20170914Press Release.pdf

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DRAFTPress Release
Hydro One and Avista File Applications for Regulatory Approval of [\4erger
Applicotions Filed with Utility Commissions in Five Stotes and Federal Energy Regulatory Commission
Toronto, Ontario and Spokane, Washington, September 14,2Ol7 - Hydro One Limited ("Hydro One") (TSX: H)
and Avista Corporation ("Avista") (NYSE: AVA) today filed Applications requesting regulatory approval of the
proposed merger of the two companies that was announced on July t9,2017. The applications have been filed
with state utility commissions in Washington, ldaho, Oregon, Montana, and Alaska, as well as with the Federal
Energy Regulatory Commission (FERC), requesting approval of the transaction on or before Aug. 1-4, 2018.
"The filing of the Applications for an order approving the proposed merger is an important milestone in the
proposed transaction to bring together Hydro One and Avista," said Mayo Schmidt, President and CEO, Hydro
One Limited. 'Together, we are growing, diversifying and strengthening our business. This is allowing us to gain
further efficiencies through enhanced scale and increased purchasing power that will provide a strong foundation
for the future with material benefits to all of our stakeholders most importantly the customers and communities
we serve."
Scott Morris, Avista Chairman, President and CEO, noted, "As we file our Applications, we are very pleased that
Hydro One and Avista together have agreed to a series of important commitments designed to provide benefits
to our customers and the communities we serve, well into the future. Following the closing of the transaction,
our customers will continue to receive the same great service from Avista, because the merger is not designed to
target the elimination of jobs or other cost-cutting that may affect customer service. Avista will maintain its
headquarters in Spokane and office locations across our service territory, as well as local decision-making
authority over day-to-day operations. The merger will provide some immediate cost savings that will passed on
to our customers, as well as the opportunity for longer-term benefits from efficiencies gained through the sharing
of best practices, technology and innovation. Our communities will see increased charitable contributions, and a
continuation of the strong support Avista provides in economic development and innovation."
To complete the transaction, approvals must be obtained from the agencies named above, as well as the Federal
Communications Commission (FCC). Also required is clearance by the Committee on Foreign lnvestment in the
United States, and compliance with applicable requirements under the U.S. Hart-Scott-Rodino Antitrust
lmprovements Act of !976, as amended, as well as the satisfaction of customary closing conditions. The filings
with these agencies will be made in the coming months. The merger must also be voted upon by Avista ;:
shareholders and receive a majority vote in favor. The transaction is expected to close in the second hdlf of
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For further information:
Hydro One
Media:
Natalie Poole-Moffatt, Corporate Commu nications
media. relations@ hydroone.com, 416-345-6868
lnvestors:
Omar Javed, Director, lnvestor Relations
investor. relations@ hvd roone.com, 416-345-5943
Avista
Media:
Casey Fielder, External Communications
[e-mail], 509-495-4916
lnvestors:
Lauren Pendergraft, lnvestor Relations
la u ren. pendersraft @avistacorp.com, 509-495-2998
About Hydro One Limited
Hydro One is Ontario's largest electricity transmission and distribution provider with more than 1.3 million valued
customers, CS25 billion in assets and annual revenues of over CS6.5 billion. Our team of 5,500 skilled and
dedicated employees proudly and safely serves suburban, rural and remote communities across Ontario through
our 30,000 circuit km high-voltage transmission and 123,000 circuit km primary distribution networks. Hydro One
is committed to the communities we serve, and has been rated as the top utility in Canada for its corporate
citizenship, sustainability, and diversity initiatives. We are one of only four utility companies in Canada to achieve
the Sustainable Energy Company designation from the Canadian Electrical Association. We also provide advanced
broadband telecommunications services on a wholesale basis utilizing our extensive fibre optic network. Hydro
One Limited's common shares are listed on the Toronto Stock Exchange (TSX: H). For more information about
everything Hydro One, please visit www.HydroOne.com.
About Avista Corporation
Avista Corporation is an energy company involved in the production, transmission and distribution of energy as
well as other energy-related businesses. Avista Utilities is our operating division that provides electric service to
379,000 customers and natural gas to 342,000 customers. lts service territory covers 30,000 square miles in
eastern Washington, northern ldaho and parts of southern and eastern Oregon, with a population of 1.6 million.
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Alaska Energy and Resources Company is an Avista subsidiary that provides retail electric service in the city and
borough of Juneau, Alaska, through its subsidiary Alaska Electric Light and Power Companv. Avista stock is traded
under the ticker symbol "AVA." For more information about Avista, please visit www.mvAvista.com.
Forward-Looking lnformation
This communication contains "forward-looking statements" and "forward-looking information" within the
meaning of applicable securities laws of the U.S. and Canada, respectively. Statements that are not historical
facts, including statements about beliefs, expectations, estimates, projections, goals, forecasts, assumptions, risks
and uncertainties, are forward-looking statements and forward-looking information. Fonarard-looking statements
and forward-looking information are often characterized by the use of words such as "believes," "estimates,"
"expects," "projectsr" "^"y," "intendsr" "plans," "anticipatesr" "pro formar" "predictsr" "seeks," "could,"
"would," "will," "can," "continue" or "potential" and the negative of these terms or other comparable or similar
terminology or expressions. The forward-looking statements and forward-looking information in this
communication include, without limitation, statements relating to Hydro One's proposed merger transaction with
Avista and expectations regarding timing and benefits thereof, earnings per share accretion, increases in
regulated assets and earnings, financing intentions, strength of credit metrics, scale and diversification, capital
expenditures, rate base growth, industry and geographic trends and forecasts, financing plans, stakeholder
commitments, stockholder and regulatory approvals, and the completion of the proposed merger transaction.
These statements reflect Hydro One and Avista's management's current beliefs and are based on information
currently available to the management teams. Forward-looking statements and forward-looking information
involve significant risk, uncertainties and assumptions. Certain factors or assumptions have been applied in
drawing the conclusions contained in the forward -looking statements and forward-looking information. Hydro
One and Avista caution readers that a number of factors could cause actual results, performance or achievement
to differ materially from the results discussed or implied in the forward-looking statements and forward-looking
information. lmportant factors that could cause actual results, performance and results to differ materially from
those indicated by any such forward-looking statements and forward-looking information include risks and
uncertainties relating to the following: (i) the risk that Avista may be unable to obtain shareholder approval for
the proposed merger transaction or that Hydro One or Avista may be unable to obtain governmental and
regulatory approvals required for the proposed merger transaction, or may be unable to obtain those approvals
on favorable terms; (ii) the risk that the required shareholder, governmental or regulatory approvals may delay
the proposed merger transaction; (iii) the risk that a condition to the closing of the proposed merger transaction
may not be satisfied or the merger agreement may be terminated prior to closing; (iv) the timing to consummate
the proposed transaction; (v) disruption from the proposed merger transaction making it more difficult to
maintain relationships with customers, employees, regulators orsuppliers; (vi) risks associated with the loss and
ongoing replacement of key personnel; (vii) the diversion of management time and attention on the transaction;
(viii) general worldwide economic conditions and related uncertainties; (ix) the effect and timing of changes in
laws or in governmental regulations (including environmental and tax laws and regulations); (x) the risk that
financing necessary to fund the proposed merger transaction may not be obtained or may be more difficult and
costly to obtain than anticipated; (xi) the impact of acquisition-related expenses; (xii) the ability to maintain an
investment grade credit rating; (xiii) the ability to maintain dividend payout ratios; and (xiv) other factors
discussed or referred to in the "Risk Factors" section of Hydro One's most recent annual management's
discussion and analysis of financial results filed with securities regulators in Canada and available under Hydro
One's profile at www.sedar.com. The foregoing list is not exhaustive and other unknown or unpredictable factors
could also have a material adverse effect on the performance or results of Hydro One or Avista. Additional risks
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and uncertainties will be discussed in the proxy statement and other materials that Avista willfile with the SEC in
connection with the proposed merger transaction, or in material Hydro One will file with securities regulatory
authorities in Canada. There can be no assurance that the proposed merger transaction will be completed, or if it
is completed, that it will close within the anticipated time period or that the expected benefits of the proposed
merger transaction will be realized. These factors should be considered carefully and undue reliance should not
be placed on the forward-looking statements or forward-looking information, and actual outcomes and results
may differ materially from what is expressed, implied or forecasted in these forward-looking statements and
forward-looking information. For additional information with respect to certain of the risks or factors, reference
should be made to Hydro One's continuous disclosure materials filed from time to time with Canadian securities
regulatory authorities, available at www.sedar.com and Avista's filings with the SEC available at www.sec.sov.
Except as required by law, each of Hydro One and Avista disclaims any intention or obligation to update or revise
any forward-looking statements, whether as a result of new information, future events or otherwise.
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