NorthWestern Energy Group, Inc. (NWE)
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AGM 2021

Apr 22, 2021

Speaker 1

Morning, everyone. Thank you for joining our Annual Shareholders Meeting. I'm Bob Rowe. I'm the Chief Executive Officer and also the only non independent member of the Board of Directors. On behalf of the Board and the management team, I do welcome you.

I also want to sincerely wish you a happy Earth Day. We are at Northwestern Stewards of Critical Infrastructure and Essential Service. We also do take our environmental stewardship, very seriously and appreciate the opportunities that we have in our environmental programs across our service territory and certainly in part associated with the Montana hydro system. I would really encourage you to look at the environmental section stewardship report. Before I introduce the members of the Board, I want to take a moment to honor 2 very dear friends and colleagues.

In February, our colleagues and fellow directors and friends, Steve Addock and Julia Johnson announced that they would not be seeking reelection to our Board at the end of their annual terms that would be effective today. And both Steve and Julia have served on our Board over 16 years. Steve served as the independent Board Chair over the last 3 years and before that was incredibly effective Chair of the Audit Committee for many years. Similarly, Julia has been a longstanding share of our Governance Committee. They are both respected leaders in the energy and the utility industry and in public service.

And they've shared with us their great experience and oversight leading Northwestern Energy to be a thriving and a successful business certainly for shareholders and employees. But in particularly, they were both they are both passionate about our customers and about the communities that we serve. And there's been a lot of time pre COVID out with our employees in the communities where we do serve. But their experience and knowledge really have guided us so effectively and they are going to be tremendously missed. So Steve and Julia, we truly cannot thank you enough.

Now I'm honored to introduce the 7 other current members of the Board, all of whom are also independent in every sense of the word, and we really do have a remarkable Board. Tony Clark is a Senior Advisor at Wilkinson, Barker and Neuer LLP. He's a former commissioner on the Federal Energy Regulatory Commission, but he's also a former commissioner on the North Dakota Public Service Commission. Dana Dykhouse is the Chief Executive Officer of First Premier Bank, is headquartered in Sioux Falls, South Dakota, and he's been our great Chair of the Human Resources Committee since 2016. And following Steve's retirement, Dana will become the Board Chair.

Dana is also passionate about the area that we serve, and is a real leader in all aspects of developing our employees and the organization. Jan Horsfall is the Chair of our Operations Committee, which focuses our Board's attention on safety, on technology, on environmental concerns and on our overall operations. And Jan is the managing partner of Red Surfboard LLC as a business consultant consultancy focused on energy, biology, agriculture and the consumer sectors. Britt Ide is the President of Ide Energy and Strategy. She lives in Bozeman, Montana.

She's both an engineer and an attorney. And her perspective on key regulatory policy and community issues is tremendous. She's also a national leader on cleantech and on innovation. Linda Sullivan is the Chair of our Audit Committee. Linda is retired as Executive Vice President and Chief Financial Officer of American Water Works, the largest publicly traded U.

S. Water and wastewater company, also has deep background in the energy and utility sector. Mahbaz Yazdi will be the new Chair of the HR Committee following Dana's move to become Board Chair. And she's the President of Feasible Management Consulting, a company that provides strategic consulting in energy, innovation, technology and telecommunications. And she as well has a deep background working with very large energy companies and others advancing their technology initiatives.

And Jeff Yingling will become the new Chair of the Governance Committee following Julie's retirement. He's a founding partner of Energy Capital Ventures, which is a strategic venture fund formed to invest in early stage energy companies. Immediately prior to forming this fund, he was a senior advisor in Investment Banking at Guggenheim Securities LLC specializing in power, energy and renewables. In February, we also announced a number of key changes in the executive team. I remain as Chief Executive Officer.

Brian Berg, our former Chief Financial Officer, has assumed a new role of President and Chief Operating Officer. As COO, Brian oversees transmission, energy supply, distribution operations, customer care and business technology. Meanwhile, Crystal Lyle has taken over the reins as our Chief Financial Officer, a position that Crystal has truly prepared for her entire career. Jean Vold has become a member of the executive team as the Vice President of Technology. Now Jean has been our technology lead for a very, very long time.

Her elevation to Vice President is first of all a reflection on Jean and on her team, but also on the simple fact that technology is really deeply embedded in virtually everything that we do as a company serving our customers. Now then turning to the rest of the executive team who I really have the great pleasure and privilege to work with every day. Mike Cashel is our Vice President of Transmission Heather Graham is our General Counsel and Vice President of Regulatory and Federal Government Affairs John Hines is our Vice President of Supply and Montana Government Affairs Kurt Pohl is our Vice President of Distribution. Bobby Schrappel is Vice President of Customer Care, Communications and Human Resources. Also participating in our meeting today is our Corporate Secretary, Tim Olson and also Elaine Vesco, our Assistant Controller, who the Board has appointed to serve as the Inspector of Election for this meeting.

In addition, representing Deloitte and Touche LLP, which is our registered independent public accounting firm, we have Judy Dockendorf and Adam Krasnoff. Now it's my pleasure to introduce Steve Addock, our Board Chair to conduct the business portion of the meeting. And I'd like to highlight that we believe very strongly that an independent board share model really does provide great value to this company. So Steve, this is your last time as the ringmaster. I'm handing it off to you.

Speaker 2

Thank you, Bob. Before we get into the stiff and bureaucratic portion of the formal meeting, I want to thank Bob and the entire management team as well as our shareholders, all of our employees and our customers for the support that you've shown to both Julie and myself over the past 16 years. This has probably been for both of us one of the most memorable situations we have been in. We value this Board and its relationship with management, its relationship with employees, shareholders and customers, and we will desperately miss it. But there comes a time in everyone's life when it's time to turn it over to newer people who can take it to yet another level.

We've been very successful in taking it to the level it's at today. But there comes a time for us to move on. And one should always, as I've said to Bob Rowe, always leave the dance while the band is still playing. And so with that, Julia and I will bid you farewell. And now go into the stiff part of the meeting.

Before I call the business portion of the Annual Meeting to order, allow me to provide a roadmap of what will happen today. There will be a relatively short formal business section of the meeting, at which time we'll ask people to cast their votes electronically using the virtual annual meeting website. We'll then pause the business portion of the meeting and Bob will give a presentation on the state of the company. And then perhaps most important of all, he'll open the floor to questions and comments from you. During the 15 minute question and answer portion of the meeting, we will try to answer as many shareholders submitted questions as possible as time permits.

You may submit questions electronically using the virtual Annual Meeting website at any time during the meeting, and you may begin submitting questions now. Please include your name when submitting a question. Now we will edit out things such as profanity or inappropriate language and exclude all questions that are not pertinent to meeting matters or are otherwise inappropriate or failed to comply with the meeting rules of conduct, which can be found posted on the virtual meeting website. Again, we'll try to answer as many questions as possible during the 15 minute time period. I'll now call this annual meeting of the stockholders of Northwestern Corporation to order.

And would the corporate secretary please provide his report?

Speaker 3

Thank you, Chair Addict. This is Tim Olson, Corporate Secretary for Northwestern Corporation. We have received an affidavit signed by Broadridge Financial Solutions indicating that notice of this meeting, along with related proxy and annual report materials, was mailed or made available on March 5, 2021, to Northwestern shareholders of record as of the close of business on February 22, 2021, our record date. A list of shareholders as of the record date is available for inspection by using the registered shareholder list link found on this webcast page available to shareholders. Based on the affidavit from Broadridge, this meeting is duly called with timely and proper notice.

In addition, based on the information provided by Broadridge, a quorum of shareholders is present to conduct our meeting today.

Speaker 2

Well, pursuant to the foregoing report of the corporate secretary, I hereby declare that a quorum is present at this annual meeting and that we may proceed with the business portion of the meeting. We can now turn to the items of business for today's annual meeting. Our business today is to act on 4 proposals that were brought before holders in the proxy statement. Those proposals are as follows. Proposal number 1, the election of 8 members to serve on the Board for 1 year term.

The nominees include Anthony T. Clark, Dana J. Dijkaus, Jan R. Horstwall, Britt EI, Robert C. Rowe, Linda G.

Sullivan, Mavash Yodzie and Jeffrey W. Yingling. The Board of Directors has recommended a vote for the election of these 8 nominees. Proposal number 2, the ratification of Deloitte and Touche LLP as the registered independent public accounting firm of the company for the year ending December 31, 2021. Although action by stockholders is not required by law on this issue, the Board has determined that it is desirable to request approval of our selection of an independent public accounting firm by the stockholders.

The Board of Directors has recommended a 4 ratification of Deloitte and Touche as Northwestern's Corporation amended and restated equity compensation plan. We use this plan in 3 primary ways. Number 1, to provide long term performance based equity incentive compensation to our executives and other key leaders in the company. Number 2, to provide annual equity grants to our board members as part of their annual compensation. And number 3, as deferred compensation for those Board members and eligible officers who make a deferral election.

Amending the plan will make additional shares available for these primary purposes. The Board of Directors has recommended a vote for approval of the plan with the proposed amendments. Proposal number 4 is to hold an advisory vote to approve named executive officer compensation. The resolution concerning the approval of compensation paid to the company's named executive officers was set forth in the proxy statement for this meeting. The resolution reads as follows: Resolved, that the compensation paid to the company's named executive officers as disclosed pursuant to the compensation disclosure rules of the Securities and Exchange Commission, including the compensation discussion and analysis, the compensation tables and any related material disclosed in the proxy statement is hereby approved.

The Board of Directors has recommended a vote for adoption of the resolution approving on an advisory basis the compensation of the company's named executive officers as described in the proxy statement for this meeting. That concludes the matters to be voted on as outlined in the notice of the annual meeting. Ladies and gentlemen, I'd like now to open the polls for voting. You will have a few minutes to cast your vote electronically. If you previously voted your proxy and do not wish to change your vote, you do not need to do anything.

Your vote has already been recorded. If you wish to change your previous vote, you should cast your new vote now. I'll now pause to allow you time to cast your ballot. Mr. Olson, based on the current level of voting activity, do we need any additional time for voting?

Speaker 3

Mr. Chair, I do not see any further votes being cast at this time. I believe it would be appropriate to close the polls.

Speaker 2

Well, in accordance with our bylaws, I will now close the polls with respect to proposals 1 through 4. And now I'd like to call on Bob Rowe to provide an update on the company.

Speaker 1

Steve, thank you very much. This is the forward looking statement disclosure, of course. Let's move on then. And just a summary of who we are as a company. As I mentioned before, we are stewards of critical infrastructure, providers of essential service across an extraordinary part of the country.

And we value the ability, the opportunity to provide that service. We are a disciplined and pure utility. We monitor certain financial metrics and our investments, our strategies are all oriented towards being the best possible provider of electric and natural gas and energy services that we can. I'm particularly proud of our commitment to absolute best practices corporate governance. And that starts with the Board and the management.

And as I'll describe later, our Corporate Secretary, Tim Olson has had a real hand in that. We've been able, even as we've invested in service to maintain bills substantially below the national average, produce the highest customer satisfaction scores we have ever achieved. And something I'm particularly proud of last year, given the unusual year that we've experienced, we had our best ever employee safety record and that is really something to celebrate and to continue. COVID really did define our year. We actually had a pandemic plan, a crisis action pandemic plan that we were able to activate early last year as we saw how the year was likely to develop.

1st, we paid attention to keeping our employees safe. 2nd, we were focused on maintaining service to our customers. And 3rd, an important part of our crisis action team was focused on working with our communities. And as a result of that, shareholders, board members, all of us individually really tried to pitch in to help make a difference and help our communities ride through. One of the things I appreciated was just the sense of real social solidarity with people looking out for one another.

But truly that was one of the defining aspects of the last year. I keep going back to a quote, a column that Peggy Noonan wrote last March. She was walking around her neighborhood in New York City, ambulances were going by, 1st responders. There's just a sense on the streets of incredible despair. And what she took away from that was being grateful for one thing, everything works and will continue to work as long as we have electricity.

It's what keeps the lights on, the oxygen flowing, the information going, everything is the grid, the grid, the grid. And again, that sense of responsibility to our customers and communities, I think really did define how we tried to conduct ourselves over the last year. This is a snapshot of our service territory. We provide natural gas in Central Nebraska. We provide electric and natural gas in South Dakota and electric and natural gas in Montana.

And in Montana, we also are the operators of critical natural gas and electric transmission infrastructure essential to serve our customers that these are also really the arteries for so much of Montana, again on both the electric and the natural gas sides. And again, just a couple of highlights. We are a pure electric and natural gas utility. We're focused on our utility business in terms of system reliability, long term planning and investments, maintaining affordability, really focusing on customer satisfaction and working with our customers. We have maintained our financial discipline that is essential for us to be able to carry out our mission of serving our customers.

And as we think about our future growth prospects, we are disciplined in our investments and focused on investments that really do provide value to our customers and to our part of the country. Key financial metrics, we target a debt to capitalization ratio of 50% to 55%, focused on maintaining liquidity of at least $100,000,000 or greater. We target a 3% to 6% earnings per share growth plus a dividend yield to drive a total shareholder return and our target dividend payout ratio in the 60% to 70% range. I mentioned a couple of things I am particularly proud of. You've been introduced to our Board of Directors.

We've been recognized several years in a row now for the gender diversity on our Board of Directors. One of our key communications to all of our investors and shareholders is our annual report and our proxy statement. And we have been a consistent finalist and 2 time winner for the quality of that submission. And this reflects transparency in how we disclose, but also the conservative nature of the underlying practices. We've also been recognized for our seamless interaction with customers.

In fact, we've just received another award in this category in the last several weeks and for our ethics program. Moody's, one of the 3 credit ratings agencies, also evaluates every company in the energy sector on a corporate governance score. And we are 5th highest according to Moody's, not just in the United States, but in North America in the energy and the utility sector. This is just another way of looking at the company. We're about 80% electric by gross margin.

We're a little over 80% Montana by gross margin. And then in terms of rate base and rate base is the undepreciated amount of assets we still have in service to our customers. So they're again substantially weighted in Montana. And this is a snapshot of our supply portfolio. Nationwide, the electric industry has been making tremendous progress.

And at this point, perhaps some companies are approaching 40%. We are in Montana, 69% carbon free right now, South Dakota 47% and overall company wide 65% carbon free. What's impressive is that nationwide a substantial amount of the non carbon generation is derived from nuclear plants and we have no nuclear in our system. As we'll discuss, this is a portfolio that is rich in energy resources, but certainly in Montana is very vulnerable, very exposed in terms of meeting our customers' capacity needs. We'll come back and talk about that a little bit more.

A couple more snapshots here. These are J. D. Power's customer satisfaction scores, blue electric, red natural gas. You can see, again, strong movement up in terms of typical bills, both Montana and South Dakota on the electric side and all three states on the gas side, significantly below the national averages.

The SAIDI index is an indication of disruptions, service interruptions on the electric side. What's impressive here is that our network, particularly in Montana, is extremely rural. And as we'll discuss, we have a number of initiatives to continue to enhance rural reliability. The difference is in an urban environment, you probably receive service from 2 different directions. If one line goes out, you get service from the other direction.

In rural environments, you quite likely are served from a radial. It's a non looped line. But again, we're doing an awful lot of work in our distribution system to enhance reliability for all customers, but with a particular focus on our rural customers. Leaks per 100 mile of pipe is the key measurement in our natural gas delivery system. And there again, this is something we're very serious about, serious about focused on and continue to pay attention to.

Depiction of the change in population. This is a reflection of the not dramatic, but sustained growth year over year in our service territory and particularly in South Dakota and Montana, consistent growth slightly above the national average. This is one of the slides that I think tells one of the most compelling stories about Northwestern Energy. And this is the gross plant in service dedicated to serve our customers across our states. And this is plant that may be depreciated and when plant is depreciated, the price paid by customers then goes down by the amount of that depreciation, but it's essentially rate base plus depreciated plants still in service, plant paid for.

And as you see, we've continued to do the right thing to make investments in long term reliability, adequacy, safety of the system and overall approaching $7,000,000 of gross plant in service and just in Montana over $5,000,000,000 of gross plant in service. And truly again we are stewards. Total shareholder return over time, it's a bit of an eye chart, but you see Northwestern is the red line. Our peer group is the shaded gray area. Then we have the NASDAQ, the S and P 500 and the S and P Utility Index for points of comparison.

This is another look at affordability over time. The solid lines, solid blue is our electric system, solid red, our natural gas system, dotted red, the U. S. Electric, dotted blue, U. S.

Gas. And again, you see we have been able even as we invest to maintain stable and affordable rates. On the right is one of the challenges that we face. And Montana leans particularly heavily in its tax system on centrally assessed property taxes and we pay multiples more than any other taxpayer in Montana in the centrally assessed taxes. And shareholders share a part of that, but this also very definitely does affect customer rates.

So the chart to the right, the blue is Montana property taxes, the gray is South Dakota and a little bit of red is Nebraska. So as you look at rates in Montana, do be mindful that our property taxes make up a substantial part of that and in fact are one single largest cost of serving in Montana. Credit ratings. Credit ratings matter. They matter to us.

They matter to our customers. Our goal is to provide our customers an overall stable and low cost of capital. We do that by accessing both equity investors to support our investments in service and through cost effective access of long term loans. We've been very proud of the progress we've made with our credit ratings. But in the last few years, we absolutely have had challenges.

And there are 2 key factors that the ratings agencies look at. 1 is the ratio of funds from operation, how much money comes in the front door essentially to the amount of your debt. And the second for a regulated company is an assessment of the regulated environment. The more confident the credit ratings agencies are about the regulatory environment, the more comfort they have in allowing us to lean a little bit more on the debt side of that equity and debt balance. So it is something very much in the interest of our customers and our ability to invest in good service to them.

This is a tale of earnings growth, earnings per share. And like many companies in the sector, we did see substantial challenges during the COVID period with a significant reduction in sales volumes to the commercial and industrial customers in particular. So we are one of the early releasers in terms of our first quarter results and looking forward last year, we did lower our guidance for the year. That was the right thing to do. Other larger companies serving more jurisdictions did not do that.

But we were focused on being transparent to the financial community just as we're focused on continuing to serve and partner with our customers. Again, as stewards of essential infrastructure, it's important for us to plan and have some discipline in the planning. This is a depiction of our anticipated 5 year capital investment forecast. And what you see is capital in both the electric and the gas side and in each jurisdiction. We are also announcing that we'll be initiating a $200,000,000 at the market share offering.

And this is intended specifically to ensure we maintain an appropriate balance of debt and equity and to preserve our current credit ratings. I mentioned the incredible value of the electric and gas transmission systems. These are important assets as we serve our customers, but also important assets more broadly. And on both the electric and gas sides, we've made substantial investments These are to address concerns about capacity, reliability and certainly as well safety. And these systems continue to be critical as for example, on the electric side, we continue to see significant season peaks.

So the focus on transmission is critical. And again, if you think about the Montana electric system, the transmission system is important to serve our retail customers. It's important to serve industrial customers, in some cases, our partners at the rural co ops, but also generators who want to move power in and out of Montana. On the gas side, think of our transmission system as essentially running north to south. We have gathering and storage at both the north and south ends of the gas transmission system.

And we also do have some gas production most exciting things going on at Northwestern are in the distribution system. And this has to do certainly with increased automation, increased visibility into the system, but also some really creative use of data to think about how we can analyze the system, make investments. For example, in the rural area, I mentioned we do have these long radial lines. The ESID program, Electric Segment Identification uses the data to really focus our attention on line, often very long line sub segments and use a combination of all appropriate measures to enhance reliability on those segments. Also been doing some, I think, really exciting things in terms of local pilots.

And we have pilots underway in Missoula, in Bozeman, Beck Hill near Deer Lodge and in Yellowstone Park. 1 of the things we're particularly interested in on these radials again for example is the possibility to use storage to enhance reliability to customers at the ends of these lines. That's a program we've seen some success in terms of an operational perspective, but also see that as a great opportunity as we continue to advance the distribution system. But system is even if it's not always visible to customers, that system is changing in really pretty fundamental ways. And during major storm events over the last year, we've seen some real benefits from that visibility and ability to control as well as our ongoing investments in pole replacement, line clearance, attention to substations, attention to underground cable on and on and on.

That has been a focus for now over a decade and we do continue to see the benefits. On the generation side, in South Dakota, we participate in the Southwest Power Pool and our customers do see real benefits from that. The challenge in South Dakota is we have in some cases an extremely old generating fleet. So working with South Dakota Commission, we have made investments in modernizing that fleet so that the units are more efficient all around and able to participate when we are called on in the Southwest Power Pool. We've also been using those investments to improve rural reliability in our system.

In Montana, I mentioned that we have a great set of energy resources and think of energy as kilowatt hours and think of capacity as kilowatts or the ability to meet peak. And since our 2015 plan, our focus really has been on strategies to address our customers' exposures to peak demand really just about any time of the year. So we've had the most recent action as concerned a request for proposals administered by an independent third party that was opened in January of 2020. Bids were evaluated by the independent party and particularly it's important to note they were evaluated in portfolios to understand how they would participate with 1 and how they would interact with one another and then how they would interact with our existing fleet. So out of that RFP, the final portfolio of resources going forward includes a 175 Megawatt Rice unit to be located near Laurel, a 5 year agreement with PowerX, which is the power marketing arm of BC Hydro and as the name suggests that will be primarily a hydro contract.

And then also a battery storage project roughly 50 megawatts. And that will be in the context of our overall load in Montana. That will be a substantial step forward in terms of understanding how large scale batteries do operate on our system. The way to think about capacity is the length of ride through. So the first challenge is to identify resources that have say a 20 hour ride through, I think those are the base of the pyramid, then a 10 hour ride through and a 5 hour ride through so that we have resources that correspond to the loads that we have to plan for our customers putting on the system.

Let's talk about February. This was a challenge on the electric and on the gas systems. We've had actually good meetings with all three of the regulatory commissions in Nebraska. We did actually see the benefits of investments that we've made in the Nebraska delivery system over the last several years and will be continuing into next year. But gas was expensive.

You can actually compare what we were paying for gas during that week to as it flows through to customers, for example, back to what gas prices were in about 2010. In South Dakota, again, we did experience significant gas prices. And on the electric side, we were required by the Southwest Power Pool to kind of share the pain and take limited outages, but outages nonetheless at several points and short duration outages, but at several points in the system. In our meeting with the South Dakota Commission, we had a really good frank discussion about lessons learned. Some of those lessons are up at the regional level through the Southwest Power Pool and communication coordination back with the local providers.

And then some of those lessons had to do with how we can even more effectively communicate with customers. However, that said, communication overall was just exceptional and a great, great level of coordination. In Montana, the event played out just a little bit differently. First of all, we were not as exposed to high gas prices and that's in significant part because we do take gas onto our system. We have gathering and we have gas storage at both ends of the system and we do take gas on at the north end as well as the south end.

So that was a real benefit. On the electric side, absolutely were challenged in terms of maintaining adequate supply and adequate transmission capacity. This is a snapshot on the supply side first in Montana of what happened during those February events. And you see on the right side, the portfolio resources we had available, about 4 55 megawatts of wind, 17 megawatts of solar. The thermal resources that does include 2 22 megawatts of coal strip plus several qualifying facilities plus natural gas.

And then we see the 4 84 megawatts of hydro we were able to call on. So you see how the resources were performing. Typically in high pressure, wind is not a major contributor, but and again wind tends to be more of an energy resource than a capacity resource. So that's how the resources were performing. And you see the accredited, the rated capacity of our portfolio.

And then you see above that the dotted resource adequacy requirement. That's where a responsible system operator really ought to be. And then you see the red line, the price. And often energy in the market is extremely affordable, but at times of significant load in the region, those prices can be dramatically, dramatically higher. Okay.

Now let's look at this from a transmission perspective. So this is the Montana transmission system. And there are times when load in Montana is relatively light, when the wind is blowing that we are exporting wind out of Montana, sometimes at a loss. On the other hand, as some of the traditional generation in Montana has shut down, the state is now becoming a net importer at times of higher loading. And this is something of concern, not just in terms of our ability to serve our retail customers, but from an overall state perspective.

We were fortunate in a couple of ways. First of all, for us, this was more just a winter event, whereas the severe cold was much more of the east. And then second, and this is not something I enjoy taking comfort in, but there were substantial weather related outages, particularly in Oregon, but outages to our West meant there was more power available on the market. But nonetheless, from a transmission perspective, we were a net exporter net importer, pardon me, of as great as 850 Megawatts at one point during this event. The other thing to highlight is that we saw multiple days with 16 hour peaks.

And one day, I think John Heinz can correct me if I'm wrong, but we experienced not one day, but we experienced 165 to 67 hour peak. And I'm just so proud of our employees all across the company who were able to maintain service for our customers under those conditions. So looking forward, we don't intend we don't anticipate making any rate case filings in any state during 2021. We have requested in Montana that our fixed cost recovery adjustment mechanism pilot be postponed for another year. We're continuing to see impacts from COVID.

And we've also made a filing requesting that our so called electric tracker, the power cost credit adjustment mechanism be adjusted for the coming year to reflect that we are among other to reflect various cost changes, but in particular to reflect that we are now much more focused on obtaining resources to meet our customers' peak exposure. We did have a Montana rate case in parallel to that, then we had a rate case for our FERC transmission rates. Hats off to the folks who worked on that during the COVID year. We refunded about $20,500,000 to our wholesale transmission level customers in the Q1. And then in March, we also submitted a compliance filing to the Montana Commission to adjust their FERC credit and our FERC revenues are a credit back to our retail Montana customers and that has been approved on an interim basis.

And again, I've talked about this a little bit already, but I'm incredibly proud of our employees for a great safety year last year for continuing to make progress in terms of customer satisfaction and the ease of working with us compared to many in our industry. Talked about SADI, talked about the recognition for our corporate governance approach and board diversity. And then the Moody's Governance Award. Everyone knows the Warren Buffett quote, when the tide goes out, you can tell he's wearing a swimsuit. And I'm very pleased that we were wearing a swimsuit over the last year.

And then just in terms of transparency and accessibility, our Investor Relations department, which consists of 2 people working half time, was also recognized as one of the very, very best in the midcap utility and energy sectors. A major area of focus that Brian Bird, our COO has been leading now for the last year and will continue to be an area of focus is environmental, social and governance reporting and expect to continue to hear much more from us in this area. And as the name suggests, ESG concerns your environmental programs, it concerns your engagement socially and the quality of your governance. The challenge is that there's a real this is a in part a real data mining exercise, identifying what you're doing, mapping that to what the various ESG evaluators are looking for to make the information available and as accessible as possible. And we've identified gaps where we need to adopt new policies, other areas where we simply need to disclose things that we are all already doing.

And I did mention our environmental report previously. I do encourage you to take a look at that. In the social area, we have a code of conduct that we train on every year. And then our community report. We're actually transitioning our community report into a quarterly magazine with the intent of getting that out even more broadly.

But those are 2 of the documents I'm particularly proud of every year. And then again, as we've already talked about the annual report, the proxy statement that is prepared leading up to this meeting to provide our shareholders information as they vote. And this is another snapshot of our current portfolio. On the left side, this is on a delivered basis company wide, 65% carbon free. On the right side is a breakdown by state and a comparison to 2019.

This is based on U. S. Energy Information Administration documents that have not been updated since 2019. So this is a relevant comparison. As I mentioned, the electric sector has been making a tremendous amount of progress.

And again, given the nature of the resources we have available, I'm very pleased with where we are and we certainly do expect to continue to see progress. On the S part of ESG and this is something that's been a compassion for most of the folks I work with. We have a tremendous economic impact on the communities that we serve. The economic output company wide is $2,300,000,000 in Montana alone over $2,000,000,000 And that's great. That's a big impact and that's year over year over year.

But doing that through providing critical infrastructure and essential service is just that much more important. And that goes back to that quote from March of last year, the grid, the grid, the grid. And again, highlight on customer bills, on our participation, engagement in the communities with low income and other customers and the real transformation of our safety culture. On the governance side, I did highlight this already, the recognition from Moody's, which means a tremendous amount, recognition for Board Diversity, other recognitions for corporate governance. And then you see to the left the statement of what we do do and what we don't do from a shareholder perspective.

One thing I will highlight actually there is when we spend a lot of time in board meetings trying to learn from the successes and challenges that other companies have received. And we have done that in recent meetings over a number of topics, how we operate our energy trading business to benefit customers and manage risk, what we can learn from a Board fiduciary responsibility perspective out of the Texas blackouts and on and on. This is the carbon vision we adopted for our service in Montana a year ago. And our goal, we believe this is achievable, is to be have a 90% reduction in carbon by 2,045 starting from a 2010 baseline. And this is with our ongoing focus on affordability and reliability and recognizing that at this point in time, our customers' current greatest need is for is to meet their needs at peak demand and that is where we're focusing.

And again, under Brian's leadership in the ESG area, I certainly believe we'll continue to make progress. And finally, 2 notes. First of all, thank you very much to Julia Johnson. She's been a great Board member. She's had a very long and distinguished career.

She's going to be so difficult to replace. As I talked about our successes in the governance area, Julia really led that effort. And along with Steve, she was a member of the Board of Directors that led this company out of a bankruptcy in 2004. She is passionate about our customers and pushes us to work with our customers and communities to serve them in the best possible way. So we all miss Julia's wisdom or just generous spirit or friendship or advice.

She really has been one of the most wise and decent leaders in this or any other industry. Steve Addock, Steve gets also so much credit for the journey that this company has been on for over 58 years now. He set the standard as an absolutely great Finance Committee Chair when that was so crucial. He was focused on rigorous analysis, transparency in all of our communications. He knew the numbers, I think, as well as anyone in the company.

Brian Bird, I'm going to quote you in your comment that Steve made you a better Chief Financial Officer. And he certainly has made me a much better CEO. Steve was famous for the tough questions. Several years ago, he transitioned to the role of Board Chair. And there Steve is really focused on building a healthy organization to leave behind and focused on building the next generation of good leaders for our Board of Directors and Management.

One thing that continued though was he still asks those very, very tough questions. So we are a much better company, thanks to Steve's dedication. Finally, we are fortunate to have another great leader from a different sector from banking, Dana Dykals, assumed the Chair. Dana has been an active member in every aspect of the Board's duties. But as I mentioned earlier, with a particular passion for organizational development and just a really deep commitment to our communities and to our customers.

And that concludes my presentation. As Steve reminded you, if you have a question, please do submit it through the virtual meeting website. Do include your name and the question and then Steve summarize the rules of conduct as well.

Speaker 2

Bob, do you want to once again talk about the rules of conduct here before you make your presentation?

Speaker 1

Yes. Just to summarize again, please do include your name. Travis will edit for profanity or inappropriate language. The question should be pertinent to meeting matters and germane overall and then failure to comply with the meeting rules and will be edited for failure to comply with the meeting rules and you can find those on the virtual website. Hey, Travis, are we ready?

Okay, first question, can Northwestern Energy meet national standards for decreasing carbon emissions by 1 half by 2,030 if this company extends its coal strip ownership and builds new natural gas plants. First of all, we don't know what the national standards are. I do know that coming out of the Texas experience, coming out of the last several years, affordability and reliability continues to be key. The electric sector is committed to progress in this area. We are committed to progress.

Natural gas will be an important part of that transition. In terms of coal strip, and this is a topic of real concern in Montana. What I would say is that we have currently 2 22 Megawatts of Coolstrip Unit 4. That has been a critical resource to meet our customers' demands. Just in rough numbers, let's say we're 650 megawatts exposed to the market and that I would say is relatively conservative.

If you prematurely eliminate our interest in Colstrip that puts us much more on the market and puts us that much more on the market in advance of other technologies becoming more viable and more cost effective. So we certainly do see a responsible transition at Colstrip and continued operation of Colstrip as being the important. I mentioned it's important to serving our retail customers, but also just in the Montana operating area is extremely important. So it's a key asset on our transmission system as well. And it's important to have that kind of resource available over the long term.

So as part of a transition, natural gas and our share at Colstrip do continue to be important. The transition certainly will continue, but that has got to be a transition that allows us to honor our basic responsibilities to our customers. Next, somewhat similar vein, recent letter to President Biden from Talen. Talen, of course, is the operator at Colstrip states that carbon emissions can be reduced 1 half by 2,030. According to Talend, this can be technically done while still ensuring reliability and affordability for its customers.

Does Northwestern Energy have a similar plan as talent? In fact, I've showed you our plan and I really do I sincerely believe that that's an area where sincere environmental advocates and we have some points of agreement. We are already in Montana pushing 70% carbon free. And I think that's something to be celebrated. But at the same time, our customers are severely exposed to the market.

And we really do need to address that again through a variety of resources. Here is a question for the Chief Financial Officer, the auditor and the Board and Steve can speak to that. PG and E ended up filing for bankruptcy protection in 2019 over liability issues. Northwestern Energy is continuing efforts to expand its fossil fuel use in the face of overwhelming evidence that fossil fuel pollution is damaging our future. Is Northwestern Energy setting aside adequate reserves for future liability as well as degradation of revenue resulting from this damage to major economic engine of agriculture and tourism.

What are those reserves and how have you determined them to be efficient? I'd say probably most appropriately that would be addressed to Crystal Lael, our CFO. And again, I would highlight our overall environmental stewardship programs and our substantial progress in delivering a balanced portfolio of resources. Crystal, are you available?

Speaker 4

Operator?

Speaker 1

There you are.

Speaker 4

Bob, can you hear me?

Speaker 1

Yes.

Speaker 4

There. I'm sorry. I didn't know if I was off mute. This is Crystal Dell, Chief Financial Officer. And while I can't opine on PG and E's liability specifically, what I can say is in our annual report filed on Form 10 ks, the detail of our reserves is available and that's determined under the rules for accounting under GAAP And that provides a strict standard in which you evaluate all reserves and accounting speak, which is a little complicated, but they have to be considered probable and estimatable.

So the thing I would say is if you look at those, you'll see our reserves reflect known liabilities and they're certainly adequate and those financials are opined upon by our external auditors.

Speaker 1

As an ally to the utility industry as well as to your company. Is there a possibility for small private acquisitions at Northwestern? What I would say on the first point is the electric industry overall is certainly engaging with the administration. We are very concerned to work with the administration, the administration's agencies and Congress as well. And I certainly appreciate the focus on infrastructure coming from Congress as well as from the administration.

So it's always important to try to find areas to be constructive and I certainly expect and believe that will be the case. Is there a possibility for small private acquisitions at Northwestern? And I'm not sure specifically what that refers to. It could refer to Northwestern acquiring other service territories, other assets that are relatively small. Probably the best way to answer that is in terms of our risk appetite statement and I may not even have that question right.

Crystal, actually if you're on, you can take a if you have a different reading of the question, you can take a crack too. But what we do is evaluate any opportunities through our risk management screen. That's something that's maintained by our great internal audit department. And essentially, we have a very conservative risk appetite consistent with our responsibility as a regulated utility. In addition to the I'd say quantitative factors, we also ask very seriously whether or not a particular action is aligned with our mission as a company.

So if opportunities come along, we would certainly evaluate them through that kind of a screen. Do you see an increase in the population in the area you serve due to the pandemic? Yes, we do. And that was something that was, I think for many of us a little bit surprising, but we have continued to see growth in a great many communities. And that created some real challenges for our people doing good work at the local level when we are trying to partner with communities, with developers to get work done, to be there with service when we were needed and at the same time, keep all of our employees safe following all of the pandemic protocols.

So yes, our part of the world is very much been discovered and our hope would be again for stable and sustainable growth overall. How is Northwestern using AI and algorithms? Will this increase? And the answer is we are and it will. I mentioned that Jean Vold has taken on an expanded and key role along with her team across the company.

We do see real opportunities for AI. We have a couple of folks who are focused on that in particular. And in some cases, it we're focused on using predictive using algorithms to allow our employees to do their work much more efficiently. More broadly what I would say is not just to focus on AI, but really on how we design the business to use technology as robustly as possible. Gene, why don't you get on the line and say just a little bit and while you're doing that, I want to highlight 2 other things.

First of all, Mavas Yazdi is our Board member who is just steeped in technology through her background. She spends a lot of time with our business technology team asking tough questions, making great suggestions. As Jean gets on, one thing she shares at every meeting is her spider map where she talks about the technology deployment in each of our key lines of business. So Jean, if you could if you're on, if you could say just a little bit about the specific question and the journey that we're on.

Speaker 5

This is Jean Vold. And so if I could be unmuted, please.

Speaker 1

You are. You're great.

Speaker 5

Oh, I am unmuted. Okay. Thank you, Bob. Yes, Bob, and you were thank you so much for that introduction. And you were right on.

Speaker 6

We are leveraging AI in

Speaker 5

formed a group that was specifically concentrated on putting together our analytics strategy and embedded with that is our AI. And so we have several projects in the hopper right now and really trying to get to those predictive analytics where we can actually solve problems before they become problems for the company. So that's really where we're focused right now. Concerning the spider map, it is really our technology roadmap that is about a 3 year rolling roadmap. We vet that with all areas of the business each year to make sure that it's aligned with strategy and also that we're aligned with where the business needs to be going in regards to technology.

So it's a robust process. It's evaluated on a continuous basis and we use that for our roadmap.

Speaker 1

Just to put a sharp point on that, the technology is deployed in the field. If you happen to know one of our journeymen and get to look inside their vehicle, you'll see an awful lot of high-tech gear. And if you visit 1 of the crew rooms at any of our locations, there's probably and Gene, correct me, there's probably more computational capacity than might have been in the case at Mission Control 15 or 20 years ago.

Speaker 5

Bob, you've got that in your cell phone.

Speaker 1

Very true. Travis, I don't see any more questions. Is that correct? I can't hear you, Travis. I'm sorry.

Speaker 6

Bob, can you hear me now?

Speaker 1

Yes, I can.

Speaker 6

Okay. We just had one last comment question that said great shareholder meeting, how many attendees and we had approximately 50 in total.

Speaker 1

Very good. Thank you. Good ending. Well then, okay, Mr. Chairman, back to you.

Thank you all very much for the good discussion.

Speaker 2

Thank you, Bob. I would now ask the corporate secretary whether we received the preliminary voting tabulation from Broadridge.

Speaker 3

Thank you, Mr. Chairman. Yes, we have received the preliminary voting tabulation from Broadridge. We also have seen the number of shares that were voted at the Annual Meeting today, but not the actual books. And based on the number of shares voted today, plus the preliminary voting tabulation from Broadridge, I am pleased to report that on a preliminary basis, shareholders have elected all of the director nominees.

Shareholders have ratified our selection of Deloitte and Touche as the company's registered independent public accounting firm. Shareholders have approved the Northwestern Corporation amended and restated equity compensation plan. And finally, shareholders have approved on an advisory basis the compensation of the company's named executive officers as set forth in the proxy statement for this meeting. Broadridge will provide a final voting tabulation after the meeting, and we will report the final voting results of today's meeting on a Form 8 ks filed within 4 business days of this meeting. I turn it back to you, Mr.

Chair.

Speaker 2

Thank you, Mr. Olson. Well, as I said earlier today, beginning of the meeting, Julia Johnson and I will miss serving on the Board of Northwestern terribly. But we are proud to be able to leave in place probably one of the best boards and best management and employee groups in the entire industry. It's been a long road over the past 16 years.

The company has made tremendous progress. As you can see from the presentation that Bob made. And going forward, I think you'll see a lot of additional progress being made over the next several years. For that, we are very thankful to all of you, once again, our management, our employees, our shareholders, our customers and everyone else that we serve. We will miss you all terribly.

And as there is no other formal business to be conducted at this meeting, I'll now adjourn the meeting. And on behalf of the Board and management of the company, thank you very much for your participation and support. Have a good day.

Speaker 5

The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.

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