EX-99.2 3 a2024q1exhibit992fs.htm EX-99.2 Document
Exhibit 99.2
Interim Financial Statements











FORTIS INC.

Condensed Consolidated Interim Financial Statements
For the three months ended March 31, 2024 and 2023
(Unaudited)
1
FORTIS INC.MARCH 31, 2024 QUARTER REPORT

Interim Financial Statements
CONDENSED CONSOLIDATED INTERIM BALANCE SHEETS (Unaudited)
FORTIS INC.
March 31,December 31,
As at (in millions of Canadian dollars)20242023
ASSETS
Current assets
Cash and cash equivalents$569 $625 
Accounts receivable and other current assets (Note 5)1,909 1,818 
Prepaid expenses154 150 
Inventories 547 566 
Regulatory assets (Note 6)811 866 
Total current assets3,990 4,025 
Other assets 1,336 1,298 
Regulatory assets (Note 6)3,673 3,518 
Property, plant and equipment, net44,623 43,385 
Intangible assets, net 1,537 1,510 
Goodwill 12,425 12,184 
Total assets$67,584 $65,920 
LIABILITIES AND EQUITY
Current liabilities
Short-term borrowings (Note 7)$126 $119 
Accounts payable and other current liabilities 2,786 2,972 
Regulatory liabilities (Note 6)577 577 
Current installments of long-term debt (Note 7)3,116 2,296 
Total current liabilities6,605 5,964 
Regulatory liabilities (Note 6)3,434 3,381 
Deferred income taxes 4,541 4,399 
Long-term debt (Note 7)27,363 27,235 
Finance leases347 339 
Other liabilities 1,279 1,270 
Total liabilities43,569 42,588 
Commitments and contingencies (Note 15)
Equity
Common shares (1)
15,232 15,108 
Preference shares1,623 1,623 
Additional paid-in capital8 
Accumulated other comprehensive income998 653 
Retained earnings4,279 4,112 
Shareholders' equity22,140 21,505 
Non-controlling interests 1,875 1,827 
Total equity24,015 23,332 
Total liabilities and equity$67,584 $65,920 
(1)    No par value. Unlimited authorized shares. 493.0 million and 490.6 million issued and outstanding as at March 31, 2024 and December 31, 2023, respectively.
See accompanying Notes to Condensed Consolidated Interim Financial Statements
2
FORTIS INC.MARCH 31, 2024 QUARTER REPORT

Interim Financial Statements
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF EARNINGS (Unaudited)
FORTIS INC.
For the quarter ended March 31 (in millions of Canadian dollars, except per share amounts)
2024 2023 
Revenue $3,118 $3,319 
Expenses
Energy supply costs1,009 1,312 
Operating expenses766 741 
Depreciation and amortization467 436 
Total expenses2,242 2,489 
Operating income876 830 
Other income, net (Note 11)73 69 
Finance charges 336 315 
Earnings before income tax expense613 584 
Income tax expense101 100 
Net earnings$512 $484 
Net earnings attributable to:
Non-controlling interests$35 $31 
Preference equity shareholders (Note 8)18 16 
Common equity shareholders459 437 
$512 $484 
Earnings per common share (Note 12)
Basic$0.93 $0.90 
Diluted$0.93 $0.90 
See accompanying Notes to Condensed Consolidated Interim Financial Statements

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)
For the quarter ended March 31 (in millions of Canadian dollars)
2024 2023 
Net earnings$512 $484 
Other comprehensive income (loss)
Unrealized foreign currency translation gains (losses) (1)
382 (44)
Other (2)
4 (2)
386 (46)
Comprehensive income$898 $438 
Comprehensive income attributable to:
Non-controlling interests$76 $26 
Preference equity shareholders18 16 
Common equity shareholders804 396 
$898 $438 
(1)Net of hedging activities and income tax recovery of $6 million and $nil, respectively
(2)Net of income tax expense of $1 million and $1 million, respectively
See accompanying Notes to Condensed Consolidated Interim Financial Statements
3
FORTIS INC.MARCH 31, 2024 QUARTER REPORT

Interim Financial Statements
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS (Unaudited)
FORTIS INC.
For the quarter ended March 31 (in millions of Canadian dollars)2024 2023 
Operating activities
Net earnings$512 $484 
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation - property, plant and equipment409 378 
Amortization - intangible assets38 38 
Amortization - other20 20 
Deferred income tax expense30 31 
Equity component, allowance for funds used during construction (Note 11)
(30)(23)
Other 
Change in long-term regulatory assets and liabilities(80)21 
Change in working capital (Note 13)(131)(40)
Cash from operating activities768 915 
Investing activities
Additions to property, plant and equipment(1,071)(907)
Additions to intangible assets(42)(47)
Contributions in aid of construction27 51 
Other(53)(38)
Cash used in investing activities(1,139)(941)
Financing activities
Proceeds from long-term debt, net of issuance costs (Note 7)347 634 
Repayments of long-term debt and finance leases(4)(333)
Borrowings under committed credit facilities1,904 1,903 
Repayments under committed credit facilities (1,737)(1,737)
Net change in short-term borrowings7 108 
Issue of common shares, net of costs and dividends reinvested13 14 
Dividends

Common shares, net of dividends reinvested(179)(170)

Preference shares(18)(16)

Subsidiary dividends paid to non-controlling interests(30)(23)
Other1 
Cash from financing activities304 388 
Effect of exchange rate changes on cash and cash equivalents11 
Change in cash and cash equivalents(56)367 
Cash and cash equivalents, beginning of period625 209 
Cash and cash equivalents, end of period$569 $576 
Supplementary Cash Flow Information (Note 13)
See accompanying Notes to Condensed Consolidated Interim Financial Statements

4
FORTIS INC.MARCH 31, 2024 QUARTER REPORT

Interim Financial Statements
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CHANGES IN EQUITY (Unaudited)
FORTIS INC.
For the quarter ended March 31
(in millions of Canadian dollars, except share numbers)
Common Shares
(# millions)
Common SharesPreference Shares Additional Paid-In CapitalAccumulated Other Comprehensive IncomeRetained EarningsNon-Controlling InterestsTotal Equity
As at December 31, 2023490.6 $15,108 $1,623 $9 $653 $4,112 $1,827 $23,332 
Net earnings     477 35 512 
Other comprehensive income    345  41 386 
Common shares issued2.4 124      124 
Subsidiary dividends paid to non-controlling interests      (30)(30)
Dividends declared on common shares ($0.59 per share)
     (292) (292)
Dividends on preference shares     (18) (18)
Other   (1)  2 1 
As at March 31, 2024493.0 $15,232 $1,623 $8 $998 $4,279 $1,875 $24,015 
As at December 31, 2022482.2 $14,656 $1,623 $10 $1,008 $3,733 $1,812 $22,842 
Net earnings— — — — — 453 31 484 
Other comprehensive income— — — — (41)— (5)(46)
Common shares issued2.2 117 — — — — — 117 
Subsidiary dividends paid to non-controlling interests— — — — — — (23)(23)
Dividends declared on common shares ($0.565 per share)
— — — — — (274)— (274)
Dividends on preference shares— — — — — (16)— (16)
Other— — — (2)— — (1)
As at March 31, 2023484.4 $14,773 $1,623 $$967 $3,896 $1,816 $23,083 
See accompanying Notes to Condensed Consolidated Interim Financial Statements
5
FORTIS INC.MARCH 31, 2024 QUARTER REPORT

Notes to Condensed Consolidated Interim Financial Statements (Unaudited)
For the three months ended March 31, 2024 and 2023
1. DESCRIPTION OF BUSINESS

Nature of Operations
Fortis Inc. ("Fortis" or the "Corporation") is a well-diversified North American regulated electric and gas utility holding company.

Earnings for interim periods may not be indicative of annual results due to: (i) the impact of seasonal weather conditions on customer demand; (ii) the impact of market conditions, particularly with respect to long-term wholesale sales at UNS Energy; (iii) changes in the U.S.-to-Canadian dollar exchange rate; and (iv) the timing and significance of regulatory decisions. Earnings of the gas utilities tend to be highest in the first and fourth quarters due to space-heating requirements. Earnings of the electric distribution utilities in the U.S. tend to be highest in the second and third quarters due to the use of air conditioning and other cooling equipment.

Entities within the reporting segments that follow operate with substantial autonomy.

Regulated Utilities
ITC: ITC Investment Holdings Inc., ITC Holdings Corp. and the electric transmission operations of its regulated operating subsidiaries, which include International Transmission Company, Michigan Electric Transmission Company, LLC, ITC Midwest LLC and ITC Great Plains, LLC. Fortis owns 80.1% of ITC and an affiliate of GIC Private Limited owns a 19.9% minority interest.

UNS Energy: UNS Energy Corporation, which primarily includes Tucson Electric Power Company ("TEP"), UNS Electric, Inc. ("UNSE") and UNS Gas, Inc.

Central Hudson: CH Energy Group, Inc., which primarily includes Central Hudson Gas & Electric Corporation.

FortisBC Energy: FortisBC Energy Inc.

FortisAlberta: FortisAlberta Inc.

FortisBC Electric: FortisBC Inc.

Other Electric: Eastern Canadian and Caribbean utilities, as follows: Newfoundland Power Inc.; Maritime Electric Company, Limited; FortisOntario Inc.; a 39% equity investment in Wataynikaneyap Power Limited Partnership; an approximate 60% controlling interest in Caribbean Utilities Company, Ltd. ("Caribbean Utilities"); FortisTCI Limited and Turks and Caicos Utilities Limited (collectively "FortisTCI"); and a 33% equity investment in Belize Electricity Limited ("Belize Electricity").

Non-Regulated
Corporate and Other: Captures expenses and revenues not specifically related to any reportable segment and those business operations that are below the required threshold for segmented reporting. Consists of non-regulated holding company expenses, as well as non-regulated long-term contracted generation assets in Belize. Also includes results for the Aitken Creek natural gas storage facility ("Aitken Creek") until the November 1, 2023 date of disposition.


2. REGULATORY MATTERS

Regulation of the Corporation's utilities is generally consistent with that disclosed in Note 2 of the Corporation's annual audited consolidated financial statements ("2023 Annual Financial Statements"). A summary of significant outstanding regulatory matters follows.

ITC
MISO Base ROE: In 2022, the U.S. Court of Appeals for the District of Columbia Circuit issued a decision vacating certain FERC orders that had established the methodology for setting the base return on equity ("ROE") for transmission owners operating in the Midcontinent Independent System Operator, Inc. ("MISO") region, including ITC. This matter dates back to complaints filed at FERC in 2013 and 2015 challenging the MISO base ROE then in effect. The court has remanded the matter to FERC for further process, the timing and outcome of which remain unknown.

Transmission Incentives: In 2021, FERC issued a supplemental notice of proposed rulemaking ("NOPR") on transmission incentives modifying the proposal in the initial NOPR released by FERC in 2020. The supplemental NOPR proposes to eliminate the 50-basis point regional transmission organization ("RTO") ROE incentive adder for RTO members that have been members for longer than three years. The timing and outcome of this proceeding remain unknown.

Transmission Right of First Refusal ("ROFR"): In December 2023, the Iowa District Court ruled that the manner in which Iowa's ROFR statute was passed is unconstitutional. The statute granted incumbent electric transmission owners, including ITC, a ROFR to construct, own and maintain certain electric transmission assets in the state. The District Court did not make any determination on the merits of the ROFR itself, but did issue a permanent injunction preventing ITC and others from taking further action to construct the MISO long range transmission plan ("LRTP") tranche one Iowa projects in reliance on the ROFR. In March 2024, the District Court issued an order denying all motions for reconsideration of its decision, including ITC's motion seeking reconsideration of the scope of the injunction. In April 2024, ITC appealed the District Court's order to the Iowa Supreme Court. Until there is more certainty around the resolution of these matters, we cannot predict the impact on the timing of capital expenditures related to the LRTP tranche one Iowa projects.
6
FORTIS INC.MARCH 31, 2024 QUARTER REPORT

Notes to Condensed Consolidated Interim Financial Statements (Unaudited)
For the three months ended March 31, 2024 and 2023
2. REGULATORY MATTERS (cont'd)

Central Hudson
General Rate Application: In 2023, Central Hudson filed a rate application with the New York Public Service Commission ("PSC") requesting an increase in electric and natural gas delivery rates. In March 2024, Central Hudson agreed to an extension of the proceeding to July 31, 2024, subject to retroactive application to July 1, 2024. The application includes a request to set Central Hudson's ROE at 9.8% with a 50% common equity component of capital structure. While a decision from the PSC is expected in July 2024, the timing and outcome of this proceeding remain unknown.

Customer Information System ("CIS") Implementation: In 2023, Central Hudson filed a response to the PSC's Order to Commence Proceeding and Show Cause, which had directed Central Hudson to explain why the PSC should not pursue civil or administrative penalties or initiate a proceeding to review the prudence of implementation costs associated with its new CIS. An interim agreement was reached with the PSC in which Central Hudson agreed to independent third-party verification of recent system improvements related to its billing system and to accelerate the implementation of its monthly meter reading plan. The third-party review is complete and a report has been issued to the PSC. The timing and outcome of this proceeding remain unknown.

FortisBC Energy and FortisBC Electric
2025-2027 Rate Framework: In April 2024, FortisBC filed an application with the British Columbia Utilities Commission requesting approval of a rate framework for the period 2025 through 2027. The rate framework builds upon the current multi-year rate plan and includes, amongst other items, a revised level of operation and maintenance expense per customer indexed for inflation less a fixed productivity adjustment factor, a similar approach to growth capital, a forecast approach to sustaining and other capital, continued collection of an innovation fund recognizing the need to accelerate investment in clean energy innovation, and the continued sharing with customers of variances from the allowed ROE. The rate framework also proposes the continuation of deferral mechanisms currently in place. The regulatory process will continue throughout 2024.

FortisAlberta
Generic Cost of Capital ("GCOC") Decision: In October 2023, the Alberta Utilities Commission ("AUC") issued a decision on the 2024 GCOC proceeding. In November 2023, FortisAlberta sought permission to appeal the GCOC decision to the Court of Appeal of Alberta ("Court of Appeal") on the basis that the AUC erred in its decision to not adjust FortisAlberta's ROE and common equity component of capital structure to address incremental business risk associated with competition from Rural Electrification Associations ("REAs") located in FortisAlberta's service area, as well as heightened regulatory risk due to the non-recovery of costs attributable to REAs. In April 2024, the Court of Appeal granted FortisAlberta permission to appeal. The appeal is expected to be complete by the end of 2024.

Third PBR Term Decision: In October 2023, the AUC issued a decision establishing the parameters for the third performance-based rate setting term for the period of 2024 through 2028. In November 2023, FortisAlberta sought permission to appeal the decision to the Court of Appeal on the basis that the AUC erred in its decision to determine capital funding using 2018-2022 historical capital investments without consideration for funding of new capital programs included in the company's 2023 cost of service revenue requirement as approved by the AUC. The timing and outcome of a decision on the request for appeal is unknown.


3. ACCOUNTING POLICIES

These condensed consolidated interim financial statements ("Interim Financial Statements") have been prepared and presented in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") for rate-regulated entities and are in Canadian dollars unless otherwise indicated.

The Interim Financial Statements include the accounts of the Corporation and its subsidiaries and reflect the equity method of accounting for entities in which Fortis has significant influence, but not control, and proportionate consolidation for assets that are jointly owned with non-affiliated entities.

Intercompany transactions have been eliminated, except for transactions between non-regulated and regulated entities in accordance with U.S. GAAP for rate-regulated entities.

These Interim Financial Statements do not include all of the disclosures required in the annual financial statements and should be read in conjunction with the Corporation's 2023 Annual Financial Statements. In management's opinion, these Interim Financial Statements include all adjustments that are of a normal recurring nature, necessary for fair presentation.

The preparation of the Interim Financial Statements required management to make estimates and judgments, including those related to regulatory decisions, that affect the reported amounts of, and disclosures related to, assets, liabilities, revenues, expenses, gains, losses and contingencies. Actual results could differ materially from estimates.

The accounting policies applied herein are consistent with those outlined in the Corporation's 2023 Annual Financial Statements.

7
FORTIS INC.MARCH 31, 2024 QUARTER REPORT

Notes to Condensed Consolidated Interim Financial Statements (Unaudited)
For the three months ended March 31, 2024 and 2023
3. ACCOUNTING POLICIES (cont'd)

Future Accounting Pronouncements
The Corporation considers the applicability and impact of all Accounting Standards Updates ("ASUs") issued by the Financial Accounting Standards Board. Any ASUs not included in these Interim Financial Statements were assessed and determined to be either not applicable to the Corporation or are not expected to have a material impact on the Interim Financial Statements.

Segment Reporting: ASU No. 2023-07, Improvements to Reportable Segment Disclosures, is effective for Fortis' December 31, 2024 annual financial statements and for interim periods beginning in 2025, on a retrospective basis. The ASU requires disclosure of incremental segment information, including significant segment expenses and other items that are included in segment profit or loss. Fortis is continuing to assess the impact on its disclosures.

Income Taxes: ASU No. 2023-09, Improvements to Income Tax Disclosures, is effective for Fortis on January 1, 2025 on a prospective basis, with retrospective application and early adoption permitted. The ASU requires additional disclosure of income tax information by jurisdiction to reflect an entity's exposure to potential changes in tax legislation, and associated risks and opportunities. Fortis is continuing to assess the impact on its disclosures.


4. SEGMENTED INFORMATION

Fortis segments its business based on regulatory jurisdiction and service territory, as well as the information used by its President and Chief Executive Officer in deciding how to allocate resources. Segment performance is evaluated principally on net earnings attributable to common equity shareholders.

Related-Party and Inter-Company Transactions
Related-party transactions are in the normal course of operations and are measured at the amount of consideration agreed to by the related parties. There were no material related-party transactions for the three months ended March 31, 2024 and 2023.

Fortis periodically provides short-term financing to subsidiaries to support capital expenditures and seasonal working capital requirements, the impacts of which are eliminated on consolidation. As at March 31, 2024 and December 31, 2023, there were no material inter-segment loans outstanding. Interest charged on inter-segment loans was not material for the three months ended March 31, 2024 and 2023.


8
FORTIS INC.MARCH 31, 2024 QUARTER REPORT

Notes to Condensed Consolidated Interim Financial Statements (Unaudited)
For the three months ended March 31, 2024 and 2023
4. SEGMENTED INFORMATION (cont'd)

RegulatedNon-Regulated
Inter-
UNSCentralFortisBCFortisFortisBCOtherSubCorporatesegment
($ millions)ITCEnergyHudsonEnergyAlbertaElectricElectricTotaland OthereliminationsTotal
Quarter ended March 31, 2024
Revenue550 755 375 561 197 146 527 3,111 7  3,118 
Energy supply costs— 326 122 162 — 49 350 1,009   1,009 
Operating expenses136 206 171 95 47 33 63 751 15  766 
Depreciation and amortization109 98 30 84 69 22 53 465 2  467 
Operating income305 125 52 220 81 42 61 886 (10) 876 
Other income, net28 12 14 75 (2) 73 
Finance charges113 35 18 39 33 20 24 282 54  336 
Income tax expense51 14 11 44 136 (35) 101 
Net earnings169 88 37 146 45 20 38 543 (31) 512 
Non-controlling interests31 — — — — — 35   35 
Preference share dividends— — — — — — —  18  18 
Net earnings attributable to common equity shareholders138 88 37 146 45 20 34 508 (49) 459 
Additions to property, plant and equipment and intangible assets357 214 89 202 128 27 95 1,112 1  1,113 
As at March 31, 2024
Goodwill8,310 1,870 611 913 228 235 258 12,425   12,425 
Total assets24,960 13,235 5,562 9,422 5,976 2,755 5,354 67,264 392 (72)67,584 
Quarter ended March 31, 2023
Revenue519 740 442 755 179 139 507 3,281 38 — 3,319 
Energy supply costs— 337 207 377 — 47 344 1,312 — — 1,312 
Operating expenses135 190 162 97 42 30 60 716 25 — 741 
Depreciation and amortization101 87 28 78 64 24 50 432 — 436 
Operating income 283 126 45 203 73 38 53 821 — 830 
Other income, net17 14 14 — 60 — 69 
Finance charges99 36 18 41 30 20 21 265 50 — 315 
Income tax expense 47 14 45 125 (25)— 100 
Net earnings 154 90 32 124 40 18 33 491 (7)— 484 
Non-controlling interests28 — — — — — 31 — — 31 
Preference share dividends— — — — — — — — 16 — 16 
Net earnings attributable to common equity shareholders126 90 32 124 40 18 30 460 (23)— 437 
Additions to property, plant and equipment and intangible assets336 185 78 114 119 27 93 952 — 954 
As at March 31, 2023
Goodwill8,295 1,868 610 913 228 235 257 12,406 27 — 12,433 
Total assets23,686 12,674 5,244 8,916 5,617 2,619 4,975 63,731 915 (16)64,630 

9
FORTIS INC.MARCH 31, 2024 QUARTER REPORT

Notes to Condensed Consolidated Interim Financial Statements (Unaudited)
For the three months ended March 31, 2024 and 2023
5. ALLOWANCE FOR CREDIT LOSSES

The allowance for credit losses balance, which is recorded in accounts receivable and other current assets, changed as follows.

($ millions)2024 2023 
Quarter ended March 31
Balance, beginning of period(68)(58)
Credit loss expense(8)(8)
Credit loss deferral(11)(1)
Write-offs, net of recoveries19 
Foreign exchange(1)— 
Balance, end of period(69)(59)

See Note 14 for disclosure on the Corporation's credit risk.


6. REGULATORY ASSETS AND LIABILITIES

Detailed information about the Corporation's regulatory assets and liabilities is provided in Note 8 to the 2023 Annual Financial Statements. A summary follows.
As at
March 31,December 31,
($ millions)
2024 2023 
Regulatory assets
Deferred income taxes 2,098 2,058 
Rate stabilization and related accounts 535 521 
Deferred energy management costs 523 521 
Employee future benefits 257 254 
Derivatives176 197 
Deferred lease costs 147 137 
Deferred restoration costs126 115 
Manufactured gas plant site remediation deferral 80 81 
Generation early retirement costs64 64 
Other regulatory assets 478 436 
Total regulatory assets4,484 4,384 
Less: Current portion(811)(866)
Long-term regulatory assets3,673 3,518 
Regulatory liabilities
Future cost of removal1,590 1,547 
Deferred income taxes1,293 1,280 
Employee future benefits291 294 
Rate stabilization and related accounts246 292 
Alberta Electric System Operator charges deferral132 121 
Renewable energy surcharge130 129 
Energy efficiency liability84 78 
Other regulatory liabilities245 217 
Total regulatory liabilities4,011 3,958 
Less: Current portion(577)(577)
Long-term regulatory liabilities3,434 3,381 

10
FORTIS INC.MARCH 31, 2024 QUARTER REPORT

Notes to Condensed Consolidated Interim Financial Statements (Unaudited)
For the three months ended March 31, 2024 and 2023
7. LONG-TERM DEBT
As at
March 31,December 31,
($ millions)2024 2023 
Long-term debt28,889 28,131 
Credit facility borrowings 1,764 1,572 
Total long-term debt30,653 29,703 
Less: Deferred financing costs and debt discounts(174)(172)
Less: Current installments of long-term debt(3,116)(2,296)
27,363 27,235 

Significant Long-Term Debt IssuancesInterest
Year-to-date March 31, 2024MonthRateUse of
($ millions, except as noted)
Issued

(%)
MaturityAmountProceeds
ITC
Secured senior notesJanuary5.98 2034US85 
(1) (2) (3)
First mortgage bondsJanuary5.11 2029US75 
(1) (2) (3)
First mortgage bondsJanuary5.38 2034US75 
(1) (2) (3)
(1)    Repay short-term and/or credit facility borrowings
(2)    Fund capital expenditures
(3)     General corporate purposes

In April 2024, Central Hudson issued US$25 million of 7-year, 5.59% senior notes and US$35 million of 10-year, 5.69% senior notes. Proceeds were used to repay credit facility borrowings and for general corporate purposes.

In November 2022, Fortis filed a short-form base shelf prospectus with a 25-month life under which it may issue common or preference shares, subscription receipts, or debt securities in an aggregate principal amount of up to $2.0 billion. In September 2023, Fortis established an at-the-market equity program ("ATM Program") pursuant to the short-form base shelf prospectus, that allows the Corporation to issue up to $500 million of common shares from treasury to the public from time to time, at the Corporation's discretion, effective until December 22, 2024. As at March 31, 2024, $500 million remained available under the ATM Program and $1.5 billion remained available under the short-form base shelf prospectus.

As at
Credit facilitiesRegulatedCorporateMarch 31,December 31,
($ millions)Utilitiesand Other2024 2023 
Total credit facilities3,999 2,251 6,250 6,176 
Credit facilities utilized:
Short-term borrowings (1)
(126) (126)(119)
Long-term debt (including current portion) (2)
(1,073)(691)(1,764)(1,572)
Letters of credit outstanding(53)(21)(74)(101)
Credit facilities unutilized2,747 1,539 4,286 4,384 
(1)    The weighted average interest rate was 6.8% (December 31, 2023 - 6.9%).
(2)    The weighted average interest rate was 6.0% (December 31, 2023 - 6.2%). The current portion was $1,522 million (December 31, 2023 - $1,160 million).

Credit facilities are syndicated primarily with large banks in Canada and the U.S., with no one bank holding more than approximately 20% of the Corporation's total revolving credit facilities. Approximately $5.7 billion of the total credit facilities are committed with maturities ranging from 2024 through 2028.

See Note 14 in the 2023 Annual Financial Statements for a description of the credit facilities as at December 31, 2023.


8. PREFERENCE SHARES

On March 1, 2024, the annual fixed dividend per share for the First Preference Shares, Series K was reset from $0.9823 to $1.3673 for the five-year period up to but excluding March 1, 2029.


11
FORTIS INC.MARCH 31, 2024 QUARTER REPORT

Notes to Condensed Consolidated Interim Financial Statements (Unaudited)
For the three months ended March 31, 2024 and 2023
9. EMPLOYEE FUTURE BENEFITS

Fortis and each subsidiary maintain one or a combination of defined benefit pension plans and defined contribution pension plans, as well as other post-employment benefit ("OPEB") plans, including health and dental coverage and life insurance benefits, for qualifying members. The net benefit cost is detailed below.
Defined Benefit
Pension Plans
OPEB Plans
($ millions)2024 2023 2024 2023 
Quarter ended March 31
Service costs18 15 6 
Interest costs40 40 7 
Expected return on plan assets(55)(50)(6)(6)
Amortization of actuarial gains (2)(4)(4)
Regulatory adjustments  
Net benefit cost3 3 

Defined contribution pension plan expense for the three months ended March 31, 2024 was $17 million (three months ended March 31, 2023 - $16 million).


10. DISPOSITION

In November 2023, Fortis sold its Aitken Creek business to a subsidiary of Enbridge Inc. for approximately $470 million including working capital and closing adjustments.

For the three months ended March 31, 2023, Aitken Creek had net earnings of $15 million.


11. OTHER INCOME, NET

($ millions)2024 2023 
Quarter ended March 31
Equity component, allowance for funds used during construction30 23 
Non-service component of net periodic benefit cost18 16 
Interest income (1)
16 16 
Equity income5 
(Loss) gain on derivatives, net(5)
Other9 — 
73 69 
(1)    Includes interest on short-term deposits, as well as interest on regulatory deferrals, including the PPFAC at TEP and UNSE

12
FORTIS INC.MARCH 31, 2024 QUARTER REPORT

Notes to Condensed Consolidated Interim Financial Statements (Unaudited)
For the three months ended March 31, 2024 and 2023
12. EARNINGS PER COMMON SHARE

Diluted earnings per share ("EPS") was calculated using the treasury stock method for stock options.

20242023
Net EarningsWeightedNet EarningsWeighted
to CommonAverageto CommonAverage
ShareholdersSharesEPSShareholdersSharesEPS
($ millions)(# millions)($)($ millions)(# millions)($)
Quarter ended March 31
Basic EPS459 491.6 0.93 437 483.1 0.90 
Potential dilutive effect of stock options 0.2 — 0.3 
Diluted EPS459 491.8 0.93 437 483.4 0.90 


13. SUPPLEMENTARY CASH FLOW INFORMATION

($ millions)2024 2023 
Quarter ended March 31
Change in working capital
Accounts receivable and other current assets(65)281 
Prepaid expenses(2)— 
Inventories30 91 
Regulatory assets - current portion92 (4)
Accounts payable and other current liabilities(187)(405)
Regulatory liabilities - current portion1 (3)
(131)(40)
Non-cash investing and financing activities
Accrued capital expenditures433 381 
Common share dividends reinvested111 103 
Contributions in aid of construction10 11 


14. FAIR VALUE OF FINANCIAL INSTRUMENTS AND RISK MANAGEMENT

Derivatives
The Corporation generally limits the use of derivatives to those that qualify as accounting, economic or cash flow hedges, or those that are approved for regulatory recovery.

Derivatives are recorded at fair value with certain exceptions including those derivatives that qualify for the normal purchase and normal sale exception. Fair values reflect estimates based on current market information about the derivatives as at the balance sheet dates. The estimates cannot be determined with precision as they involve uncertainties and matters of judgment and, therefore, may not be relevant in predicting the Corporation's future consolidated earnings or cash flow.

Energy Contracts Subject to Regulatory Deferral
UNS Energy holds electricity power purchase contracts, customer supply contracts and gas swap contracts to reduce its exposure to energy price risk. Fair values are measured primarily under the market approach using independent third-party information, where possible. When published prices are not available, adjustments are applied based on historical price curve relationships, transmission costs and line losses.

Central Hudson holds swap contracts for electricity and natural gas to minimize price volatility by fixing the effective purchase price. Fair values are measured using forward pricing provided by independent third-party information.

FortisBC Energy holds gas supply contracts to fix the effective purchase price of natural gas. Fair values reflect the present value of future cash flows based on published market prices and forward natural gas price curves.


13
FORTIS INC.MARCH 31, 2024 QUARTER REPORT

Notes to Condensed Consolidated Interim Financial Statements (Unaudited)
For the three months ended March 31, 2024 and 2023
14. FAIR VALUE OF FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (cont'd)

Unrealized gains or losses associated with changes in the fair value of these energy contracts are deferred as a regulatory asset or liability for recovery from, or refund to, customers in future rates, as permitted by the regulators. As at March 31, 2024, unrealized losses of $176 million (December 31, 2023 - $197 million) were recognized as regulatory assets and unrealized gains of $38 million (December 31, 2023 - $37 million) were recognized as regulatory liabilities.

Energy Contracts Not Subject to Regulatory Deferral
UNS Energy holds wholesale trading contracts to fix power prices and realize potential margin, of which 10% of any realized gains is shared with customers through rate stabilization accounts. Fair values are measured using a market approach incorporating, where possible, independent third-party information.

Aitken Creek, which was sold on November 1, 2023, held gas swap contracts to manage its exposure to changes in natural gas prices, capture natural gas price spreads, and manage the financial risk posed by physical transactions. Fair values were measured using forward pricing from published market sources.

Unrealized gains or losses associated with changes in the fair value of these energy contracts are recognized in revenue. During the three months ended March 31, 2024, unrealized gains of $36 million were recognized in revenue (three months ended March 31, 2023 - unrealized gains of $14 million).

Total Return Swaps
The Corporation holds total return swaps to manage the cash flow risk associated with forecast future cash and/or share settlements of certain stock-based compensation obligations. The swaps have a combined notional amount of $134 million and terms of one to three years expiring at varying dates through January 2027. Fair value is measured using an income valuation approach based on forward pricing curves. Unrealized gains and losses associated with changes in fair value are recognized in other income, net. During the three months ended March 31, 2024, unrealized losses of $3 million were recognized in other income, net (three months ended March 31, 2023 - unrealized gains of $6 million).

Foreign Exchange Contracts
The Corporation holds U.S. dollar denominated foreign exchange contracts to help mitigate exposure to foreign exchange rate volatility. The contracts expire at varying dates through December 2025 and have a combined notional amount of $433 million. Fair value was measured using independent third-party information. Unrealized gains and losses associated with changes in fair value are recognized in other income, net. During the three months ended March 31, 2024, unrealized losses of $3 million were recognized in other income, net (three months ended March 31, 2023 - unrealized gains of $2 million).

Interest Rate Locks
In April 2024, ITC entered into interest rate locks with 5-year terms and a total notional value of US$300 million to manage interest rate risk associated with the anticipated issuance of long‑term debt in 2024. The treasury locks are expected to qualify for cash flow hedge accounting treatment.

Cross-Currency Interest Rate Swaps
The Corporation holds cross-currency interest rate swaps, maturing in 2029, to effectively convert its $500 million, 4.43% unsecured senior notes to US$391 million, 4.34% debt. The Corporation has designated this notional U.S. debt as an effective hedge of its foreign net investments and unrealized gains and losses associated with exchange rate fluctuations on the notional U.S. debt are recognized in other comprehensive income, consistent with the translation adjustment related to the foreign net investments. Other changes in the fair value of the swaps are also recognized in other comprehensive income but are excluded from the assessment of hedge effectiveness. Fair value is measured using a discounted cash flow method based on secured overnight financing rates. During the three months ended March 31, 2024, unrealized losses of $13 million were recorded in other comprehensive income (three months ended March 31, 2023 - unrealized gains of $1 million).

Other Investments
UNS Energy holds investments in money market accounts, and ITC and Central Hudson hold investments in trust associated with supplemental retirement benefit plans for select employees, which include mutual funds and money market accounts. These investments are recorded at fair value based on quoted market prices in active markets. Gains and losses are recognized in other income, net. During the three months ended March 31, 2024, unrealized gains of $4 million were recognized in other income, net (three months ended March 31, 2023 - unrealized gains of $2 million).


14
FORTIS INC.MARCH 31, 2024 QUARTER REPORT

Notes to Condensed Consolidated Interim Financial Statements (Unaudited)
For the three months ended March 31, 2024 and 2023
14. FAIR VALUE OF FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (cont'd)

Recurring Fair Value Measures

The following table presents assets and liabilities that are accounted for at fair value on a recurring basis.

($ millions)
Level 1 (1)
Level 2 (1)
Level 3 (1)
Total
As at March 31, 2024
Assets
Energy contracts subject to regulatory deferral (2) (3)
 56  56 
Energy contracts not subject to regulatory deferral (2)
 43  43 
Other investments (4)
152   152 
152 99  251 
Liabilities
Energy contracts subject to regulatory deferral (3) (5)
 (194) (194)
Energy contracts not subject to regulatory deferral (5)
 (3) (3)
Total return and cross-currency interest rate swaps (5)
 (21) (21)
 (218) (218)
As at December 31, 2023
Assets
Energy contracts subject to regulatory deferral (2) (3)
— 49 — 49 
Energy contracts not subject to regulatory deferral (2)
— — 
Foreign exchange contracts (2)
— — 
Other investments (4)
145 — — 145 
145 60 — 205 
Liabilities
Energy contracts subject to regulatory deferral (3) (5)
— (209)— (209)
Energy contracts not subject to regulatory deferral (5)
— (3)— (3)
Total return and cross-currency interest rate swaps (5)
— (6)— (6)
— (218)— (218)
(1)Under the hierarchy, fair value is determined using: (i) level 1 - unadjusted quoted prices in active markets; (ii) level 2 - other pricing inputs directly or indirectly observable in the marketplace; and (iii) level 3 - unobservable inputs, used when observable inputs are not available. Classifications reflect the lowest level of input that is significant to the fair value measurement.
(2)Included in accounts receivable and other current assets or other assets
(3)Unrealized gains and losses arising from changes in fair value of these contracts are deferred as a regulatory asset or liability for recovery from, or refund to, customers in future rates as permitted by the regulators, with the exception of long-term wholesale trading contracts and certain gas swap contracts.
(4)Included in cash and cash equivalents and other assets
(5)Included in accounts payable and other current liabilities or other liabilities

Energy Contracts
The Corporation has elected gross presentation for its derivative contracts under master netting agreements and collateral positions, which apply only to its energy contracts. The following table presents the potential offset of counterparty netting.

Gross AmountCounterparty
Recognized inNetting ofCash Collateral
($ millions)Balance SheetEnergy ContractsPosted/(Received)Net Amount
As at March 31, 2024
Derivative assets99 (33)15 81 
Derivative liabilities(197)33 (7)(171)
As at December 31, 2023
Derivative assets55 (24)28 59 
Derivative liabilities(212)24 (1)(189)

15
FORTIS INC.MARCH 31, 2024 QUARTER REPORT

Notes to Condensed Consolidated Interim Financial Statements (Unaudited)
For the three months ended March 31, 2024 and 2023
14. FAIR VALUE OF FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (cont'd)

Volume of Derivative Activity
As at March 31, 2024, the Corporation had various energy contracts that will settle on various dates through 2029. The volumes related to electricity and natural gas derivatives are outlined below.
As at
March 31,December 31,
2024 2023 
Energy contracts subject to regulatory deferral (1)
Electricity swap contracts (GWh)
486 628 
Electricity power purchase contracts (GWh)
588 588 
Gas swap contracts (PJ)
246 228 
Gas supply contracts (PJ)
115 134 
Energy contracts not subject to regulatory deferral (1)
Wholesale trading contracts (GWh)
5,329 1,310 
Gas swap contracts (PJ)
3 
(1)GWh means gigawatt hours and PJ means petajoules.

Credit Risk
For cash equivalents, accounts receivable and other current assets, and long-term other receivables, credit risk is generally limited to the carrying value on the consolidated balance sheets. The Corporation's subsidiaries generally have a large and diversified customer base, which minimizes the concentration of credit risk. Policies in place to minimize credit risk include requiring customer deposits, prepayments and/or credit checks for certain customers, performing disconnections and/or using third-party collection agencies for overdue accounts.

ITC has a concentration of credit risk as approximately 65% of its revenue is derived from three customers. The customers have investment-grade credit ratings and credit risk is further managed by MISO by requiring a letter of credit or cash deposit equal to the credit exposure, which is determined by a credit-scoring model and other factors.

FortisAlberta has a concentration of credit risk as distribution service billings are to a relatively small group of retailers. Credit risk is managed by obtaining from the retailers either a cash deposit, letter of credit, an investment-grade credit rating, or a financial guarantee from an entity with an investment-grade credit rating.

Central Hudson has seen an increase in accounts receivable since the suspension of collection efforts initially required in response to the COVID-19 pandemic. Central Hudson continues to proactively contact customers regarding past-due balances to advise them of financial assistance available through state programs, and collection efforts continue to expand. Under its regulatory framework, Central Hudson can defer uncollectible write-offs that exceed 10 basis points above the amounts collected in customer rates for future recovery.

UNS Energy, Central Hudson, FortisBC Energy, and the Corporation may be exposed to credit risk in the event of non-performance by counterparties to derivatives. Credit risk is managed by net settling payments, when possible, and dealing only with counterparties that have investment-grade credit ratings. At UNS Energy, Central Hudson and FortisBC Energy, certain contractual arrangements require counterparties to post collateral.

The value of derivatives in net liability positions under contracts with credit risk-related contingent features that, if triggered, could require the posting of a like amount of collateral was $111 million as at March 31, 2024 (December 31, 2023 - $117 million).

Hedge of Foreign Net Investments
The reporting currency of ITC, UNS Energy, Central Hudson, Caribbean Utilities, FortisTCI, Fortis Belize Limited and Belize Electricity is, or is pegged to, the U.S. dollar. The earnings and cash flow from, and net investments in, these entities are exposed to fluctuations in the U.S. dollar-to-Canadian dollar exchange rate. The Corporation has reduced this exposure through hedging.

As at March 31, 2024, US$2.6 billion (December 31, 2023 - US$2.6 billion) of corporately issued U.S. dollar-denominated long-term debt has been designated as an effective hedge of net investments, leaving approximately US$11.6 billion (December 31, 2023 - US$11.5 billion) unhedged. Exchange rate fluctuations associated with the net investment in foreign subsidiaries and the debt serving as the hedge are recognized in accumulated other comprehensive income.

Financial Instruments Not Carried at Fair Value
Excluding long-term debt, the consolidated carrying value of the Corporation's remaining financial instruments approximates fair value, reflecting their short-term maturity, normal trade credit terms and/or nature.

As at March 31, 2024, the carrying value of long-term debt, including current portion, was $30.7 billion (December 31, 2023 - $29.7 billion) compared to an estimated fair value of $28.3 billion (December 31, 2023 - $27.9 billion).
16
FORTIS INC.MARCH 31, 2024 QUARTER REPORT

Notes to Condensed Consolidated Interim Financial Statements (Unaudited)
For the three months ended March 31, 2024 and 2023
15. COMMITMENTS AND CONTINGENCIES

Commitments
There were no material changes in commitments from that disclosed in the Corporation's 2023 Annual Financial Statements.

Contingency
In April 2013, FortisBC Holdings Inc. and Fortis were named as defendants in an action in the British Columbia Supreme Court by the Coldwater Indian Band ("Band") regarding interests in a pipeline across reserve lands. The Band seeks cancellation of the right-of-way and damages for wrongful interference with the Band's use and enjoyment of reserve lands. In 2016, the Federal Court dismissed the Band's application for judicial review of the ministerial consent. In 2017, the Federal Court of Appeal set aside the minister's consent and returned the matter to the minister for redetermination. No amount has been accrued as the outcome cannot yet be reasonably determined.
17
FORTIS INC.MARCH 31, 2024 QUARTER REPORT