20231020Exhibit 3 - Direct Testimony James Sanders.pdf

BEFORE THE PUBLIC SERVICE COMMISSION OF UTAH

In the Matter of the Joint Application of Questar Gas Company dba Dominion Energy Utah and Enbridge Quail Holdings, LLC for Approval of the Proposed Sale of Fall West
Holdco, LLC to Enbridge Quail Holdings, LLC

Docket No. 23-057-16

DIRECT TESTIMONY OF JAMES SANDERS
FOR JOINT APPLICANTS

October 20, 2023

Joint Application Exhibit 3.0

JOINT APPLICATION EXHIBIT 3.0 DIRECT ESTIMONY OF OCKET O

TABLE OF CONTENTS

I. INTRODUCTION 1 II. ENBRIDGE’S OPERATIONS AND VALUES 2 III. PLANS FOR OPERATING QUESTAR GAS FOLLOWING COMPLETION OF THE
TRANSACTION 11
IV. OPERATIONAL BENEFITS OF THE TRANSACTION 12 V. OPERATIONAL COMMITMENTS AND UNDERSTANDINGS 13 VI. CONCLUSION 14

JOINT APPLICATION EXHIBIT 3.0 DIRECT ESTIMONY OF OCKET O
I. INTRODUCTION 1
Q. Please state your name and business address. 2
A. My name is James Sanders. My business address is 500 Consumers Road, Toronto, 3
Ontario, M2J 1P8, Canada. 4
Q. By whom are you employed and what is your position? 5
A. I am employed by Enbridge Gas Inc. (“Enbridge Gas”), and I am Senior Vice President, 6
Enterprise and Utility Integration, Enbridge Gas. 7
Q. What are your qualifications to testify in this proceeding? 8
A. I have listed my qualifications in Joint Exhibit 3.01. 9
Q. What is the purpose of your testimony in this Docket? 10
A. My testimony describes the resources available to Enbridge Quail Holdings, LLC (“EQ 11
Holdings”) as a member of the Enbridge Inc. (“Enbridge”) group of companies in support 12
of the proposed transaction (the “Transaction”) pursuant to which EQ Holdings will 13
acquire all of the outstanding equity interests (“Interests”) of Fall West Holdco LLC (“Fall 14
West”), the parent company of Questar Gas Company (dba Dominion Energy Utah 15
(“Questar Gas” or the “Company”) from Dominion Energy, Inc. (“Dominion Energy”). 16
I also discuss a number of the operational commitments that are being made in connection 17
with the Transaction and how the resources available to Questar Gas following completion 18
of the Transaction will benefit the operations of Questar Gas and enhance the ability of 19
Questar Gas to continue to deliver safe, reliable, and affordable natural gas service to its 20
customers. 21
JOINT APPLICATION EXHIBIT 3.0 DIRECT ESTIMONY OF OCKET O
II. ENBRIDGE’S OPERATIONS AND VALUES 22
Q. Please describe Enbridge’s commitment to natural gas as an energy source for its 23
customers. 24
A. Enbridge is committed to natural gas as an energy resource and supports natural gas 25
utilities as 'must-have' infrastructure for providing safe, reliable, and affordable energy. In 26
addition, Enbridge supports the role of natural gas in reducing the carbon footprint of the 27
energy it delivers, and is committed to achieving net zero greenhouse gas emissions in its 28
operations by 2050, with a 35% intensity emissions reduction by 2030. Today and for the 29
long-term, natural gas will remain essential for achieving Utah, Wyoming, and Idaho’s 30
energy security, affordability and sustainability goals. EQ Holdings will draw upon the 31
experience and resources of Enbridge and the Enbridge group of companies to ensure that 32
Questar Gas continues to provide safe, reliable, and affordable natural gas service for the 33
long-term. This includes continued investment in Questar Gas’s infrastructure, business 34
support systems, and people. Questar Gas’s employees will have the opportunity to benefit 35
from operations and practices successfully deployed at Enbridge Gas, and at other 36
Enbridge business units. For instance, Enbridge Gas’ integrity programs, over the last few 37
years, have improved through the collaboration with other Enbridge business units and 38
industry involvement. As an example, Enbridge Gas, along with the company’s other 39
business units, have formed a Joint Integrity Business Counsel. This forum enables the 40
Enbridge business units to discuss and collaborate with one another on integrity best 41
practices, drive towards common goals, and share experiences and lessons learned. In line 42
with the application of best practices, Enbridge Gas has risk-ranked its transmission 43
system based on CSA Z662, Annex O (“Oil and gas pipeline systems”), to support 44
JOINT APPLICATION EXHIBIT 3.0 DIRECT ESTIMONY OF OCKET O
Integrity decisions. As another example, Enbridge Gas has recently employed a crack 45
detection tool to identify crack-like features on a subset of its transmission pipelines. 46
Enbridge has also stood up an enhanced distribution integrity team to focus on higher risk 47
distribution assets and prioritize related business decisions, and initiated a geohazard 48
program to focus on geotechnical and hydrotechnical risks. These are a few examples of 49
how Enbridge Gas and Questar Gas can collaboratively continue to work together to ensure 50
that Questar Gas continues to provide all of its current and future customers with safe, 51
reliable, and affordable natural gas service. Furthermore, EQ Holdings and Questar Gas 52
are committed to being transparent and respectful in cooperating with local regulatory 53
authorities and all residing in the communities served by Questar Gas. 54
Q. Please describe Enbridge’s natural gas public utility operations. How are they 55
operated? 56
A. Enbridge Gas, which provides service in Ontario, has over 175 years of experience in 57
delivering safe, reliable, and affordable natural gas. Enbridge Gas is North America’s 58
largest natural gas utility by volume of natural gas delivered and third largest by customer 59
count with rate base in excess of C$15 billion (US$ 11 billion).1 Enbridge Gas provides 60
heating to more than 75% of Ontario homes with a reliability of more than 99.99%. 61
Enbridge Gas’s system consist of over 93,000 miles of pipeline, taking into account both 62
mains and services, supplied from 36,000 measurement and pressure regulating stations. 63
Enbridge Gas operates integrated natural gas storage, transmission and distribution assets 64
that include approximately 290 billion cubic feet of storage, 2,200 miles of transmission 65
1 All CAD to USD conversion utilized October 12, 2023 exchange rate of 1.3657.
JOINT APPLICATION EXHIBIT 3.0 DIRECT ESTIMONY OF OCKET O
pipelines powered with 53 compressors providing 800,000 horsepower at four primary 66
sites. Enbridge Gas also operates one liquefied natural gas facility with capacity of 67
approximately 0.7 billion cubic feet. Above all else, Enbridge Gas is always working to 68
ensure the safety of its people, neighbors and the communities in which it operates. In 69
2022, Enbridge Gas invested over C$500 (US$366) million in maintaining the integrity of 70
its system. The storage, transmission and distribution operating systems are monitored 71
continuously through a central gas control center with the ability to remotely operate much 72
of the system and/or to dispatch technicians as needed. 73
Enbridge Gas personnel provide several functions specific to the utility, such as gas supply, 74
gas control, regulatory, work management, asset management, and engineering. 75
Enbridge also owns Gazifère Inc. (“Gazifère”), which provides gas distribution service to 76
more than 43,500 residential, commercial, and industrial customers. Gazifère manages 620 77
miles of natural gas distribution system that currently serves the City of Gatineau and the 78
municipality of Chelsea. 79
In 2022, Enbridge Gas and Gazifère’s natural gas utilities delivered, on a combined basis, 80
some 2,162 billion cubic feet of natural gas to its customers. 81
Similar to Dominion Energy, Enbridge manages and maintains a centralized corporate 82
functions group, which provides centralized support to the existing regulated utilities. 83
Centralized functions include Human Resources, Information Technology, Finance, Legal, 84
Safety and Reliability, and Supply Chain Management. These services are available to all 85
wholly-owned Enbridge entities. 86
JOINT APPLICATION EXHIBIT 3.0 DIRECT ESTIMONY OF OCKET O
Q. How is Enbridge Gas investing in the natural gas businesses? 87
A. Enbridge recognizes that the safety, operational reliability, and integrity of its natural gas 88
assets are a number one priority. To foster this level of diligence in managing its assets, in 89
2015, Enbridge implemented an Integrated Management System (“IMS”), with the Gas 90
Distribution & Storage business unit as well as other Enbridge business units. 91
The management of assets is important for the secure, safe, and reliable delivery of energy 92
to customers. Enbridge Gas’s Asset Management Program (“AMP”) ensures this value is 93
realized while managing risk and opportunity. The AMP is a document whose purpose is 94
to outline policy and strategies for establishing effective asset management for all utility 95
assets, processes and governance for asset management planning, asset class objectives 96
and life cycle management strategies, and asset inventory, condition methodology, 97
condition findings, risks opportunities and renewal strategies. This document aligns with 98
the ISO5500X industry standard, the Institute of Asset Management and the Global Forum 99
on Maintenance and Asset Management. 100
From 2013 through 2022 inclusive, Enbridge invested more than C$11.79 (US$8.6) billion 101
in leak detection/survey, leak inspection, integrity, and damage prevention programs that 102
help maintain the fitness of its systems across its operations in North America. 103
Finally, Enbridge Gas is continually evaluating new opportunities to expand its 104
infrastructure. Most recently, as part of the Government of Ontario’s Natural Gas 105
Expansion Program, Enbridge Gas has been actively expanding its infrastructure to 106
provide natural gas to communities who currently do not have access. Enbridge Gas also 107
actively works with its commercial and industrial customers to assess their future needs 108
for natural gas. 109
JOINT APPLICATION EXHIBIT 3.0 DIRECT ESTIMONY OF OCKET O
Q. Please provide additional information with respect to Enbridge’s IMS? 110
A. Enbridge’s IMS provides the framework, governance, and processes to manage risk, 111
ensure compliance and improve safety and operational reliability. The system is intended 112
to make certain that Enbridge proactively ensures the protection of its assets, people, public 113
and the environment. 114
Enbridge’s Gas Distribution & Storage IMS contains the following Management 115
Programs: 1) Asset Management; 2) Emergency Management; 3) Environmental 116
Protection; 4) Safety Management; 5) Integrity Management; 6) Physical and Cyber 117
Security Management; 6) Control Room Management; and 7) Customer Care. Each of the 118
abovementioned Management Programs outlines how Enbridge intends to meet its 119
corporate and technical regulatory obligations. These Management Programs are ongoing 120
bodies of work and operate in a coordinated manner across various functional departments 121
to achieve Enbridge’s safety and reliability metrics. 122
The IMS also contains Elements, such as, Leadership and Governance, Risk Management, 123
and Compliance, which provide the requirements, expectations, tools and processes to 124
ensure that work associated with the Management Programs is executed in a compliant, 125
consistent, and safe manner. 126
Enbridge’s IMS protocols ensure that senior management is aware of significant risks, 127
performance, and compliance of the IMS Elements and Management Programs. 128
Q. Will Questar Gas continue to have access to shared services provided through a 129
shared services company following completion of the Transaction? 130
A. Yes. Questar Gas currently receives certain services like human resources, legal and 131
accounting support, from Dominion Energy Services. The Agreement provides that for 132
JOINT APPLICATION EXHIBIT 3.0 DIRECT ESTIMONY OF OCKET O
some period of time after the close of the Transaction, Dominion Energy Services will 133
continue to provide shared services support until shared services support within the 134
Enbridge family of companies can be provided. This support will be provided through a 135
Master Transition Services Agreement (the “TSA”), and will ensure that service quality, 136
safety, and reliability will not be adversely affected by the transfer of shared services that 137
are currently provided by Dominion Energy affiliates to Questar Gas. The Commission has 138
previously reviewed the allocation methodologies by which Dominion Energy affiliates 139
provide shared services to Questar Gas and those allocation methodologies set forth the 140
basis upon which the costs payable by Questar Gas for such shared services will be charged 141
under the TSA. 142
Q. Please discuss Enbridge’s commitment to safety. 143
A. Safety is a core value, as detailed by Enbridge Witness Harradence and is paramount at all 144
companies that are part of the Enbridge family. Enbridge seeks to ensure that every 145
employee returns home safely every day, and that assets of every company within the 146
Enbridge group of companies are operated in a safe manner. Enbridge’s commitment to 147
safety is based on its care for its employees, contractors, the communities in which 148
Enbridge operates, and the environment. Enbridge’s safety principles support and 149
highlight the fundamental belief that Enbridge holds on its path to a zero-event workplace. 150
In 2022, safety performance across the Enbridge companies was on par with the record-151
setting result in 2021, contributing to a 23% reduction in employee and contractor injuries 152
over a three-year average, and moving Enbridge closer to a goal of zero events. 153
The following table includes the safety awards Enbridge Gas and Gazifère have received 154
over the past three years. 155
JOINT APPLICATION EXHIBIT 3.0 DIRECT ESTIMONY OF OCKET O

Canadian Gas Association Awards
Award Year Award Company
2021 Kilpatrick Enbridge Gas
American Gas Association Awards
Award Year Award Company
2022 (DART below Industry Average) Enbridge Gas
2021 (DART below Industry Average) Enbridge Gas
2020
(DART below Industry Average)
Enbridge Gas
156
JOINT APPLICATION EXHIBIT 3.0 DIRECT ESTIMONY OF OCKET O
Q. How is the commitment to sustainability of the environment fulfilled? 157
A. As noted in Enbridge Witness Harradence’s testimony, sustainability is foundational to the 158
business of the Enbridge companies. Enbridge is committed to reducing its emissions, 159
building lasting relationships with stakeholders, and advancing diversity, equity, and 160
inclusion. Please see Enbridge’s 2022 Sustainability Report. 161
Enbridge is innovating across the entire energy value chain to ensure the reliability and 162
affordability of energy today, while accelerating the energy transition. Enbridge is 163
introducing cleaner fuels into its energy mix, reducing the emissions of its existing 164
processes, turning promising technologies into scalable solutions, re-purposing existing 165
infrastructure (for example, blending hydrogen into the natural gas distribution network), 166
and continuing to invest in new, low-carbon infrastructure including renewables. 167
Enbridge is committed to transparency and to the disclosure of Environmental, Social, and 168
Governance (“ESG”) factors and performance relevant to its business and stakeholders. 169
The Company has reported its sustainability efforts and process on ESG matters for over 170
20 years. Enbridge intends to continue to align its reporting with leading disclosure 171
frameworks and evolving best practices. 172
Enbridge’s commitment to environmental protection is articulated in its Safety and 173
Reliability Policy. Please see Enbridge’s Safety and Reliability Policy. 174
Enbridge’s environmental protection plans (“EPP”) are part of an IMS that encompasses 175
safety, security, and protection of the environment, and define environmental management 176
accountabilities and responsibilities in the Enbridge organization. Enbridge continually 177
monitors environmental performance and conducts regular internal audits of its EPPs, to 178
assess and enhance its environmental management practices. 179
JOINT APPLICATION EXHIBIT 3.0 DIRECT ESTIMONY OF OCKET O
Q. Please provide additional details on the commitment to customer service. 180
A. The Transaction will not have an adverse impact on the operations or services of Questar 181
Gas. EQ Holdings commits that Questar Gas will have the resources to continue to, at a 182
minimum, maintain current service quality. In addition, EQ Holdings will develop a plan 183
identifying how it intends to communicate the change in ownership of the Questar Gas 184
assets from Dominion Energy to EQ Holdings. EQ Holdings and Questar Gas will 185
undertake to educate customers on the source of Questar Gas’s natural gas, subject to any 186
applicable confidentiality and legal requirements. Annually, EQ Holdings will undertake 187
to provide information showing the source of Wexpro production and natural gas 188
purchases by pipeline interconnection or hub. Questar Gas will continue to maintain copies 189
of the Wexpro I and Wexpro II agreements, Wexpro stipulations, and guideline letters on 190
its publicly available website. 191
Questar Gas will also commit to conduct a customer survey to gain a better understanding 192
of its customers and incorporate applicable learnings into processes, programs and 193
services. 194
Q. Can you highlight some examples of Enbridge companies helping low-income users 195
of natural gas? 196
A. Enbridge Gas offers low-income programs through its rate payer funded conservation (or 197
Demand Side Management) programs. An example of one specific program is Enbridge 198
Gas’s Home Winterproofing Offering. This program is designed to reduce energy costs 199
and improve indoor home comfort for both low-income homeowners and tenants who use 200
natural gas. Program participants receive a home energy assessment and direct installation 201
of weatherization measures, with no cost to the participant. In addition, as a health and 202
JOINT APPLICATION EXHIBIT 3.0 DIRECT ESTIMONY OF OCKET O
safety measure, participants are provided a carbon monoxide detector if one is not already 203
present in the home. At the time of the home energy assessment, the home is also pre-204
qualified for water conservation measures and a smart thermostat. 205
As part of Enbridge Gas’s commitment to corporate citizenship, in 2023, Enbridge Gas 206
contributed C$315,000 (~US$231,000) to the Fire Marshal’s Public Fire Safety Council 207
(“FMPFSC”) in support of Safe Community Project Zero. This program seeks to support 208
vulnerable residents through a public education campaign delivered in partnership with 209
the FMPFSC and local fire departments to distribute and install smoke and carbon 210
monoxide detectors at no cost. In addition, in 2023, Enbridge Gas contributed an additional 211
C$250,000 (~US$183,000) to the FMPFSC towards the purchase of educational materials 212
to train the personnel of 50 Ontario fire departments in life-saving techniques. 213
III. PLANS FOR OPERATING QUESTAR GAS FOLLOWING 214
COMPLETION OF THE TRANSACTION 215
Q. How will Questar Gas be operated following completion of the Transaction? 216
A. Upon completion of the Transaction, Questar Gas will be operated as a separate legal entity 217
with headquarters in Salt Lake City, Utah, with responsibility for implementing policies 218
and practices to achieve the objectives of customer satisfaction, reliable service, public 219
and employee safety, environmental stewardship, and collaborative and productive 220
relationships with customers, regulators, other governmental entities, and interested 221
stakeholders. Questar Gas will have the additional benefit of access to the resources of the 222
larger Enbridge group of companies, bringing best practices from divisions as disparate as 223
such as Liquid Pipelines, Gas Transmission & Midstream, and Renewable Power, which 224
will bring tangible benefits as described below. 225
JOINT APPLICATION EXHIBIT 3.0 DIRECT ESTIMONY OF OCKET O
IV. OPERATIONAL BENEFITS OF THE TRANSACTION 226
Q. What are the operational benefits of the Transaction to Questar Gas and its 227
customers? 228
A. Questar Gas and its employees and customers will benefit from access to Enbridge safety 229
systems and community investment programs that are available to companies that are part 230
of the Enbridge group of companies. 231
Based on data2 compiled by the American Gas Association, Enbridge’s Gas Distribution 232
& Storage business has been recognized as a top quartile performer as compared to its top 233
20 AGA peers by size of customer base. 234
As noted above, Enbridge implemented IMS within the Gas Distribution & Storage 235
business unit (Enbridge Gas and Gazifère) and other Enbridge business units. To ensure 236
that Questar Gas can continue to achieve its strategic priorities and identify, understand 237
and effectively manage hazards and risks, EQ Holdings commits to implement IMS (which 238
includes safety and risk management programs, processes and procedures) at Questar Gas 239
and will seek to do so within two years following completion of the Transaction. Enbridge 240
Gas has had these programs in place for a significant period of time, and can assist Questar 241
Gas in the development of such processes. 242
In summary, following receipt of regulatory approval, Questar Gas will have access to the 243
broader group of Enbridge companies with which to collaborate and implement 244
enhancements to current safety, integrity, construction and operational programs. These 245
programs will result in benefits to Questar Gas as well as its current and future customers. 246
2 This analysis is based on a 5-year average, as well as the year of 2021.
JOINT APPLICATION EXHIBIT 3.0 DIRECT ESTIMONY OF OCKET O
V. OPERATIONAL COMMITMENTS AND UNDERSTANDINGS 247
Q. Are EQ Holdings and Questar Gas willing to make commitments and to provide 248
assurances relating to operations of Questar Gas? 249
A. Yes. 250
Q. Please summarize the commitments EQ Holdings and Questar Gas are making 251
related to operations of Questar Gas. 252
A. Questar Gas will be supported in continuing its goals, and will continue to seek to achieve 253
its goals of installing, upgrading, and maintaining infrastructure to ensure the safe and 254
reliable delivery of natural gas. This goal will be enhanced as a result of the Transaction. 255
Absent a material change in circumstances, Questar Gas will continue its planned total 256
capital expenditure program, which are outlined in Witness Cook’s testimony. 257
EQ Holdings and Questar Gas commit that Questar Gas will continue to install, upgrade, 258
and maintain Questar Gas’s infrastructure as necessary for safe, reliable, and affordable 259
operations. 260
Questar Gas will continue to file its Integrated Resource Plan on an annual basis. 261
Questar Gas will maintain the established gas-supply interchangeability Wobbe indices for 262
Questar Gas’s receipt points, and remain in compliance with the Commissions 263
requirements. 264
Q. Will the Wexpro agreements continue to be honored? 265
A. Yes. All Wexpro agreements, stipulations, and associated guideline letters will be honored 266
and all will continue to be posted and available on publicly available website. 267
JOINT APPLICATION EXHIBIT 3.0 DIRECT ESTIMONY OF OCKET O
VI. CONCLUSION 268
Q. Would you please summarize your testimony? 269
A. Questar Gas will experience operational benefits as a result of the Transaction, as more 270
fully described in the Commitment Matrix attached to the Application in this docket as 271
Joint Exhibit 5.0. Approval of the Transaction is just and reasonable, and in the public 272
interest. 273
Q. Does this conclude your testimony? 274
A. Yes. 275
Country of Canada )
) ss.
City of Toronto, Canada )
I, James Sanders, being first duly sworn on oath, state that the answers in the foregoing
written testimony are true and correct to the best of my knowledge, information and belief. The
exhibits attached to the testimony were prepared by me or under my direction and supervision,
except where otherwise stated, in which case they are true and correct copies of what they purport
to be, to the best of my knowledge, information and belief. Any exhibits not prepared by me or
under my direction and supervision are true and correct copies of the documents they purport to
be.
James Sanders
SUBSCRIBED AND SWORN TO this J.i_th day of October, 2023.
1 .1''.1· ~/ • \ / h e '--'c/:
Notary Public
Alexander Heuton LIO#: 776741