Good morning, welcome to the 2026 Annual Meeting of Shareholders of Northland Power Inc. The host for today's meeting is Mr. Ian Pearce, Chair of Northland's Board of Directors. At this time, all participants on the line are in listen-only mode. I would now like to turn the meeting over to your host. Mr. Pearce, you may begin.
Good morning. I'm Ian Pearce, the Chair of Northland's Board of Directors, and will act as the chair of this meeting. I want to welcome you and thank you for attending this annual meeting of Northland's shareholders. I'd like to take a moment to introduce our current Directors of Northland, each of whom is a Director nominee at today's meeting. Doyle Beneby, Sébastien Clerc, Lisa Colnett, Chair of Human Resources and Compensation Committee, Kevin Glass, Chair of Audit Committee, Keith Halbert, Chair of the Governance and Nominating Committee, Christine Healy, Northland's President and CEO, Helen Mallovy Hicks, Bahir Manios, Eckhardt Ruemmler, who's Chair of the Project Delivery Committee, and Ellen Smith. A detailed background for each Director is provided in this year's management information circular. Before formally calling the meeting to order, I'd like to address some logistics matters.
In order to make the best use of our time today and reduce the potential for technical difficulties, Christine Healy, our President and CEO, and Jeff Hart, our Chief Financial Officer, both shareholders of the corporation, have agreed to move and second each motion. This is not intended to limit in any way any shareholder's right to participate in the meeting. Registered shareholders and duly appointed proxy holders who wish to make comments relating to these motions will be given the opportunity to do so after the motion has been seconded. This meeting is being recorded and will be made available on the virtual meeting website at www.virtualshareholdermeeting.com/npi2026. For those attendees that are in the room with us, I ask that you please keep background noise to a minimum, as this may be picked up by the microphones at the front and be audible to attendees online. Voting.
If you are a registered shareholder and duly appointed proxy holder and have not voted on any matter, and wish to vote at the meeting, or should you desire to vote at the meeting after having completed and submitted a proxy, thereby overriding your earlier selections, you are able to do so in person during the meeting by registering with the scrutineer and obtaining a ballot, or online through the live webcast platform by selecting the Vote Here button on the bottom of the screen, which will become available to you when the voting portion of the meeting opens. Those online must click Submit for your vote to be counted. Your results will be tabulated and included in the final scrutineer's report, which becomes available to the corporation after the meeting has closed.
I'm advised that the proxies deposited with the meeting are sufficient to carry all matters proposed for the meeting. Notwithstanding this, after each motion is made, we will ask shareholders to vote in person or online if they have not already done so. A copy of the scrutineer's report on the voting results for all matters voted on at the meeting will be annexed to the minutes of the meeting. In addition, the results of the meeting will be set out in a voting report and a press release, each to be filed in SEDAR+ as required by applicable securities law and the rules of the TSX.
On questions, if you are a shareholder or proxy holder and wish to submit a question during the meeting, we invite you to do so in person by raising your hand, or online by typing a question in the Ask a Question field and clicking Submit. Questions pertinent to the formal resolutions will be answered prior to the voting on the resolution. Questions regarding general business matters that are not specifically related to a formal item of business, including those submitted in advance of the meeting, will be addressed following a management presentation. Questions regarding personal matters or questions that are not pertinent to the meeting will not be answered. On technical issues, if you encounter any technical difficulties with the meeting platform, please call the technical support number posted in the virtual shareholder meeting login page for assistance. Management presentation.
Following the conclusion of the formal business of this meeting, Christine Healy will provide a presentation on the corporation's business, following which there will be an opportunity to ask general questions about the business. I will now call the meeting to order. In accordance with the corporation's bylaws, I will act as the chair of the meeting and will ask Jaime Hurtado to act as secretary of the meeting and to deal with the formal business of the meeting, and Jennifer Hough of Broadridge Investor Communications Corporation to act as the scrutineer.
Thank you, Ian. Good morning to all. Based on the preliminary scrutineer's report, I confirm that there is a quorum of shareholders present. The notice calling this meeting and the accompanying materials were mailed to the shareholders of the corporation, and I have received proof of mailing of the notice. Accordingly, we will dispense with the reading of the notice of the meeting. I declare the meeting to be duly called and properly constituted for the transaction of business. The purpose of today's meeting is to, one, receive the audited consolidated financial statements from the corporation for the fiscal year ended December 31st, 2025. Two, elect Directors of the corporation. Three, reappoint the corporation's incumbent auditors, Ernst & Young LLP, and authorize the Directors to fix the auditors' remuneration. Four, vote on an advisory basis on the corporation's approach to executive compensation.
As the first item of business, I wish to present to the meeting the audited consolidated financial statements of the corporation for the fiscal year ended December 31st, 2025, and the report of the auditors on those statements. Copies of these financial statements were provided to all shareholders of the corporation who specifically requested them and are also available on Northland's website and upon request to those physically in attendance today. I will attach the financial statements and auditor's report as a schedule to the minutes of this meeting. I do not propose to read the financial statements to the meeting. Shareholders do not have to take any action regarding the financial statements, and we will now move on to the next item of business. However, you submit your questions electronically.
After conclusion of the formal business of the meeting, Jeff Hart, Northland's Chief Financial Officer, will answer any questions concerning the financial statements. Election of directors. The next item of business is the election of directors for the corporation. The board has determined that the number of directors to be elected at this meeting is 11. As required by the rules of the TSX, the corporation has adopted a majority voting policy and has provided in the proxies the right for shareholders to vote for each individual director. I am advised that each of the directors has received sufficient votes to ensure their election. As noted, the official tally of votes will be provided at the end of the meeting when the final scrutineer's report is generated.
Based on the recommendation of the corporation's Governance and Nominating Committee, the board has nominated Doyle Beneby, Sébastien Clerc, Lisa Colnett, Kevin Glass, Keith Halbert, Christine Healy, Helen Mallovy Hicks, Bahir Manios, Ian Pearce, Eckhardt Ruemmler, and Ellen Smith to be elected to the corporation's board of directors. I will now pause briefly for any questions on this proposal. As there have been no questions relating to the election of directors submitted to the meeting, I will now ask for a nomination of the 11 directors.
This is Christine Healy. I nominate Doyle Beneby, Sébastien Clerc, Lisa Colnett, Kevin Glass, Keith Halbert, Christine Healy, Helen Mallovy Hicks, Bahir Manios, Ian Pearce, Eckhardt Ruemmler, and Ellen Smith for election to the corporation's board of directors.
May I have a seconder?
This is Jeff Hart. I second the nominations.
As the bylaws of the corporation require advance notice of any other nominees to the board, none of which has been made, I declare the nominations closed. Since there are 11 nominees and 11 vacancies, may I have a motion to elect the nominees as directors?
This is Christine Healy. I move that the individuals who have been nominated be elected as directors of the corporation to hold office until the next annual meeting or until their successors are elected or appointed, subject to the provisions of the bylaws of the corporation.
May I have a seconder?
This is Jeff Hart. I second the motion.
If you are a registered shareholder or duly appointed proxyholder and have not voted on the election of directors and would like to do so, or you have already submitted your vote and would like to change your vote, please do so now by completing your ballot if you're attending in person or by using the Vote Here button on your screen if you're attending virtually. If you have already sent in your proxy or voting instruction form, you do not need to do anything. Your vote has already been recorded. Item 3, reappointment of auditors for the corporation and authorization to fix remuneration. The next item of business is the appointment of auditors and the authority for the board to fix the remuneration. I will now pause briefly for any questions on this proposal.
As there have been no questions relating to this proposal, I will now ask for the motion to be moved.
This is Christine Healy. I move that Ernst & Young LLP Chartered Accountants be reappointed auditors of the corporation and that their remuneration as such be fixed by the directors.
May I have a seconder?
This is Jeff Hart. I second the motion.
If you are a registered shareholder or duly appointed proxyholder and have not voted on the reappointment of the auditors and fixing the remuneration and would like to do so, or you have already submitted your vote and would like to change your vote, please do so now by completing your ballot if you're attending in person or by using the Vote Here button on your screen if you're attending virtually. If you have already sent in your proxy or voting instruction, you do not need to do anything. Your vote has already been recorded. Item 4, Advisory Vote on Executive Compensation.
The next item of business is for a vote in favor of or against, on an advisory basis, a non-binding resolution on the corporation's approach to executive compensation. The purpose of this advisory vote is to allow shareholders to give their opinion annually on the corporation's approach to the compensation of its executive officers, as disclosed in the section entitled "Statement of Executive Compensation" in Northland's Management Information Circular. As this is an advisory vote, its result will not bind the board. However, the board, together with the Human Resources and Compensation Committee, will take the result of the vote into account when considering its review of executive compensation. I will now pause briefly for any questions on this proposal. As there have been no questions relating to this proposal, I now ask for the motion to be moved.
This is Christine Healy. I move that on a non-binding advisory basis, the shareholders accept the approach to executive compensation disclosed in Northland's Management Information Circular, delivered in advance of this meeting.
May I have a seconder?
This is Jeff Hart. I second the motion.
If you are a registered shareholder or duly appointed proxyholder and have not voted on the non-binding resolution on the corporation's approach to executive compensation and would like to do so, or you have already submitted your vote and would like to change your vote, please do so now by completing your ballot if you're attending in person or by using the Vote Here button on your screen if you're attending virtually. If you have already sent in your proxy or voting instruction form, you do not need to do anything. Your vote has already been recorded. We will now pause for 30 seconds to allow for the final votes to be cast. Polls are now closed.
I can now advise that based on the preliminary voting results, the motions made before the meeting have been approved and are therefore carried. As noted earlier, the final voting results will be included in the scrutineer's report and will be made available as required by applicable securities law on SEDAR+ promptly following the meeting. The formal business of the meeting is now complete, and I ask for a motion to conclude the meeting.
This is Christine Healy. I move that the meeting be concluded.
May I have a seconder?
This is Jeff Hart. I second the motion.
As nobody has sent in any request for the meeting to continue, I declare the motion carried and the meeting to be concluded.
Thank you, Jaime. I would like to thank you all for attending the meeting. We will now hear a presentation on Northland's business by Christine Healy, Northland's President and CEO, following which there will be an opportunity to general questions about the business.
This presentation may contain statements which constitute forward-looking information. Actual results could differ materially from the conclusions, forecasts, or projections in the forward-looking information. Certain material factors and assumptions were applied in drawing conclusions or making the forecasts or projections as reflected in the forward-looking statement. Additional information about such risks, assumptions, and factors can be found in the corporation management's information circular, which is available on SEDAR+.
All right. Welcome, everyone, and thank you for joining us today. I'm Christine Healy, President and CEO of Northland Power, and I wanted to take the opportunity to share a little about what is happening at Northland, what makes this a defining year for the company, and what is motivating us for the future. There is a slide here that I'm sure you've all read instantly as soon as it came up here. The disclaimers are here, and I direct you to peruse them at your leisure. Please be guided by these statements when making investment decisions or recommendations. Let's start with a few observations on the macroeconomic opportunity and what it means for Northland. We believe that the power sector is entering a structural growth cycle unlike anything seen in decades. Global electricity demand is accelerating after a long period of relatively flat growth.
That demand is being driven by electrification, AI, and data centers, industrial activity, and the growing importance of energy security. These evolving market fundamentals highlight the need for security and independence. As energy security becomes more critical, demand for long-term contracted solutions that provide price certainty and system reliability continues to grow. We're seeing this play out in Europe, where power pricing continues to reflect these underlying macro dynamics, particularly in markets such as Germany and the Netherlands, where natural gas prices are a key driver for electricity pricing. The recent price shock in natural gas reinforces the need for renewables in our markets. Renewables can provide domestic supply that is more insulated from these external price shocks. In Canada, the demand for electricity is growing across the country. The federal government's recent national electrification strategy supports this thesis.
With that report estimating electricity demand in Canada will double by 2050, the demand signals are growing. We're already seeing this shift in our own fleet. At Thorold in Ontario, that natural gas peaker facility was originally expected to run about 20% of the time. Today, we're operating closer to 60% of the time. There's clear demand for what Northland does. We develop, construct, and operate projects over the long term, and we demonstrate our expertise time and time again in each of our geographies and across our technologies. Which brings me to our advantage. Northland's strength is not simply that we develop renewable projects, it's that we build and operate complex assets at scale over decades, and we do so with capital discipline. We are operators first.
That means we design projects with construction risk, operating performance, and long-term and operating power assets for decades across multiple technologies and in varying regulatory environments. Together, our operating track record, diversified portfolio, and disciplined capital allocation position us to convert today's demand growth into durable cash flow and long-term shareholder value, not just asset growth. Our core markets of Canada and Europe show strong demand growth, as I referenced earlier. Northland being present, capable, and trusted in those markets matters. It allows us to be selective and allocate capital where we see the strongest fundamentals and the best risk-adjusted returns. It is a reality that different markets require different solutions. Our capabilities across onshore wind, offshore wind, solar, gas-fired power, and grid-scale battery storage allow us to build and operate the solutions communities need. This means we can deploy capital and expertise where returns and market fundamentals are strongest.
Our portfolio is approximately 95% contracted. It spans offshore wind, onshore renewables, storage, and natural gas across the Americas and international markets, generating balanced and predictable cash flows. None of this matters if we do not operate safely. Safety underpins everything we do, how we operate our assets, how we execute our projects, and how we make our decisions across the organization. Safety is not separate from performance. It is foundational to operational discipline and long-term value creation. We work every day to cultivate strong safety culture grounded in our core values, do what's right, and take care of ourselves and each other. In 2025, we launched the 12 Golden Safety Rules, which crystallize the key safety practices that guide every aspect of our work.
Our See It, Say It, Stop It standard makes it clear that every one of us in Northland is empowered to speak up and take action to halt unsafe work. Long-term infrastructure projects only succeed if they work for the communities they operate in. If they don't, they don't get built, or they don't perform as planned, or they don't deliver the returns that were expected. At Northland, sustainability is not a separate program. It's embedded in how we develop and operate assets over decades. Indigenous partnerships are a part of that approach. These partnerships are built around shared economic participation and long-term alignment, which reduces development risk and strengthens project outcomes over the life of the asset. We take the same approach with local content in our markets around the world.
By sourcing locally and building local capability, we improve execution, strengthen community support, and reduce operational friction once our projects are operating. Our approach to environmental stewardship is equally pragmatic. With approximately two-thirds of our portfolio in renewable assets, we are directly contributing to decarbonization while maintaining the reliability and flexibility our electricity systems demand. Sustainability at Northland is about building projects that last, projects that operate safely, perform reliably, and continue to earn support from communities and stakeholders over the long term. Let's have a look back at 2025, because over the past year, we delivered solid operational and financial results. We met our 2025 EBITDA guidance and exceeded free cash flow expectations. Fleet availability remained high at 96%, underpinning that stable cash generation. We executed on key projects, completing Oneida ahead of schedule and under budget with zero lost time incidents.
We made strong progress on 2.1 GW of offshore wind under construction, further strengthening our contracted revenue base. At Investor Day, we introduced a five-year strategy with a clear focus on disciplined growth and execution. We took decisive action to strengthen the balance sheet and fully fund the plan. As part of our strategy, we also identified and committed to CAD 50 million in annual cost savings by the end of 2028, streamlining our business to deliver value. At the same time, we expanded our storage platform into Poland, and we continued to high-grade our development pipeline, ensuring that we are allocating capital to the highest quality opportunities. This discipline enables us to deliver on a fully funded five-year growth plan to capture the opportunities in front of us. To support disciplined growth and execution at scale, Northland operates through two core business hubs, International and the Americas.
The International hub is anchored by 1.2 GW of offshore wind, complemented by onshore wind and solar in Spain. The portfolio also has meaningful near-term growth. We have two large offshore wind projects under construction, the 1.1 GW Baltic Power project in Poland and the 1 GW Hai Long project in Taiwan, which are expected to be complete in 2026 and 2027 respectively. In November, we acquired 2 late-stage pre-construction battery storage projects in Poland, totaling 300 MW or 1.2 GWh. The first of these projects will start construction in the coming weeks, and the second project will begin in the coming months. This acquisition builds on our existing expertise in grid-scale battery storage following the successful completion of Oneida, and it deepens our presence in our core market of Poland.
We also secured offtake agreements for production from Nordsee One and Hai Long to extend the contracted revenue duration for those projects. These contracts underscore that there is strong corporate demand to secure long-term predictable power supply. Turning to international construction, we are making progress across our largest projects. At Baltic Power, our 1.1 GW offshore wind project in Poland, we are executing at pace. All foundations and both offshore substations are installed, and grid interconnection is complete. Turbine installation is actively underway, and as of today, 42 of 76 turbines installed. Looking ahead, upcoming milestones include commissioning of the onshore substation and first power, both expected later this summer. Baltic Power is on track for commercial operations by the end of 2026. At Hai Long, our 1 GW offshore wind project in Taiwan, we're seeing equally positive momentum. We've completed installation of all foundations, export cables, and offshore substations.
Turbine installation is well underway, with 51 of 73 turbines already installed and 32 of those turbines generating power. We remain on track for full commercial operations in 2027. Turning to our Americas business, our portfolio delivers scale, diversification, and stable earnings primarily across Canada, with 1.7 GW of operating capacity in onshore wind and solar, battery storage, and natural gas-fired power. Our diversified fleet provides operational flexibility. As I mentioned earlier, we are seeing utilization of our natural gas assets exceed expectations, reflecting the increasing demand for dispatchable power. Canada is a core growth market for Northland, supported by a development pipeline spanning battery storage, renewables, and gas-fired generation, positioning the company to meet growing system needs. Among this growth in Canada is the Jurassic BESS project, our 80 MW, 160 MWh battery storage project in Alberta. Construction is ongoing, and we are executing according to plan.
All 39 battery packs and 20 voltage transformers are now installed. We've also energized the main transformer. This project reflects our focus on deploying near-term grid-supportive infrastructure in high-demand markets. Jurassic BESS is on track for commercial operations in late 2026. Our 2030 plan sets a roadmap for the next five years focused on disciplined growth and value creation with a goal to double Northland's operating platform to 7 GW of gross capacity. In addition to the projects under construction, we're targeting an additional 1.4 GW- 1.8 GW of new capacity. Over the period, we expect to deploy approximately CAD 6 billion of capital into high-quality opportunities across our core markets and technologies. This translates into growing free cash flow and a 10% total shareholder return target. Execution sits at the center of this plan. Deliver, strengthen, grow. Deliver focuses on safe, reliable, efficient operations and project execution.
Strengthen is all about improving how we operate, driving for continual improvement. Grow is about disciplined expansion in core markets, high-grading the pipeline, and unlocking additional value from our existing fleet. This strategy helps Northland capture this period of accelerating global electricity demand. Looking ahead, Northland is entering the next phase of growth with a focus in our core markets of Canada and Europe, where we see strong long-term demand fundamentals and clear policy support. In Europe, we continue to see a coordinated multi-decade commitment to renewable build-out. I had the opportunity to attend the North Sea Summit earlier this year, where nine governments reaffirmed their ambition to develop more than 100 GW of offshore wind capacity in the North Sea by 2050, with ambitious progress targeted in the near term.
This underscores the scale of opportunity for offshore wind, in addition to ongoing growth in onshore renewables and battery storage. More broadly, Europe is focused on strengthening energy security, improving affordability, and supporting industrial competitiveness, and this is driving demand for large-scale contracted renewable solutions. As I mentioned earlier, in Canada, with electricity demand expected to double by 2050, meeting that demand will require new generation infrastructure. I also note Canada has an abundance of low-cost gas that can deliver affordable, reliable energy into a grid that is already among the greenest in the world. For Northland, our capabilities across technologies enables us to deliver on these opportunities in these markets, where policy support and long-term fundamentals are aligned. Let me close with what matters most to us at Northland. We are operating in a period of accelerating electricity demand, but demand alone does not create value. Execution does.
Discipline does. Our priorities are clear. First, to deliver the projects we have committed to safely, on time, within budget. Second, to allocate capital selectively, focusing on assets and markets we know well, where we can manage risk and earn attractive returns. We are not chasing growth for its own sake. We are focused on building a business that generates durable cash flow, strengthens the balance sheet, and supports long-term shareholder returns across cycles. With a largely contracted portfolio, a visible construction pipeline, and a fully funded plan, we believe Northland is positioned to convert today's demand growth into lasting value, not just near-term momentum. This is how we run Northland, and how we will create value over the long term. Thank you. Do we have any questions?
Ladies and-
I don't know what's happening right now.
The robots have taken over.
Any questions from the room? Operator, I don't think we have any questions. Are there any questions online? I'm hearing that there are no questions online. I thank you very much for your time.
Ladies and gentlemen, the session has now concluded. Thank you for attendance. You may now disconnect.