reconciliation of Non-IFRS Measures on a Consolidated Basis
The following table reflects adjusted EBITDA and provides reconciliation to earnings (loss) before income taxes for the three months ended March 31, 2022 and March 31, 2021:
3 months ended March 31, 2022 – Attributable to common shareholders
$ millions
Hydro
Wind & Solar(1)
Gas
Energy Transition
Energy Marketing
Corporate
Total
Equity accounted investments(1)
Reclass Adjustments
IFRS Financials
Revenues
77
95
434
106
26
1
739
(4)
735
Reclassifications and adjustments:
Unrealized mark-to-market (gain) loss
13
(162)
11
10
(128)
128
Decrease in finance lease receivable
11
11
(11)
Finance lease income
5
5
(5)
Unrealized foreign exchange gain on commodity
(2)
(2)
2
Adjusted Revenues
77
108
288
117
34
1
625
(4)
114
735
Fuel and purchased power
4
8
131
94
1
238
238
Reclassifications and adjustments:
Australian interest income
(1)
(1)
1
Adjusted fuel and purchased power
4
8
130
94
1
237
1
238
Carbon compliance
18
1
19
19
Gross margin
73
100
140
22
34
369
(4)
113
478
OM&A
11
16
44
16
7
18
112
112
Taxes, other than income taxes
1
2
4
1
8
8
Net other operating income
(7)
(10)
(17)
(17)
Adjusted EBITDA
61
89
102
5
27
(18)
266
Equity income
2
Finance lease income
5
Depreciation and amortization
(117)
Asset impairment reversal
42
Net interest expense
(67)
Foreign exchange gain and other gains
2
Earnings before income taxes
242
(1) The Skookumchuck wind facility has been included on a proportionate basis in the Wind and Solar segment.
3 months ended March 31, 2021 – Attributable to common shareholders
$ millions
Hydro
Wind & Solar(1)
Gas
Energy Transition
Energy Marketing
Corporate
Total
Equity accounted investments(1)
Reclass Adjustments
IFRS Financials
Revenues
89
91
266
139
61
1
647
(5)
642
Reclassifications and adjustments:
Unrealized mark-to-market (gain) loss
5
(23)
6
(8)
(20)
20
Decrease in finance lease receivable
10
10
(10)
Finance lease income
7
7
(7)
Adjusted Revenues
89
96
260
145
53
1
644
(5)
3
642
Fuel and purchased power(2)
3
4
108
129
1
245
245
Reclassifications and adjustments:
Australian interest income
(1)
(1)
1
Mine Depreciation
(27)
(28)
(55)
55
Coal Inventory write-down
(8)
(8)
8
Adjusted fuel and purchased power
3
4
80
93
1
181
64
245
Carbon compliance
39
11
50
50
Gross margin
86
92
141
41
53
413
(5)
(61)
347
OM&A(2)
8
13
42
23
10
8
104
(1)
103
Taxes, other than income taxes
1
3
3
2
9
9
Net other operating income
(10)
(10)
(10)
Adjusted EBITDA
77
76
106
16
43
(8)
310
Equity income
2
Finance lease income
7
Depreciation and amortization
(149)
Asset impairment reversal
(29)
Net interest expense
(63)
Foreign exchange gain and other gains
8
Earnings before income taxes
21
(1) The Skookumchuck wind facility has been included on a proportionate basis in the Wind and Solar segment. (2) $2 million related to station service costs for the Hydro segment in the three months ended March 31, 2021 was reclassified from operations, maintenance and administration to fuel and purchased power for comparative purposes. This did not impact previously reported net earnings.
Reconciliation of Cash flow from operations to FFO and FCF
The table below reconciles our cash flow from operating activities to our FFO and FCF:
$ millions unless otherwise stated
3 Months Ended March 31, 2022
3 Months Ended March 31, 2021
Cash flow from operating activities(1)
451
257
Change in non-cash operating working capital balances
(284)
(72)
Cash flow from operations before changes in working capital
167
185
Adjustments
Share of adjusted FFO from joint venture(1)
3
4
Decrease in finance lease receivable
11
10
Clean energy transition provisions and adjustments(2)
8
Other(3)
5
4
FFO(4)
186
211
Deduct:
Sustaining capital(1)
(17)
(34)
Productivity capital
(1)
Dividends paid on preferred shares
(10)
(10)
Distributions paid to subsidiaries non-controlling interests
(42)
(37)
Principal payments on lease liabilities(1)
(1)
(1)
FCF(4)
115
129
Weighted average number of common shares outstanding in the period
271
270
FFO per share(4)
0.69
0.78
FCF per share(4)
0.42
0.48
(1) Includes our share of amounts for Skookumchuck, an equity accounted joint venture. (2) Includes write-down on parts and material inventory for our coal operations in 2021 to net realizable value. (3) Other consists of production tax credits which is a reduction to tax equity debt. (4) These items are not defined and have no standardized meaning under IFRS. Refer to the Additional IFRS Measures and Non-IFRS Measures section of this earnings release.
The table below bridges our adjusted EBITDA to our FFO and FCF for the three months ended March 31, 2022 and 2021:
3 Months Ended March 31, 2022
3 Months Ended March 31, 2021
Adjusted EBITDA(1)
266
310
Provisions
10
(5)
Interest expense(2)
(54)
(51)
Current income tax expense(2)
(12)
(23)
Realized foreign exchange gain (loss)
2
(1)
Decommissioning and restoration costs settled(2)
(7)
(3)
Other non-cash items(3)
(19)
(16)
FFO(4)
186
211
Deduct:
Sustaining capital(2)
(17)
(34)
Productivity capital
(1)
Dividends paid on preferred shares
(10)
(10)
Distributions paid to subsidiaries non-controlling interests
(42)
(37)
Principal payments on lease liabilities(2)
(1)
(1)
FCF(4)
115
129
(1) Adjusted EBITDA is defined in the Additional IFRS Measures and Non-IFRS Measures section and reconciled to earnings (loss) before income taxes above. (2) Includes our share of amounts for Skookumchuck, an equity accounted joint venture. (3) Other consists of production tax credits which is a reduction to tax equity debt. (4) FFO and FCF are defined in the Additional IFRS Measures and Non-IFRS Measures section and reconciled to cash flow from operating activities above.
TransAlta is in the process of filing its unaudited interim Consolidated Financial Statements and accompanying notes, as well as the associated Management’s Discussion & Analysis (MD&A). These documents will be available May 6, 2022 on the Investor Centre of TransAlta’s website at www.transalta.com or through SEDAR at www.sedar.com and EDGAR at www.sec.gov/edgar.shtml.
About TransAlta Corporation:
TransAlta owns, operates and develops a diverse fleet of electrical power generation assets in Canada, the United States and Australia with a focus on long-term shareholder value. TransAlta provides municipalities, medium and large industries, businesses and utility customers with clean, affordable, energy efficient and reliable power. Today, TransAlta is one of Canada’s largest producers of wind power and Alberta’s largest producer of hydroelectric power. For over 100 years, TransAlta has been a responsible operator and a proud community-member where its employees work and live. TransAlta aligns its corporate goals with the UN Sustainable Development Goals.
For more information about TransAlta, visit our web site at transalta.com.
Cautionary Statement Regarding Forward-Looking Information
This news release contains “forward-looking information”, within the meaning of applicable Canadian securities laws, and “forward-looking statements”, within the meaning of applicable United States securities laws, including the United States Private Securities Litigation Reform Act of 1995 (collectively referred to herein as “forward-looking statements”). In some cases, forward-looking statements can be identified by terminology such as “plans”, “expects”, “proposed”, “will”, “anticipates”, “develop”, “continue”, and similar expressions suggesting future events or future performance. In particular, this news release contains, without limitation, statements pertaining to: the Company’s growth projects, including the Horizon Hill wind project, its commercial operation date, estimated construction capital, average annual EBITDA and ability to raise tax equity financing; the White Rock wind projects, including expected commercial operation; the benefits of the EIP investment; the Garden Plain wind project currently under construction; the satisfaction of conditions to the Sarnia cogeneration facility capacity supply commitments with the large industrial customers; the Mount Keith transmission project; including that the project will qualify for a tax benefit, the timing of commercial operation and the annual expected EBITDA; the Kent Hills rehabilitation, including total costs, the timeline to return the turbines to service and ability to enter into commercial arrangements with New Brunswick Power and the terms thereof; the Clean Electricity Growth Plan, including the addition of 2 GW of new renewable capacity with $3 Billion of capital investment and the incremental EBITDA. These forward-looking statements are not historical facts but are based on TransAlta’s belief and assumptions based on information available at the time the assumptions were made, including, but not limited to, the current political and regulatory environment, the price of power in Alberta and the condition of the financial markets. These statements are subject to a number of risks and uncertainties that may cause actual results to differ materially from those contemplated by the forward-looking statements. Some of the factors that could cause such differences include: operational risks involving our facilities; inability to satisfy conditions precedent to the capacity supply commitments with the large industrial customers at Sarnia; changes in market prices where we operate; unplanned outages at generating facilities and the capital investments required; equipment failure and our ability to carry out repairs in a cost effective and timely manner; the effects of weather, catastrophes and public health crises; global supply chain disruptions impacting major maintenance and growth projects; disruptions in the source of thermal fuels, water, solar or wind required to operate our facilities, including the necessary natural gas supply; energy trading risks; failure to obtain necessary regulatory approvals in a timely fashion, or at all; inability to satisfy all conditions and requirements associated with announced growth projects; negative impact to our credit ratings; legislative or regulatory developments and their impacts; increasingly stringent environmental requirements and their impacts; increased competition; global capital markets activity (including our ability to access financing at a reasonable cost); changes in prevailing interest rates; currency exchange rates; inflation levels and commodity prices; armed hostilities, including an escalation of the war in Ukraine; general economic conditions in the geographic areas where TransAlta operates; disputes or claims involving TransAlta or TransAlta Renewables; and other risks and uncertainties discussed in the Company’s materials filed with the securities regulatory authorities from time to time and as also set forth in the Company’s MD&A and Annual Information Form for the year ended December 31, 2021. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect TransAlta’s expectations only as of the date of this news release. The purpose of the financial outlooks contained in this news release are to give the reader information about management’s current expectations and plans and readers are cautioned that such information may not be appropriate for other purposes and is given as of the date of this news release. TransAlta disclaims any intention or obligation to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Note: All financial figures are in Canadian dollars unless otherwise indicated.
The Board of Directors of TransAlta Corporation (TSX: TA) (NYSE: TAC) declared a quarterly dividend of $0.05 per common share payable on July 1, 2022 to shareholders of record at the close of business on June 1, 2022.
The Board of Directors also declared the following quarterly dividend on its Cumulative Redeemable Rate Reset First Preferred Shares for the period starting from and including March 31, 2022 up to but excluding June 30, 2022:
Preferred Shares
TSX Stock Symbol
Dividend Rate
Dividend Per Share
Record Date
Payment Date
Series A
TA.PR.D
2.877%
$0.17981
June 1, 2022
June 30, 2022
Series B*
TA.PR.E
2.648%
$0.16505
June 1, 2022
June 30, 2022
Series C
TA.PR.F
4.027%
$0.25169
June 1, 2022
June 30, 2022
Series E
TA.PR.H
5.194%
$0.32463
June 1, 2022
June 30, 2022
Series G
TA.PR.J
4.988%
$0.31175
June 1, 2022
June 30, 2022
*Please note the quarterly floating rate on the Series B Preferred Shares will be reset every quarter.
All currency is expressed in Canadian dollars except where noted. When the dividend payment date falls on a weekend or holiday, the payment is made the following business day.
About TransAlta Corporation:
TransAlta owns, operates and develops a diverse fleet of electrical power generation assets in Canada, the United States and Australia with a focus on long-term shareholder value. TransAlta provides municipalities, medium and large industries, businesses and utility customers clean, affordable, energy efficient, and reliable power. Today, TransAlta is one of Canada’s largest producers of wind power and Alberta’s largest producer of hydroelectric power. For over 100 years, TransAlta has been a responsible operator and a proud community-member where its employees work and live. TransAlta aligns its corporate goals with the UN Sustainable Development Goals.
For more information about TransAlta, visit our web site at transalta.com.
TransAlta Corporation Announces Results of the Annual and Special Meeting of Shareholders and Election of all Directors
TransAlta Corporation (TSX: TA) (NYSE: TAC) (TransAlta or the Company) held its Annual and Special Meeting of Shareholders (the Meeting) on April 28, 2022. The total number of common shares represented by shareholders at the Meeting and by proxy was 189,079,207, representing 69.60 per cent of the Company’s outstanding common shares.
The following resolutions were considered by shareholders:
1. Election of Directors
The twelve director nominees proposed by management were elected. The votes by ballot were received as follows:
Nominee
Votes For
Per cent
Withheld
Per cent
Rona H. Ambrose
180,301,403
96.83%
5,896,534
3.17%
John P. Dielwart
185,581,642
99.67%
616,295
0.33%
Alan J. Fohrer
185,205,109
99.47%
992,828
0.53%
Laura W. Folse
185,582,150
99.67%
615,786
0.33%
Harry A. Goldgut
185,689,018
99.73%
508,919
0.27%
John H. Kousinioris
185,681,285
99.72%
516,652
0.28%
Thomas M. O’Flynn
185,248,610
99.49%
949,327
0.51%
Beverlee F. Park
185,159,327
99.44%
1,038,609
0.56%
Bryan D. Pinney
182,248,274
97.88%
3,949,663
2.12%
James Reid
185,693,600
99.73%
504,337
0.27%
Sandra R. Sharman
184,134,222
98.89%
2,063,714
1.11%
Sarah A. Slusser
185,641,558
99.70%
556,378
0.30%
2. Appointment of Auditors
The appointment of Ernst & Young LLP to serve as the auditors for 2022 was approved. The votes by ballot were received as follows:
Votes For
Per cent
Withheld
Per cent
181,978,731
96.24%
7,100,475
3.76%
3. Advisory Vote on Executive Compensation (also known as say-on-pay)
The advisory vote on the Company’s approach to executive compensation or say-on-pay was approved. The votes by ballot were received as follows:
Votes For
Per cent
Votes Against
Per cent
163,637,782
87.88%
22,560,153
12.12%
4. Approval of the Company’s Amended and Restated Shareholder Rights Plan
The resolution approving the Company’s Amended and Restated Shareholder Rights Plan was approved. The votes by ballot were received as follows:
Votes For
Per cent
Votes Against
Per cent
178,999,356
96.13%
7,198,580
3.87%
About TransAlta:
TransAlta owns, operates and develops a diverse fleet of electrical power generation assets in Canada, the United States and Australia with a focus on long-term shareholder value. TransAlta provides municipalities, medium and large industries, businesses and utility customers with clean, affordable, energy-efficient and reliable power. Today, TransAlta is one of Canada’s largest producers of wind power and Alberta’s largest producer of hydroelectric power. For over 100 years, TransAlta has been a responsible operator and a proud community-member where its employees work and live. TransAlta aligns its corporate goals with the UN Sustainable Development.
For more information about TransAlta, visit its web site at transalta.com.
Media Advisory: TransAlta and TransAlta Renewables First Quarter 2022 Results and Conference Call
TransAlta Corporation (TransAlta) (TSX: TA) (NYSE: TAC) will release its first quarter 2022 results before markets open on Friday, May 6, 2022. A conference call and webcast to discuss the results will be held for investors, analysts, members of the media and other interested parties the same day beginning at 9:00 a.m. Mountain Time (11:00 a.m. ET). The media will be invited to ask questions following analysts.
TransAlta Renewables Inc. (TransAlta Renewables) (TSX:RNW) will release its first quarter 2022 results before markets on Wednesday, May 4, 2022. Any questions regarding TransAlta Renewables may be asked on the TransAlta conference call.
Please contact the conference operator five minutes prior to the call, noting TransAlta Corporation as the company.
First Quarter 2022 Conference Call:
Toll-free North American participants call: 1-888-664-6392
Related materials will be available on the Investor Centre section of TransAlta’s website at http://www.transalta.com/investors/events-and-presentations. If you are unable to participate in the call, the instant replay is accessible at 1-888-390-0541 (Canada and USA toll free) with TransAlta pass code 261631 followed by the # sign. A transcript of the broadcast will be posted on TransAlta’s website once it becomes available.
About TransAlta Corporation:
TransAlta owns, operates and develops a diverse fleet of electrical power generation assets in Canada, the United States and Australia with a focus on long-term shareholder value. TransAlta provides municipalities, medium and large industries, businesses and utility customers clean, affordable, energy efficient, and reliable power. Today, TransAlta is one of Canada’s largest producers of wind power and Alberta’s largest producer of hydroelectric power. For over 100 years, TransAlta has been a responsible operator and a proud community-member where its employees work and live. TransAlta aligns its corporate goals with the UN Sustainable Development Goals.
For more information about TransAlta, visit our web site at transalta.com.
TransAlta and Meta Announce 200 MW Renewable Power Purchase Agreement and Launch of the Horizon Hill Wind Project
TransAlta Corporation (TransAlta or the Company) (TSX: TA) (NYSE: TAC) announced today that it has entered into a long-term renewable energy purchase agreement with Meta, formerly known as the Facebook company, for the offtake of 100 per cent of the generation from its 200 MW Horizon Hill Wind Power Project (“Horizon Hill” or “facility”), to be located in Logan County, Oklahoma. Under this agreement, Meta will receive both renewable electricity and environmental attributes. This long-term contract with Meta enables TransAlta to add the 200 MW Horizon Hill Wind Project to its growing US wind generation fleet.
“Since 2020, Meta has supported its global operations with 100 per cent wind and solar energy. As our footprint grows, it’s key that we find strong partners who can help us continue to meet that goal by bringing new renewable energy to the grid,”- said Urvi Parekh, head of renewable energy at Meta. “We are excited to partner with TransAlta to make this 200 MW project a reality.”
“TransAlta is excited to partner with Meta to make Horizon Hill a reality. The delivery of clean, low-cost, reliable energy from Horizon Hill supports Meta’s sustainability goals and provides another excellent opportunity to expand our wind fleet in the United States,”- said John Kousinioris, President and Chief Executive Officer of TransAlta. “Horizon Hill brings us to 40 per cent of our target of adding 2 GW of new renewables to our fleet by 2025 under our Clean Electricity Growth Plan.”
The facility will consist of a total of 34 Vestas turbines with construction expected to begin in Q4 2022 and a target commercial operation date in the second half of 2023. TransAlta will construct, operate and own the facility. Total project capital is estimated at approximately US$290 million to US$310 million and is expected to be financed with existing liquidity and tax equity. Over 90 per cent of the project costs are captured under executed fixed price turbine supply agreements with Vestas and executed engineering, procurement, and construction agreement with Infrastructure and Energy Alternatives (IEA). The facility is expected to generate total annual earnings before interest, taxes, depreciation and amortization (EBITDA) of approximately US$27 million to US$30 million including production tax credits. It is expected that Horizon Hill will remain a TransAlta project.
About TransAlta Corporation:
TransAlta owns, operates and develops a diverse fleet of electrical power generation assets in Canada, the United States and Australia with a focus on long-term shareholder value. TransAlta provides municipalities, medium and large industries, businesses and utility customers with clean, affordable, energy-efficient and reliable power. Today, TransAlta is one of Canada’s largest producers of wind power and Alberta’s largest producer of hydroelectric power. For over 100 years, TransAlta has been a responsible operator and a proud community-member where its employees work and live. TransAlta aligns its corporate goals with the UN Sustainable Development Goals.
For more information about TransAlta, visit our web site at transalta.com.
Cautionary Statement Regarding Forward-looking Information
This news release contains “forward-looking information”, within the meaning of applicable Canadian securities laws, and “forward-looking statements”, within the meaning of applicable United States securities laws, including the United States Private Securities Litigation Reform Act of 1995 (collectively referred to herein as “forward-looking statements”). In some cases, forward-looking statements can be identified by terminology such as “plan”, “expected”, “estimated”, “will”, “continue”, “goal”, “target” and similar expressions suggesting future events or future performance. In particular, this news release contains, without limitation, statements pertaining to: the timing of turbine construction and commercial operation of the Horizon Hill Wind project; the Company’s Clean Electricity Growth Plan and achieving the target of 2 GW of new generation by 2025; the estimated construction capital for the Horizon Hill project; the expected project costs and annual EBITDA generation; the financing of the construction capital and ability to secure tax equity financing; the Horizon Hill project qualifying for production tax credit; and the Horizon Hill project remaining a TransAlta project. The forward-looking statements contained in this news release are based on current expectations, estimates, projections and assumptions, having regard to the Company’s experience and its perception of historical trends, and includes, but is not limited to, expectations, estimates, projections and assumptions relating to the extent of regulations pertaining to COVID-19 not becoming significantly more onerous. These statements are subject to a number of risks and uncertainties that may cause actual results to differ materially from those contemplated by the forward-looking statements. Some of the factors that could cause such differences include: the effects of weather, catastrophes and public health crises, including COVID-19; labour availability; disruptions to the Company’s supply chains; changes to regulatory environment, including interpretation of production tax credits; armed hostilities and geopolitical conflicts; failure to obtain necessary regulatory approvals in a timely fashion, or at all; and other risks and uncertainties discussed in the Company’s materials filed with the securities regulatory authorities from time to time and as also set forth in the Company’s Management’s Discussion and Analysis and Annual Information Form for the year ended December 31, 2021. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect TransAlta’s expectations only as of the date of this news release. The purpose of the financial outlooks contained in this news release are to give the reader information about management’s current expectations and plans and readers are cautioned that such information may not be appropriate for other purposes and is given as of the date of this news release. TransAlta disclaims any intention or obligation to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Non-IFRS Measures
This news release contains references to financial measures that are calculated and presented using methodologies other than in accordance with International Financial Reporting Standards (IFRS), as issued by the International Accounting Standards Board, including EBITDA, and such measures may not be comparable to similar measures presented by other entities. These non-IFRS measures should not be considered in isolation or as a substitute for measures prepared in accordance with IFRS. Certain additional disclosures for these non-IFRS financial measures have been incorporated by reference and can be found in TransAlta’s Management’s Discussion and Analysis for the year ended December 31, 2021, available on SEDAR at www.sedar.com, on the U.S. Securities and Exchange Commission website at www.sec.gov, and on TransAlta’s website under the Investor Centre section. TransAlta utilizes these measures in managing the business, including for performance measurement, capital allocation and valuation purposes and believes that providing these performance measures on a supplemental basis to its IFRS results is helpful to investors in assessing the overall performance of TransAlta’s businesses. TransAlta cautions readers that these non-IFRS financial measures or other financial metrics may differ from the calculations disclosed by other businesses and, as a result, may not be comparable to similar measures presented by other issuers and entities.
Note: All financial figures are in Canadian dollars unless otherwise indicated.
