AltaGas Ltd. (TSX:ALA)
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Apr 24, 2026, 4:00 PM EST
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AGM 2022

Apr 29, 2022

Pentti Karkkainen
Chair of the Board, AltaGas

Good afternoon, ladies and gentlemen. I'm Pentti Karkkainen, the Chair of the Board of AltaGas. On behalf of all the directors, it's my pleasure to welcome you to AltaGas's 2022 Annual and Special Meeting of Shareholders. As we continue to adapt to the constantly evolving circumstances surrounding COVID and our uncertainty about gathering restrictions a few months ago, we planned for what is hopefully our last fully virtual meeting. As you can see, we've made some changes to our online platform that we hope improves your meeting experience. I'm pleased that so many of you are able to join us today. Our goal is to ensure that you're able to participate as you would at an in-person gathering.

With me on the webcast today are Randy Crawford, President and Chief Executive Officer, James Harbilas, Executive Vice President and Chief Financial Officer, and Leah Dickey, General Counsel Corporate and Corporate Secretary. The other members of the board and the executive team are also joining us remotely. We'd like to begin by acknowledging the Indigenous peoples of all the lands that we are on today. We are joining you from the historic Commons Building in the neighborhood of Ramsay, just outside of downtown Calgary, which is a building that has been part of this city's rich history for more than a century. The Commons was one of the first industrial buildings in Calgary. It hosted one of the city's longest-running steel plants, which manufactured key industrial products that helped build Western Canada.

The building is housed on the traditional land where the Blackfoot of Siksika, Kainai, the Piikani would gather with the Tsut'ina, the Îyârhe Nakoda nations, Métis Nation of Alberta Region three, and other communities and peoples that form the Treaty Seven region of Southern Alberta for centuries. The virtual platform upon which we meet today allows us to reach a much larger community, and I would like to take a moment to acknowledge the importance of the lands which we each call home. We do this to reaffirm our commitment and responsibility in improving relationships between nations and to improving our own understanding of local indigenous peoples and their cultures. From coast to coast to coast, we acknowledge the ancestral territory of all the indigenous peoples that call this land home. At AltaGas, we recognize that each community in which we operate is unique.

This is the foundation from which we engage with our shareholders. To meet each community's individual needs, we strive to build long-term collaborative relationships that are based on trust, respect, and a willingness to listen, learn, and adapt. Thank you for your continued partnership as we work together to build prosperous and sustainable communities and a broader society that we can be proud of. In accordance with our bylaws, I will chair today's meeting and Leah Dickey will serve as secretary. I also appoint Steven Bandola, who joins us today as a representative of our registrar and transfer agent, Computershare Investor Services Inc., to act as scrutineer for the meeting. I now call the meeting to order. I have been advised by Computershare that the meeting materials were duly delivered to shareholders and that a quorum is present.

Accordingly, I declare that the meeting has been duly called and is properly constituted for the transaction of business. Computershare's statutory declaration of mailing and the scrutineer's report on attendance will be filed by the secretary with the minutes of this meeting. After my introductory remarks, we will proceed with the formal business of the meeting. Following the formal proceedings, we will hear from our President and Chief Executive Officer, Randy Crawford. Finally, if time permits, there will be a brief informal question and answer session. If you are a registered shareholder or a duly appointed proxy holder and wish to ask a question, simply click on the messaging icon and type your question in the box at the bottom of the messaging screen, then click the Send button. I encourage you to submit your questions early.

They will be put in the queue and addressed at the appropriate moment during the meeting. With questions about meeting business answered during the formal portion of the meeting and others brought forward during the Q&A session. Before we begin, please take a moment to review the advisory statement on your screen regarding forward-looking information and non-GAAP measures. Throughout this meeting, we may make forward-looking statements which involve certain assumptions and have inherent risks and uncertainties. Actual results could differ from those statements. We may also reference certain financial measures that do not have a standardized meaning prescribed by US GAAP. After a very few active years as a company and a board, we are excited to be here with you today. Robust governance and strong leadership are core to achieving our strategy and delivering sustained value for our stakeholders.

This has been a driving force behind many of the transformational changes that have taken place within AltaGas over the last few years, as we carefully balance our need to strengthen the company's organizational capacity, increase the diversity of seasoned perspectives that drive decisions within our organization, and continue to benefit from the strong institutional knowledge that exists within the platform. Together, we believe this will allow us to drive the best outcomes for our stakeholders. On behalf of AltaGas's board of directors, I thank you for partnering with us on this journey. Governance and leadership are the foundation upon which all sustainable, purpose-built enterprises grow and prosper. Robust governance, the ability to challenge each other, listen to each other, starts with trust and respect for each other.

It's from this foundation that the board works with leadership to achieve AltaGas's long-term strategic objectives and deliver growth and sustainable value for all our stakeholders. Effective and inclusive decision-making, though, demands the right mix of both business and personal backgrounds. It means having a board of directors with the experience, expertise, diversity of thought, and inherent curiosity necessary to guide AltaGas's longer-term sustainable ambitions. It's with this objective in mind that we purposely pursued an orderly transition of the board through planned retirements over the past few years and added directors with the skills, diversity, and attributes necessary to guide the evolving needs of our company. We're proud of the team we've put together and the diversity we've achieved.

We are committed to maintaining it and ensuring diverse attributes are considered in all future director appointments. As was the case in 2020, the past year included large challenges that tested our organization and society, many of which carry on today. 2021 was also a year that was filled with opportunities, accomplishments, and continued progress, both within our company and the world that surrounds us. Through it all, AltaGas became a stronger and more purposeful organization. The company delivered robust 2021 financial results that were underpinned by continued execution of our strategic plan, and was achieved in a way that was consistent with our core values and mission.

As an essential service provider, AltaGas is charged with the responsibility of delivering safe, reliable, and affordable energy to 1.7 million utility customers across five U.S. jurisdictions, and ensuring our midstream operations, including our export business, connect natural gas and natural gas liquids to domestic and global consumers. What we do is important, and we take this responsibility seriously. In the days ahead, you can expect the same focus from AltaGas. We will hold ourselves to account. We will live by a strong governance, philosophy, and commitment, and we'll be focused on making long-term decisions that benefit our stakeholders. We are excited about the road ahead, and we look forward to progressing on it together.

I would like to take this opportunity, on behalf of the board, to recognize and thank our employees across North America for their dedication and tireless efforts to ensure that the critical energy that our customers need to fuel their daily lives, heat their homes and places of work continues to flow. Our senior leadership team for their direction and focus on the health and safety of our employees, our customers, and our communities where we operate, and all of our stakeholders for the continued embracement of AltaGas and our ongoing partnership. Working with our stakeholders is ingrained in our approach to how we do business. It's part of our organizational DNA and has been a foundational principle of AltaGas for nearly three decades. Paramount to our success has been our engagement with the Indigenous peoples and local communities where we live and serve.

We look forward to continuing these partnerships on the road ahead. I would also like to recognize and thank my colleagues on the board for your stewardship and sound counsel in helping steer this organization over the past few years. I'd like to acknowledge and thank our recently retired director, Terry McCallister. Terry was a senior leader within WGL for nearly two decades, including being Chairman and Chief Executive Officer from 2009 until his retirement in 2018. He has been a valued member of the AltaGas board since the WGL acquisition and will be missed across the organization. We are here today not only to receive your feedback on our items of business, but also to thank you on behalf of the AltaGas family. We thank you, our shareholders, for your ongoing support and trust in us.

With that, we will now move on to the formal part of these proceedings. I would now ask that our Corporate Secretary, Leah, address a few housekeeping matters related to the formal proceedings. Leah, over to you.

Leah Dickey
General Counsel Corporate and Corporate Secretary, AltaGas

Thank you, Pentti. Good afternoon, everyone. I will now go over a few housekeeping items and the rules of conduct related to asking questions and voting. As is the case for our in-person meetings, only shareholders of record at the close of business on the record date, March 10, 2022, and their duly appointed proxy holders may ask questions and vote on the matters being discussed. If you have questions, select the message icon and type your question within the chat box at the bottom of the messaging screen, then click the Send button. We ask you to keep your questions brief so that we can accommodate as many questions from our shareholders as possible. Questions should be of interest to all shareholders and be relevant to the business of the meeting.

When reading out a question, I will note the name of the registered shareholder or proxy holder submitting the question. In order to deal with all questions in a timely manner, questions of a similar nature will be answered only once. Questions relating to the formal part of the meeting will be addressed during the formal proceedings. Following Randy's presentation, there will be a question and answer session where we will address questions of a more general nature. Any questions we're not able to answer during the meeting will be referred to our investor relations team for follow-up. To assist us in doing so, please include your question with an email address or a phone number where you can be reached. To ensure an orderly meeting, the chair retains the discretion and reserves the right to refrain from addressing matters that do not comply with our codes of conduct.

With that background shared, we'll move to the formal part of the meeting. All items for shareholder approval today will be conducted by poll, and all items will appear on your screen at once. The resolutions that are being tabled today may be approved by a majority of the votes cast. As in prior years, a significant number of votes have occurred in advance of the meeting, and the response has been positive. Thank you to our shareholders who have voted in advance. We received your votes, and your votes have already been included in the final count. You do not need to vote again, even if the voting items pop up on your screen. Any vote you do cast at this meeting will revoke your prior vote.

If you plan to vote at the meeting, you may choose to vote on the resolutions immediately when they appear on your screen, or wait to cast your vote following the conclusion of discussions. To vote, simply click on your choice for or withhold or against as applicable. A confirmation message will appear to show your vote has been received. To change your vote, simply change your selection. If you wish to cancel your vote, press Cancel. If you don't submit a vote, the vote will be shown as abstained. The votes you submitted on each polling item at the time the poll closes will be what is recorded.

Totals in favor or against or withheld as the case may be for each resolution item will be tallied by the scrutineer once the polls close, and the chair will report on the outcome of all motions at the end of the formal meeting. During this meeting, there may be moments of delay in the webcast in our receipt of your questions and moments when the feed may be paused while I coordinate with the chair or scrutineer. We appreciate your patience and understanding should these circumstances arise. For meeting efficiency, the chair has asked that I make the motion and that James Harbilas, our CFO, who is also present today, second the motions. We are both shareholders of AltaGas. As noted in the information circular, the board recommends voting in favor of each resolution.

With the housekeeping matters taken care of, I will turn the meeting back over to the chair.

Pentti Karkkainen
Chair of the Board, AltaGas

Thank you, Leah. I now declare that the polls open for all resolutions. Each person entitled to vote should see voting choices displayed on their screen. We will now commence with the business of the meeting. The agenda is as set forth in the notice of meeting, being the presentation of financial statements, the appointment of auditors, the election of directors, the approval of unallocated options under AltaGas' option plan, and the advisory vote on AltaGas' approach to executive compensation. Let's begin with the first item of business. The consolidated financial statements of AltaGas for the year ended December 31, 2021, management's discussion and analysis, and the auditor's report thereon have been provided to shareholders. They are available on our website in accordance with notice and access procedures and on AltaGas' page on SEDAR. No action is required by the shareholders on this item.

The next item of business is to vote on the appointment of Ernst & Young LLP as auditors of AltaGas to hold office until the next annual meeting. Leah, can you please make a motion?

Leah Dickey
General Counsel Corporate and Corporate Secretary, AltaGas

Mr. Chair, I move that Ernst & Young LLP be appointed as the auditors of AltaGas until the next annual meeting of shareholders or until a successor is appointed, and that their remuneration be fixed by the directors of AltaGas.

James Harbilas
EVP and CFO, AltaGas

Mr. Chair, this is James Harbilas, and I second the motion.

Pentti Karkkainen
Chair of the Board, AltaGas

Thank you both. You have heard the motion, and it is now open for discussion. Leah, have we received any questions?

Leah Dickey
General Counsel Corporate and Corporate Secretary, AltaGas

Mr. Chair, we have received no questions on this motion.

Pentti Karkkainen
Chair of the Board, AltaGas

Thank you, Leah. With there being no questions, we will move on to the next item on the agenda. The next item of business is the election of directors. The board of directors of AltaGas has fixed the number of directors to be elected at the meeting of ten. As noted in our information circular, our bylaws contain advance notice provisions, which provide a procedure to be followed for the nomination of directors at the meeting of shareholders. No other nominations were received. Therefore, the only individuals entitled to be nominated as directors at this meeting are the individuals named as nominees in AltaGas' information circular. In addition to myself and Randy Crawford, the following individuals are standing for election: Victoria Calvert, David Cornhill, Jon-Al Duplantier, Robert Hodgins, Cynthia Johnston, Phillip Knoll, Linda Sullivan, and Nancy Tower.

Each of the nominees has consented to act as a director of AltaGas. With that, the nominees set out in AltaGas' information circular are hereby nominated as directors of AltaGas. In accordance with our majority voting policy, you are being asked to vote for each director separately. Leah, can you please make a motion to elect the directors of AltaGas?

Leah Dickey
General Counsel Corporate and Corporate Secretary, AltaGas

Mr. Chair, I move that the individuals nominated as directors of AltaGas being Pentti Karkkainen, Victoria Calvert, David Cornhill, Randall Crawford, Jon-Al Duplantier, Robert Hodgins, Cynthia Johnston, Phillip Knoll, Linda Sullivan, and Nancy Tower be elected as directors of AltaGas to hold office until the next annual meeting of shareholders or until they cease to be a director by operation of law or until their resignation becomes effective.

James Harbilas
EVP and CFO, AltaGas

Mr. Chair, I second the motion.

Pentti Karkkainen
Chair of the Board, AltaGas

Thank you, Leah. Thank you, James. You've heard the motion, and it is open for discussion. Leah, have we received any questions on this motion?

Leah Dickey
General Counsel Corporate and Corporate Secretary, AltaGas

Mr. Chair, we have received no questions on this motion.

Pentti Karkkainen
Chair of the Board, AltaGas

Thank you, Leah. With there being no questions, we will move on to the next item on the agenda. The next item of business is consideration of the resolution to approve the unallocated options under AltaGas' option plan as required every three years by the Toronto Stock Exchange for rolling option plans. Leah, can you please make the motion?

Leah Dickey
General Counsel Corporate and Corporate Secretary, AltaGas

Mr. Chair, I move that the resolution set on page 13 of AltaGas' Management Information Circular, dated March 10, 2022, approving all unallocated share options entitled to be granted under AltaGas' option plan and authorizing the issuance of the same until April 29, 2025, be approved by shareholders.

James Harbilas
EVP and CFO, AltaGas

Mr. Chair, I second the motion.

Pentti Karkkainen
Chair of the Board, AltaGas

Thank you, Leah. Thank you, James. You've heard the motion, and it is open for discussion. Leah, have we received any questions on this motion?

Leah Dickey
General Counsel Corporate and Corporate Secretary, AltaGas

Mr. Chair, we have received no questions on this motion.

Pentti Karkkainen
Chair of the Board, AltaGas

Thank you, Leah. The final item of business is the consideration of the non-binding advisory vote on executive compensation. Leah, can you please make this motion?

Leah Dickey
General Counsel Corporate and Corporate Secretary, AltaGas

Mr. Chair, I move that on an advisory basis and not to diminish the roles and responsibility of the board of directors of AltaGas, the shareholders accept the approach to executive compensation disclosed in AltaGas' Management Information Circular, dated March 10, 2022.

James Harbilas
EVP and CFO, AltaGas

Mr. Chair, I second the motion.

Pentti Karkkainen
Chair of the Board, AltaGas

Thank you both. You've heard the motion, and it is open for discussion. Leah, have we received any questions on this motion?

Leah Dickey
General Counsel Corporate and Corporate Secretary, AltaGas

Mr. Chair, we have received no questions on this motion.

Pentti Karkkainen
Chair of the Board, AltaGas

Thank you, Leah. As noted, that was the final agenda item. For those of you who have not yet cast your votes, please do so now. I will pause briefly before closing the polls. Thank you. The polls are now closed. We will take a moment to confirm the results with the scrutineer. I have now received the preliminary results from the scrutineers and can advise that each of the motions was passed by a significant majority of the votes cast. I declare that all motions have been carried. Final voting results will be published on SEDAR following the meeting. With the formal proceedings concluded, I hereby terminate the formal meeting and will turn it over to Randy Crawford, our President and Chief Executive Officer.

Randy Crawford
President and CEO, AltaGas

Good afternoon, everyone, and thank you for taking the time to be with us today. After a very busy year, we were always excited to reconnect with our shareholders and regular updates on the business. Since joining AltaGas more than three years ago, one of my first steps was to illuminate our core values and leadership competency model. I firmly believe it is our unwavering commitment to our core values, mission, and through it all, doing what is right that has guided us successfully through these unprecedented times. Just some general comments before we get started on the slides. The far-reaching geopolitical implications arising from unfortunate events that continue to transpire in Eastern Europe illuminate the importance of energy independence and diversity.

The critical role that the energy sector plays in fueling the global economy and keeping society moving forward in a sustainable way continues to shine a light on the need for ethically produced, secure North American supply growth to meet the rising demand for affordable energy and secure energy. We are fortunate in Canada and the United States to have access to abundant sources of energy, and it is imperative that the investment in critical energy infrastructure continues as we transition to the energy sources of the future. AltaGas is well-positioned to support the continued development of critical energy resources such as the Montney and, to a lesser extent, the Marcellus Shale, to facilitate the best outcomes for our customers in Canada, the U.S. and Asia.

We take great pride that our critical infrastructure and operations, including our leading West Coast export platform and significant gas distribution networks, support better global environmental outcomes that align with lower carbon and lower emissions future that is upon us. We remain steadfast in our strategy and are firmly committed to leveraging our strategically positioned utilities and midstream assets, both with significant organic growth opportunities. Our mission to improve quality of life by safely and reliably connecting customers to affordable sources of energy for today and tomorrow guides us in what we do every day. As I said when I first joined AltaGas, I saw a lot of opportunity here, and I believe that we are seeing that play out in the operational financial results we have delivered over the past three years.

I also believe that the company has tremendously bright future and marked growth opportunities across our utilities and midstream platforms. This is a slide I would use if I had only one in the presentation. Call it my elevator pitch slide. With this slide, I could tell you everything you would need to know to make what I believe to be a highly rewarding investment in AltaGas. Our focus is twofold. One is to connect our customers to domestic and global markets, and two is to operate both our utilities business and our midstream business in an operationally excellent manner. That is, be the low-cost provider of services and create value for our customers and our shareholders.

Our utilities continue to demonstrate strong, stable and predictable results, delivering the critical energy that our customers need during the peak winter demand season, while providing stable and predictable financial results for our shareholders. The strong growth is supported by the continued investment in our networks to improve the safety and reliability of our system, reduce long-term operating costs, and deliver improved environmental outcomes, all of which provide better outcomes for our stakeholders. We continue to advocate for our customers and focus on affordability. Ensuring our customers have access to safe, reliable and affordable energy remains a top priority, particularly during these periods of rising energy prices like we are experiencing today.

In our midstream business segment, we continue to provide our customers with safe and reliable connectivity to premium markets for North American LPGs, providing the best netbacks for our customers while delivering diversity of supply and supporting energy security in Asia. We are proud of the role that AltaGas is playing to support global energy security through the supply and export of safe and reliable source LPGs to global markets. We continue to focus on optimizing our platform and existing assets to maximize facility utilization and drive increasing returns on our invested capital. Investment in our midstream business will continue to be centered around our global export platform to provide North American producers and aggregators the best markets for propane and butane, while diversity of critical LPG supply, which contributes to the energy security in Asia.

Looking ahead, we remain very constructive on the path forward for our company and the role we will continue to play in delivering safe, reliable, and affordable energy to various end markets to the benefit of all of our stakeholders as we continue on this journey. It's because of our commitment to excellence that we were able to deliver above and beyond our goals in 2021, and that's why we remain as confident as ever in our ability to deliver on all of our expectations moving forward. Our strategy incorporates the commitment to continue our history of proven energy innovation and focus on environmental, social, and governance issues. We will continue to work to position both the utility and the midstream platforms for emerging alternative energy sources.

In December 2021, we released our ESG report, which includes a number of ESG goals within the core areas of climate, diversity and inclusion, and safety, taking a meaningful step toward marking our progression to date and from which we will measure our progress. Our focus remains on integrating ESG practices into all decision-making, including risk management, strategic planning, business development, and capital allocation. Our progress is linked to compensation, which drives performance-based culture. These practices are also reflected in our approach to building relationships with our customers and engaging the communities. Our corporate strategy is to invest in and operate long-lived infrastructure assets that provide resilient and durable value for our stakeholders. We're focused on organic growth that will deliver steady returns that compound value over time. We measure our financial success based on earnings per share and FFO per share.

We are focused on continued growth in these two metrics and the durability which underpins them. We're also focused on completing the final steps of our leverage reduction journey. We believe this strategy will deliver strong long-term returns, fund ongoing and compounded dividend growth, and provide the opportunity for continued capital appreciation. Our focus remains on delivering outstanding results for our shareholders while ensuring all of our stakeholders benefit from what we do. This has become a key element of AltaGas's value proposition. While the past two years have come with some headwinds, our key accomplishments in 2019, 2020, and 2021 have set us up to withstand these challenges and have emerged even stronger. Through the successful execution of our plans, AltaGas continued with its third year of delivering value to shareholders, with earnings per share up almost 50% from 2019.

Our strategy and strong execution are working in creating outsized wins. It's driving a different forward trajectory, which can be seen in this slide. We completed the acquisition of Petrogas, along with the first phase of the integration. We structurally reduced capital and operating costs and positioned us to continue to provide significant customer and shareholder value. We've more than doubled our market cap, decreased net debt by more than 20%, cut leverage ratios in half, and increased EBITDA, as I said, by almost 50% over this period. These improved returns have also provided us the capacity and resources to continue to invest in better outcomes, better customer outcomes, our people, and the communities where we live and serve. Before I wrap up, I wanted to reinforce our value proposition, which is centered on a continuous focus on compounding and sustainable value for our stakeholders.

We operate a diversified infrastructure company with a robust pipeline of low-risk growth opportunities. We have streamlined the platform with a track record of delivery. We've shown industry-leading EPS and FFO per share growth and stock performance since 2019. We have a distinct energy export platform that is well-positioned for future growth. We have strong expected dividend growth and are targeting 5%-7% dividend cumulative annual growth rate through 2026. We have built a strong management team and have shown to be disciplined allocators of capital. We have a very solid base of business and a suite of assets that are positioning us to continue to play a leading role in the evolving energy world.

This track record of execution and compelling value proposition can be seen in our strong 2021 financial and operating results, and was further demonstrated in our first quarter results of 2022 that we released yesterday. Looking forward, we remain very constructive on the path forward for our company and the role we will continue to play in delivering safe, reliable, and affordable energy to various end markets to the benefit of all of our stakeholders as we continue on this journey. As I wrap up my comments today, I wanna thank our employees who across North America are on the front lines, maintaining operations and serving our customers and communities where they live and serve. None of these milestones that we've achieved to date, nor those that we've served to achieve in the future, would be possible without our very talented and hardworking team.

I wanna thank them for their incredible efforts. I also would like to extend my thanks to our board for their stewardship and guidance, and to you, our shareholders, for supporting our company and for taking the time to join us here today. I am proud of the growing role that AltaGas plays in supporting North American energy independence, access to affordable, diverse energy sources, and our ability to export affordable butane and propane LPGs to the world. With that, I will open up the floor for questions, for any questions. Leah, over to you.

Leah Dickey
General Counsel Corporate and Corporate Secretary, AltaGas

Thanks, Randy. If there's no questions, we would encourage you to reach out to our investor relations team throughout the year with any questions that you do have or if your question's related to the governance by contacting our board in accordance with our board shareholder engagement policy. Randy, I think it's over to you for any final comments.

Randy Crawford
President and CEO, AltaGas

Thank you, Leah. I appreciate that. Once again, thank you all for taking the time to join us today, and a special thank you again to all of our employees, shareholders, and stakeholders. Stay safe.

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