EX-99.2 3 a2023q1holmda.htm EX-99.2 Document
HYDRO ONE LIMITED
MANAGEMENT’S DISCUSSION AND ANALYSIS
For the three months ended March 31, 2023 and 2022


The following Management’s Discussion and Analysis (MD&A) of the financial condition and results of operations should be read together with the unaudited condensed interim consolidated financial statements and accompanying notes thereto (Consolidated Financial Statements) of Hydro One Limited (Hydro One or the Company) for the three months ended March 31, 2023, as well as the Company’s audited consolidated financial statements and MD&A for the year ended December 31, 2022. The Consolidated Financial Statements have been prepared in accordance with United States (US) Generally Accepted Accounting Principles (GAAP). All financial information in this MD&A is presented in Canadian dollars, unless otherwise indicated.
The Company has prepared this MD&A in accordance with National Instrument 51-102 - Continuous Disclosure Obligations of the Canadian Securities Administrators. Under the US/Canada Multijurisdictional Disclosure System, the Company is permitted to prepare this MD&A in accordance with the disclosure requirements of Canadian securities laws and regulations, which can vary from those of the US. This MD&A provides information as at and for the three months ended March 31, 2023, based on information available to management as of May 4, 2023.
CONSOLIDATED FINANCIAL HIGHLIGHTS AND STATISTICS
Three months ended March 31 (millions of dollars, except as otherwise noted)
20232022Change
Revenues2,074 2,047 1.3 %
Purchased power1,010 1,014 (0.4 %)
Revenues, net of purchased power1
1,064 1,033 3.0 %
Operation, maintenance and administration (OM&A) costs328 288 13.9 %
Depreciation, amortization and asset removal costs252 237 6.3 %
Financing charges136 117 16.2 %
Income tax expense64 79 (19.0 %)
Net income to common shareholders of Hydro One282 310 (9.0 %)
Basic earnings per common share (EPS)$0.47 $0.52 (9.6 %)
Diluted EPS$0.47 $0.52 (9.6 %)
Net cash from operating activities350 443 (21.0 %)
Funds from operations (FFO)1
496 629 (21.1 %)
Capital investments499 449 11.1 %
Assets placed in-service237 229 3.5 %
Transmission: Average monthly Ontario 60-minute peak demand (MW)
20,228 20,677 (2.2 %)
Distribution: Electricity distributed to Hydro One customers (GWh)
8,545 8,895 (3.9 %)

As at
March 31,
2023
December 31,
2022
Debt to capitalization ratio2
56.7 %56.4 %
1    The Company prepares and presents its financial statements in accordance with US GAAP. The Company also utilizes non-GAAP financial measures to assess its business and measure overall underlying business performance. Revenues, net of purchased power and FFO are non-GAAP financial measures. Non-GAAP financial measures do not have a standardized meaning under GAAP, which is used to prepare the Company’s Consolidated Financial Statements and might not be comparable to similar financial measures presented by other entities. See section “Non-GAAP Financial Measures” for a discussion of these non-GAAP financial measures and a reconciliation of such measures to the most directly comparable GAAP measure.
2    Debt to capitalization ratio is a non-GAAP ratio. Non-GAAP ratios do not have a standardized meaning under GAAP, which is used to prepare the Company’s Consolidated Financial Statements and might not be comparable to similar financial measures presented by other entities. See section “Non-GAAP Financial Measures” for a discussion of this non-GAAP ratio and its component elements.
OVERVIEW
The Company's transmission business consists of the transmission system operated by subsidiaries of Hydro One Inc. (a wholly-owned subsidiary of the Company), which include Hydro One Networks Inc. (Hydro One Networks) and Hydro One Sault Ste. Marie LP (HOSSM), as well as an approximately 66% interest in B2M Limited Partnership, and an approximately 55% interest in Niagara Reinforcement Limited Partnership.
Hydro One’s distribution business consists of the distribution system operated by Hydro One Inc.'s subsidiaries, Hydro One Networks and Hydro One Remote Communities Inc. (Hydro One Remotes).
The other segment consists principally of Hydro One's subsidiary, Acronym Solutions Inc., which provides telecommunications support for the Company’s transmission and distribution businesses, as well as a comprehensive suite of Information Communication Technology solutions. The other segment also consists of other investments, including a joint venture that owns and operates electric vehicle fast charging stations across Ontario under the Ivy Charging Network brand, as well as certain corporate activities, and is not rate-regulated.
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HYDRO ONE LIMITED
MANAGEMENT’S DISCUSSION AND ANALYSIS (continued)
For the three months ended March 31, 2023 and 2022
For the three months ended March 31, 2023 and 2022, Hydro One's segments accounted for the Company's total revenues, as follows:
Three months ended March 31
20232022
Transmission26 %25 %
Distribution73 %74 %
Other%%
When adjusted for the recovery of purchased power costs, Hydro One’s segments accounted for the Company’s total revenues, net of purchased power,1 for the three months ended March 31, 2023 and 2022 as follows:
Three months ended March 31
20232022
Transmission52 %50 %
Distribution47 %49 %
Other%%
At March 31, 2023 and December 31, 2022, Hydro One’s segments accounted for the Company’s total assets as follows:

As at
March 31,
2023
December 31,
2022
Transmission60 %60 %
Distribution39 %38 %
Other%%
RESULTS OF OPERATIONS
Net Income
Net income attributable to common shareholders of Hydro One for the quarter ended March 31, 2023 of $282 million is a decrease of $28 million, or 9.0%, from the prior year. Significant influences on the change in net income attributable to common shareholders of Hydro One included:
higher revenues, net of purchased power,1 resulting from:
an increase in transmission revenues due to Ontario Energy Board (OEB)-approved 2023 transmission rates, partially offset by lower peak demand; partially offset by
a decrease in distribution revenues, net of purchased power,1 mainly due to lower energy consumption.
higher OM&A costs primarily resulting from higher corporate support costs and higher work program expenditures.
higher depreciation, amortization and asset removal costs were primarily due to higher environmental expenditures, higher asset removal costs associated with storm-related asset replacements, and the growth in capital assets as the Company continues to place new assets in-service, consistent with its ongoing capital investment program.
higher financing charges attributable to higher weighted-average interest rates on short-term and long-term indebtedness, partially offset by a higher weighted average interest rate on short-term investments.
lower income tax expense primarily attributable to lower earnings and higher deductible timing differences compared to the prior year.
EPS
EPS was $0.47 for the three months ended March 31, 2023, compared to EPS of $0.52 in 2022. The decrease in EPS was primarily driven by the impact of lower earnings year over year, as noted above.
1 Revenues, net of purchased power, is a non-GAAP financial measure. See section “Non-GAAP Financial Measures”.
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HYDRO ONE LIMITED
MANAGEMENT’S DISCUSSION AND ANALYSIS (continued)
For the three months ended March 31, 2023 and 2022
Revenues
Three months ended March 31 (millions of dollars, except as otherwise noted)
20232022Change
Transmission555 519 6.9 %
Distribution1,509 1,517 (0.5 %)
Other10 11 (9.1 %)
Total revenues2,074 2,047 1.3 %
Transmission555 519 6.9 %
Distribution revenues, net of purchased power1
499 503 (0.8 %)
Other10 11 (9.1 %)
Total revenues, net of purchased power1
1,064 1,033 3.0 %
Transmission: Average monthly Ontario 60-minute peak demand (MW)
20,228 20,677 (2.2 %)
Distribution: Electricity distributed to Hydro One customers (GWh)
8,545 8,895 (3.9 %)
1 Revenues, net of purchased power, is a non-GAAP financial measure. See section “Non-GAAP Financial Measures”.
Transmission Revenues
Transmission revenues increased by 6.9% compared to the quarter ended March 31, 2022, primarily due to the following:
higher revenues resulting from OEB-approved 2023 rates; and
higher revenues related to the OEB-approved recovery of historical cost deferrals recognized as regulatory assets in prior periods, which are offset in OM&A and income tax expense and are therefore net income neutral; partially offset by
lower average monthly peak demand.

Distribution Revenues
Distribution revenues decreased by 0.5% compared to the quarter ended March 31, 2022, primarily due to the following:
lower energy consumption; and
lower purchased power costs, which are fully recovered from ratepayers and thus net income neutral; partially offset by
higher revenues related to the OEB-approved recovery of historical cost deferrals recognized as regulatory assets in prior periods, which are offset in OM&A and income tax expense and are therefore net income neutral.

Distribution revenues, net of purchased power,2 decreased by 0.8% during the quarter ended March 31, 2023, primarily due to the reasons noted above, adjusted for the recovery of purchased power costs.
OM&A Costs
Three months ended March 31 (millions of dollars)
20232022Change
Transmission123 99 24.2 %
Distribution185 171 8.2 %
Other20 18 11.1 %
328 288 13.9 %
Transmission OM&A Costs
Transmission OM&A costs were 24.2% higher than the quarter ended March 31, 2022, primarily due to:
higher corporate support costs mainly attributable to lower capitalized overheads associated with the timing and volume of capital activity;
higher volume of station maintenance work; and
higher OM&A associated with the recovery of historical cost deferrals approved for disposition in the Company’s recent Joint Rate Application (JRAP), which are offset in revenue and net income neutral.

Distribution OM&A Costs
Distribution OM&A costs were 8.2% higher than the quarter ended March 31, 2022, primarily due to:
higher corporate support costs mainly attributable to lower capitalized overheads associated with the timing and volume of capital activity;
higher volume of work on emergency restoration; and
higher OM&A associated with the recovery of historical cost deferrals approved for disposition in JRAP, which are offset in revenue and net income neutral; partially offset by
lower allowance for doubtful accounts.
2 Revenues, net of purchased power, is a non-GAAP financial measure. See section “Non-GAAP Financial Measures”.
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HYDRO ONE LIMITED
MANAGEMENT’S DISCUSSION AND ANALYSIS (continued)
For the three months ended March 31, 2023 and 2022
Depreciation, Amortization and Asset Removal Costs
Higher depreciation, amortization and asset removal costs primarily due to removals associated with higher storm-related asset replacements, higher environmental expenditures, and the growth in capital assets as the Company continues to place new assets in-service, consistent with its ongoing capital investment program.
Financing Charges
Financing charges increased by $19 million, or 16.2%, for the quarter ended March 31, 2023, primarily due to higher weighted-average interest rates on long-term debt and short-term notes, partially offset by a higher weighted average interest rate on short-term investments.
Income Tax Expense
Income tax expense was $64 million for the three months ended March 31, 2023, compared to $79 million for the comparable period last year. The $15 million decrease in income tax expense for the three months ended March 31, 2023, was primarily attributable to:
lower earnings compared to the prior year; and
higher deductible timing differences compared to the prior year; partially offset by
higher tax expense related to the recovery of regulatory accounts approved for disposal as part of the JRAP decision, which is offset in revenue and therefore net income neutral.
The Company realized an effective tax rate (ETR) of approximately 18.4% for the three months ended March 31, 2023, compared to approximately 20.2% realized in 2022. The decrease of 1.8% for the period was primarily attributable to the factors noted above.
Common Share Dividends
In 2023, the Company declared and paid cash dividends to common shareholders as follows:

Date Declared

Record Date

Payment Date

Amount per Share
Total Amount
(millions of dollars)
February 13, 2023March 15, 2023March 31, 2023$0.2796 167
Following the conclusion of the first quarter of 2023, the Company declared a cash dividend to common shareholders as follows:

Date Declared

Record Date

Payment Date

Amount per Share
Total Amount
(millions of dollars)
May 4, 2023June 7, 2023June 30, 2023$0.2964 178
QUARTERLY RESULTS OF OPERATIONS
Quarter ended (millions of dollars, except EPS and ratio)
Mar 31, 2023Dec 31, 2022Sep 30, 2022Jun 30, 2022Mar 31, 2022Dec 31, 2021Sep 30, 2021Jun 30, 2021
Revenues2,074 1,862 2,031 1,840 2,047 1,779 1,913 1,722 
Purchased power1,010 895 963 852 1,014 914 933 838 
Revenues, net of purchased power1
1,064 967 1,068 988 1,033 865 980 884 
Net income to common shareholders282 178 307 255 310 159 300 238 
Basic EPS$0.47 $0.30 $0.51 $0.43 $0.52 $0.27 $0.50 $0.40 
Diluted EPS$0.47 $0.30 $0.51 $0.42 $0.52 $0.26 $0.50 $0.40 
Earnings coverage ratio2
3.2 3.3 3.3 3.3 3.2 3.1 3.1 3.0 
1    Revenues, net of purchased power is a non-GAAP financial measure. See section “Non-GAAP Financial Measures”.
2    Earnings coverage ratio is a non-GAAP ratio. Non-GAAP ratios do not have a standardized meaning under GAAP, which is used to prepare the Company’s Consolidated Financial Statements and might not be comparable to similar financial measures presented by other entities. See section “Non-GAAP Financial Measures” for a discussion of this non-GAAP ratio and its component elements.
Variations in revenues and net income over the quarters are primarily due to the impact of seasonal weather conditions on customer demand and market pricing, as well as timing of regulatory decisions.
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HYDRO ONE LIMITED
MANAGEMENT’S DISCUSSION AND ANALYSIS (continued)
For the three months ended March 31, 2023 and 2022
CAPITAL INVESTMENTS
The Company makes capital investments to maintain the safety, reliability and integrity of its transmission and distribution system assets and to provide for the ongoing growth and modernization required to meet the expanding and evolving needs of its customers and the electricity market. This is achieved through a combination of sustaining capital investments, which are required to support the continued operation of Hydro One’s existing assets, and development capital investments, which involve additions to both existing assets and large-scale projects such as new transmission lines and transmission stations.
Assets Placed In-Service
The following table presents Hydro One’s assets placed in-service during the three months ended March 31, 2023 and 2022:
Three months ended March 31 (millions of dollars)
20232022Change
Transmission115 120 (4.2 %)
Distribution122 105 16.2 %
Other— (100.0 %)
Total assets placed in-service237 229 3.5 %
Transmission Assets Placed In-Service
Transmission assets placed in-service decreased by $5 million, or 4.2%, in the first quarter ended March 31, 2023, compared to the quarter ended March 31, 2022, primarily due to the following:
timing of assets placed in-service for major development projects including the East-West Tie Connection; and
lower investments placed in-service associated with line refurbishments and replacements, spare transformer purchases and customer connections; partially offset by
timing of investments placed in-service for refurbishments and replacements of stations equipment at the Nanticoke Transformer Station, Bridgman Transformer Station and Lennox Transformer Station.

Distribution Assets Placed In-Service
Distribution assets placed in-service increased by $17 million, or 16.2% in the first quarter ended March 31, 2023, compared to the quarter ended March 31, 2022, primarily due to the following:
higher volume of storm-related asset replacements; and
higher volume of assets placed in-service associated with customer connections.

Capital Investments
The following table presents Hydro One’s capital investments during the three months ended March 31, 2023 and 2022:
Three months ended March 31 (millions of dollars)
20232022Change
Transmission
    Sustaining220 206 6.8 %
    Development62 45 37.8 %
    Other16 26 (38.5 %)
298 277 7.6 %
Distribution
    Sustaining81 67 20.9 %
    Development100 83 20.5 %
    Other15 17 (11.8 %)
196 167 17.4 %
Other— %
Total capital investments499 449 11.1 %
Transmission Capital Investments
Transmission capital investments increased by $21 million, or 7.6%, in the first quarter of 2023 compared to the first quarter of 2022, primarily due to the following:
investments in the new Chatham to Lakeshore Transmission Line project; and
higher volume of transmission line refurbishments and replacements; partially offset by
timing of work on customer connections and major development projects.
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HYDRO ONE LIMITED
MANAGEMENT’S DISCUSSION AND ANALYSIS (continued)
For the three months ended March 31, 2023 and 2022
Distribution Capital Investments
Distribution capital investments increased by $29 million, or 17.4%, in the first quarter of 2023 compared to the first quarter of 2022, primarily due to the following:
higher spend on storm-related asset replacements;
timing of spend on information technology initiatives; and
higher volume of work on customer connections.

Major Transmission Capital Investment Projects
The following table summarizes the status of significant transmission projects at March 31, 2023:

Project Name

Location

Type
Anticipated
In-Service Date
Estimated
Cost
Capital Cost
To Date
(year)               (millions of dollars)
Development Projects:
   Barrie Area Transmission
     Upgrade
Barrie-Innisfil
  Southern Ontario
Upgraded transmission line
  and stations
202312567
   East-West Tie Station Expansion1
Northern OntarioNew transmission connection
  and station expansion
2024191183
   Waasigan Transmission Line2
Thunder Bay-Atikokan-Dryden
  Northwestern Ontario
New transmission line and station expansion20246841
   Chatham to Lakeshore
Transmission Line
3
Southwestern OntarioNew transmission line and
  station expansion
202526862
   St. Clair
Transmission Line
4
Southwestern OntarioNew transmission line and
  station expansion
2025389
   Longwood to Lakeshore
Transmission Line
5
Southwestern OntarioNew transmission line and
  station expansion
TBDTBDTBD
   Second Longwood to Lakeshore
Transmission Line
5
Southwestern OntarioNew transmission line and
  station expansion
TBDTBDTBD
   Lakeshore to Windsor
     Transmission Line5
Southwestern OntarioNew transmission line and
  station expansion
TBDTBDTBD
Sustainment Projects:
   Beck #2 Transmission Station
     Circuit Breaker Replacement
Niagara area
  Southwestern Ontario
Station sustainment2023135115
   Cherrywood Transmission Station
     Circuit Breaker Replacement
Pickering
  Central Ontario
Station sustainment202311593
   Bruce B Switching Station
     Circuit Breaker Replacement
Tiverton
  Southwestern Ontario
Station sustainment2024185167
   Middleport Transmission Station
     Circuit Breaker Replacement
Middleport
  Southwestern Ontario
Station sustainment2025184122
   Lennox Transmission Station
     Circuit Breaker Replacement
Napanee
  Southeastern Ontario
Station sustainment2026152119
   Esplanade x Terauley
     Underground Cable Replacement
Toronto
  Southwestern Ontario
Line sustainment202611721
   Bruce A Transmission Station
     Switchyard Replacement
Tiverton
  Southwestern Ontario
Station sustainment202755514
1 The East-West Tie Station Expansion project has been placed in-service in phases, with significant portions of the project placed in-service over the 2021-22 period, and final project in-service expected in 2024.
2 The Waasigan Transmission Line includes both phase 1 and phase 2 of the project. The estimated cost relates to the development phase of the project and the anticipated in-service date reflects the anticipated completion date of the development phase only. On May 4, 2022 and November 18, 2022, Hydro One entered into agreements with First Nations communities that provide them the opportunity to acquire 50% ownership in the project. Completion of the line remains subject to stakeholder consultation and regulatory approvals.
3 The Chatham to Lakeshore Transmission Line project includes the line and associated facilities and is further discussed in the section “Other Developments - Supporting Critical Infrastructure in Southwestern Ontario”.
4 The estimated cost of the St. Clair Transmission Line relates to the development phase of the project and the anticipated in-service date reflects the anticipated completion date of the development phase only. Completion of the line remains subject to stakeholder consultation and regulatory approvals.
5 The scope and timing of these Southwestern Ontario transmission reinforcements are currently under review.


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HYDRO ONE LIMITED
MANAGEMENT’S DISCUSSION AND ANALYSIS (continued)
For the three months ended March 31, 2023 and 2022
Future Capital Investments
The Company estimates future capital investments based on management’s expectations of the amount of capital expenditures that will be required to provide transmission and distribution services that are efficient, reliable, and provide value for customers, consistent with the OEB’s Renewed Regulatory Framework.
The following tables summarize Hydro One’s annual projected capital investments for 2023 to 2027 by business segment and by category:
By business segment: (millions of dollars)
20232024202520262027
Transmission1
1,565 1,547 1,446 1,475 1,539 
Distribution924 1,027 1,043 1,001 989 
Other23 18 15 11 10 
Total capital investments3,4
2,512 2,592 2,504 2,487 2,538 
By category: (millions of dollars)
20232024202520262027
Sustainment1,534 1,658 1,629 1,548 1,480 
Development1
693 711 669 730 891 
Other2
285 223 206 209 167 
Total capital investments3,4
2,512 2,592 2,504 2,487 2,538 
1 Figures include investments in certain development projects of Hydro One Networks not included in the investment plan approved by the OEB in the JRAP decision.
2 “Other” capital expenditures include investments in fleet, real estate, IT, and operations technology and related functions.
3 On March 29, 2021, the Independent Electricity Service Operator (IESO) requested Hydro One to initiate work to develop and construct a new transmission line between Chatham and Lambton (the St Clair Line) to support agricultural growth in Southwestern Ontario. On March 31, 2022, the Minister of Energy directed the OEB to amend Hydro One Networks' transmission licence to require it to develop and seek approvals for this and three other priority transmission lines to meet growing demand in Southwestern Ontario (see section “Other Developments”). The future capital investments presented do not include capital expenditures of the three additional lines, as Hydro One is currently evaluating the scope and timing of this work.
4 In 2014, the OEB amended Hydro One Network's transmission licence to develop and seek approvals for the Northwest Bulk Transmission Line (now the Wasigan Transmission Line). The future capital investments presented do not include construction costs for Phases 1 and 2 of this project.
SUMMARY OF SOURCES AND USES OF CASH
Hydro One’s primary sources of cash flows are funds generated from operations, capital market debt issuances and bank credit facilities that are used to satisfy Hydro One’s capital resource requirements, including the Company’s capital expenditures, servicing and repayment of debt, and dividend payments.
Three months ended March 31 (millions of dollars)
20232022
Net cash from operating activities350 443 
Net cash used in financing activities(296)(476)
Net cash used in investing activities(541)(472)
Decrease in cash and cash equivalents(487)(505)
Net cash from operating activities
Cash from operating activities decreased by $93 million for the three months ended March 31, 2023, compared to 2022. The decrease was impacted by various factors, including the following:
changes in regulatory account balances; and
lower pre-tax income; partially offset by
increase in net working capital deficiency primarily attributable to lower receivables and higher payables for energy purchased from embedded generators, partially offset by a lower cost of power payable to the IESO.
Net cash used in financing activities
Cash used in financing activities decreased by $180 million in the first quarter of 2023 compared to 2022. This was impacted by various factors, including the following:
Uses of cash
the Company repaid $2,210 million of short-term notes in the first quarter of 2023, compared to $1,106 million repaid in the same period last year.
the Company repaid $600 million of long-term debt in the first quarter of 2023, and the first quarter of 2022.
common share dividends paid in the first quarter of 2023 were $167 million, compared to dividends of $159 million paid in the same period last year.

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HYDRO ONE LIMITED
MANAGEMENT’S DISCUSSION AND ANALYSIS (continued)
For the three months ended March 31, 2023 and 2022
Sources of cash
the Company received proceeds of $1,640 million from the issuance of short-term notes in the first quarter of 2023, compared to $1,390 million received in the same period last year.
the Company issued $1,050 million of long-term debt in the first quarter of 2023, compared to no long-term debt issued in 2022.
Net cash used in investing activities
Cash used in investing activities increased by $69 million for the three months ended March 31, 2023 compared to 2022 as a result of higher capital investments in the current year. See section Capital Investments for comparability of capital investments made by the Company during the three months ended March 31, 2023 compared to the prior year.
LIQUIDITY AND FINANCING STRATEGY
Short-term liquidity is provided through FFO,3 Hydro One Inc.’s commercial paper program, and the Company’s consolidated bank credit facilities. Under the commercial paper program, Hydro One Inc. is authorized to issue up to $2,300 million in short-term notes with a term to maturity of up to 365 days.
At March 31, 2023, Hydro One Inc. had $806 million in commercial paper borrowings outstanding, compared to $1,374 million outstanding at December 31, 2022. The Company also has revolving bank credit facilities (Operating Credit Facilities) with a total available balance of $2,550 million at March 31, 2023. In January 2022, Hydro One successfully amended its Operating Credit Facilities to incorporate environmental, social and governance (ESG) targets. The facilities now include a pricing adjustment which can increase or decrease Hydro One’s cost of funding based on its performance on certain Sustainability Performance Measures, which are related to Hydro One's sustainability goals. On January 12, 2023, Hydro One published a Sustainable Financing Framework (Framework), which allows the Company and its subsidiaries to issue sustainable financing instruments and allocate the net proceeds to investments in eligible green and social project categories. On June 1, 2022, the maturity date for the Operating Credit Facilities was extended from 2026 to 2027. No amounts were drawn on the Operating Credit Facilities at March 31, 2023 or December 31, 2022. The Company may use the Operating Credit Facilities for working capital and general corporate purposes. The short-term liquidity under the commercial paper program, the Operating Credit Facilities, available cash on hand and anticipated levels of FFO3 are expected to be sufficient to fund the Company’s operating requirements.
At March 31, 2023, the Company had long-term debt outstanding in the principal amount of $14,251 million, which included $425 million of long-term debt issued by Hydro One, $13,695 million of long-term debt issued by Hydro One Inc., and long-term debt in the principal amount of $131 million issued by HOSSM. The long-term debt issued by Hydro One was issued under its short form base shelf prospectus (Universal Base Shelf Prospectus), as further described below. The majority of long-term debt issued by Hydro One Inc. has been issued under its Medium Term Note (MTN) Program, as further described below. The Company's total long-term debt consists of notes and debentures that mature between 2023 and 2064, and at March 31, 2023, had a weighted-average term to maturity of approximately 14.4 years (December 31, 2022 - 14.0 years) and a weighted-average coupon rate of 4.0% (December 31, 2022 - 3.9%).
In June 2022, Hydro One Inc. filed a short form base shelf prospectus in connection with its MTN Program, which has a maximum authorized principal amount of notes issuable of $4,000 million, and expires in July 2024. At March 31, 2023, $2,200 million remained available for issuance under the MTN Program prospectus.
On August 15, 2022, Hydro One filed the Universal Base Shelf Prospectus with securities regulatory authorities in Canada. The Universal Base Shelf Prospectus allows Hydro One to offer, from time to time in one or more public offerings, up to $2,000 million of debt, equity or other securities, or any combination thereof, during the 25-month period ending on September 16, 2024. At March 31, 2023, no securities have been issued under the Universal Base Shelf Prospectus.
On November 22, 2022, Hydro One Holdings Limited (HOHL) filed a short form base shelf prospectus (US Debt Shelf Prospectus) with securities regulatory authorities in Canada and the US to replace a previous prospectus that would otherwise have expired in January 2023. The US Debt Shelf Prospectus allows HOHL to offer, from time to time in one or more public offerings, up to US$3,000 million of debt securities, unconditionally guaranteed by Hydro One, expiring in December 2024. At March 31, 2023, no securities have been issued under the US Debt Shelf Prospectus.
Compliance
At March 31, 2023, the Company was in compliance with all financial covenants and limitations associated with the outstanding borrowings and credit facilities.
3 FFO is a non-GAAP financial measure. See section “Non-GAAP Financial Measures”.
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HYDRO ONE LIMITED
MANAGEMENT’S DISCUSSION AND ANALYSIS (continued)
For the three months ended March 31, 2023 and 2022
OTHER OBLIGATIONS
Off-Balance Sheet Arrangements
There are no off-balance sheet arrangements that have, or are reasonably likely to have, a material current or future effect on the Company’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.
Summary of Contractual Obligations and Other Commercial Commitments
The following table presents a summary of Hydro One’s debt and other major contractual obligations and commercial commitments:

As at March 31, 2023 (millions of dollars)

Total
Less than
1 year

   1-3 years
   
3-5 years
More than
5 years
Contractual obligations (due by year)
Long-term debt - principal repayments14,251 131 1,950 1,175 10,995 
Long-term debt - interest payments8,673 567 1,093 1,032 5,981 
Short-term notes payable806 806 — — — 
Pension contributions543 66 162 152 163 
Environmental and asset retirement obligations128 19 36 69 
Outsourcing and other agreements
150 110 18 10 12 
Lease obligations56 12 22 16 
Long-term software/meter agreement29 15 
Total contractual obligations24,636 1,720 3,296 2,391 17,229 
Other commercial commitments (by year of expiry)
Operating Credit Facilities2,550 — — 2,550 — 
Letters of credit1
181 180 — — 
Guarantees2
517 517 — — — 
Total other commercial commitments3,248 697 2,550 — 
1 Letters of credit consist of $163 million letters of credit related to retirement compensation arrangements, a $13 million letter of credit provided to the IESO for prudential support, $4 million in letters of credit to satisfy debt service reserve requirements, and $1 million in letters of credit for various operating purposes.
2 Guarantees consist of $475 million prudential support provided to the IESO by Hydro One Inc. on behalf of its subsidiaries, as well as guarantees provided by Hydro One to the Minister of Natural Resources (Canada) and ONroute of $7 million and $30 million, respectively, relating to OCN LP (OCN Guarantee) and $5 million relating to Aux Energy Inc., the Company's indirect subsidiary. Ontario Power Generation Inc. (OPG) has provided a $2.5 million guarantee to Hydro One related to the OCN Guarantee.
SHARE CAPITAL
The common shares of Hydro One are publicly traded on the Toronto Stock Exchange (TSX) under the trading symbol H. Hydro One is authorized to issue an unlimited number of common shares. The amount and timing of any dividends payable by Hydro One is at the discretion of the Hydro One Board of Directors (Board) and is established on the basis of Hydro One’s results of operations, maintenance of its deemed regulatory capital structure, financial condition, cash requirements, the satisfaction of solvency tests imposed by corporate laws for the declaration and payment of dividends and other factors that the Board may consider relevant. At May 4, 2023, Hydro One had 598,714,704 issued and outstanding common shares.
The Company is authorized to issue an unlimited number of preferred shares, issuable in series. At May 4, 2023, the Company had no preferred shares issued and outstanding.
The number of additional common shares of Hydro One that would be issued if all outstanding awards under the share grant plans were vested and exercised at May 4, 2023 was 1,827,666.
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HYDRO ONE LIMITED
MANAGEMENT’S DISCUSSION AND ANALYSIS (continued)
For the three months ended March 31, 2023 and 2022
REGULATION
Hydro One Networks
On November 29, 2022 the OEB issued a Decision and Order approving Hydro One Networks' JRAP for distribution rates and transmission revenue requirement for the period 2023-2027. The following table lists the rate base and revenue requirements arising from the approved rate application:
Hydro One Networks - TransmissionHydro One Networks - Distribution


Year
 Rate Base
 Revenue
Requirement
 Rate Base
 Revenue
Requirement
2023
$14,534 million
$1,952 million
$9,460 million
$1,727 million
2024
$15,342 million
$2,073 million
$9,979 million
$1,813 million
2025
$16,271 million
$2,168 million
$10,573 million
$1,886 million
2026
$17,148 million
$2,277 million
$11,153 million
$1,985 million
2027
$17,940 million
$2,362 million
$11,656 million
$2,071 million

Following the OEB approval of the JRAP Settlement and the pending completion of the recovery of deferred tax asset (DTA) amounts previously shared with ratepayers in 2023, Hydro One's effective tax rate over the next five years is expected to be between 13% and 16%.
Deferred Tax Asset
On April 8, 2021, the OEB rendered its decision regarding the recovery of the DTA amounts allocated to ratepayers for the 2017 to 2022 period (DTA Implementation Decision). In its DTA Implementation Decision, the OEB approved recovery of the DTA amounts allocated to ratepayers and included in customer rates for the 2017 to 2021 period, plus carrying charges, over a two-year recovery period commencing on July 1, 2021.

The recovery of the previously shared DTA amounts plus carrying charges resulted in a $34 million increase in FFO4 for the three months ended March 31, 2023 (2022 - $34 million) and is expected to result in FFO4 of approximately $65 million in 2023 (2022 - $135 million). In addition, the DTA Implementation Decision required that Hydro One adjust the transmission revenue requirement and the base distribution rates beginning January 1, 2022 to eliminate any further tax savings flowing to customers. This resulted in an incremental $12 million of FFO4 in the first quarter of 2023 (2022 - $12 million) and is expected to result in additional FFO4 of approximately $46 million in 2023, but expected to decline annually thereafter.
Hydro One Remotes
On August 31, 2022, Hydro One Remotes filed its distribution rate application for 2023-2027. On March 2, 2023, the OEB approved Hydro One Remote Communities' 2023 revenue requirement of $128 million with a price cap escalator index for 2023-2027, and a 3.72% rate increase effective May 1, 2023.
OTHER DEVELOPMENTS
Collective Agreements
Hydro One’s collective agreement with the Power Workers’ Union (PWU) for Customer Service Operations expired on September 30, 2022. Collective bargaining to renew this agreement commenced on August 29, 2022 and is ongoing.
Hydro One’s collective agreements with the PWU and Society of United Professionals expired on March 31, 2023. Negotiations to renew these agreements commenced on January 11, 2023 and January 16, 2023, respectively and are ongoing.
Supporting Critical Transmission Infrastructure in Southwestern Ontario
On May 9, 2022, Hydro One filed a leave-to-construct application seeking OEB approval for the Chatham to Lakeshore Transmission Line project in Southwestern Ontario. On November 24, 2022, the OEB issued its Decision and Order granting leave to construct as requested in the application, with standard conditions of approval. On December 28, 2022, the Haudenosaunee Development Institute filed an appeal to the Divisional Court, under s.22 of the Ontario Energy Board Act, 1998, of this decision. The appeal, amongst other items, asked to set aside the OEB's decision granting Hydro One approval to construct the Chatham to Lakeshore Transmission Line project and to deny the application. The Haudenosaunee Development Institute filed their appeal materials on March 1, 2023. The OEB and Hydro One filed their responding materials on May 1, 2023. A divisional court date is scheduled for June 15, 2023.
4 FFO is a non-GAAP financial measure. See section “Non-GAAP Financial Measures”.
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HYDRO ONE LIMITED
MANAGEMENT’S DISCUSSION AND ANALYSIS (continued)
For the three months ended March 31, 2023 and 2022
Supporting Critical Transmission Infrastructure in Northwestern Ontario
On April 25, 2023, the Company received a letter from the IESO confirming the need for reliable electricity in Northwestern Ontario. In this letter, the IESO recommends that Phase 2 of the Waasigan Transmission Line project, a single-circuit 230 kilovolt transmission line between Mackenzie Transformer Station in the Town of Atikokan and Dryden Transformer Station in the City of Dryden, should be in service as soon as practically possible following Phase 1 of the project. This follows an IESO letter received in May 2022 in which it recommended construction of Phase 1 to proceed with an in-service date as close to the end of 2025 as possible.
In 2013, the Province issued an Order in Council with a directive from the Minister of Energy to the OEB, requiring Hydro One Networks to develop and seek approvals for the Northwest Bulk Transmission Line (now the Waasigan Transmission Line). In response to the 2013 directive, the OEB amended Hydro One Networks’ transmission license in 2014 to develop and seek approval for the project. Hydro One is currently undertaking an environmental assessment which includes both phases of the project (see section “Major Transmission Capital Investment Projects”). Hydro One plans to submit a Leave to Construct (Section 92) application to the OEB for both phases of the project in 2023. Hydro One has agreements with nine First Nation communities providing them the opportunity to acquire 50% ownership in the transmission line component of the project.
HYDRO ONE EXECUTIVE OFFICERS
On January 10, 2023, the Board of Directors of Hydro One announced the appointment of David Lebeter as President and Chief Executive Officer effective February 1, 2023. On February 1, 2023, Mr. William (Bill) Sheffield stepped down from his role as Interim President and Chief Executive Officer, however, continues in his role as a director of Hydro One, but will not stand for re-election at the Company's upcoming Annual General Meeting.
On April 13, 2023, Hydro One announced the appointment of Teri French as Executive Vice President (EVP), Operations and Customer Experience and Andrew Spencer as EVP, Capital Portfolio Delivery. On the same day, the Company announced expanded mandates for Megan Telford as EVP, Strategy, Energy Transition, Human Resources and Safety and Chris Lopez as EVP, Chief Financial and Regulatory Officer.
On April 13, 2023, Paul Harricks announced his intention to retire and stepped down from his role as EVP, Chief Legal Officer. On the same day, Cassidy McFarlane was named General Counsel of Hydro One. Mr. Harricks is remaining with Hydro One as a Senior Advisor to the Chief Executive Officer until the end of the year.
NON-GAAP FINANCIAL MEASURES
Hydro One uses a number of financial measures to assess its performance. The Company presents FFO or “funds from operations” to reflect a measure of the Company’s cash flow; and revenues, net of purchased power to reflect revenues net of the cost of purchased power. FFO and revenues, net of purchased power are non-GAAP financial measures which do not have a standardized meaning prescribed by GAAP and might not be comparable to similar measures presented by other entities. They should not be considered in isolation nor as a substitute for analysis of the Company’s financial information reported under GAAP.
Hydro One also uses financial ratios that are non-GAAP ratios such as debt to capitalization ratio and earnings coverage ratio. Non-GAAP ratios do not have a standardized meaning prescribed by GAAP and might not be comparable to similar measures presented by other entities. They should not be considered in isolation nor as a substitute for analysis of the Company’s financial information reported under US GAAP.
FFO
FFO is defined as net cash from operating activities, adjusted for (i) changes in non-cash balances related to operations, (ii) dividends paid on preferred shares, and (iii) distributions to noncontrolling interest. Management believes that FFO is helpful as a supplemental measure of the Company’s operating cash flows as it excludes timing-related fluctuations in non-cash operating working capital and cash flows not attributable to common shareholders. As such, management believes that FFO provides a consistent measure of the cash generating performance of the Company’s assets.
The following table provides a reconciliation of GAAP (reported) results to non-GAAP (adjusted) results on a consolidated basis.
Three months ended March 31 (millions of dollars)
20232022
Net cash from operating activities350 443 
Changes in non-cash balances related to operations150 190 
Distributions to noncontrolling interest(4)(4)
FFO496 629 
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HYDRO ONE LIMITED
MANAGEMENT’S DISCUSSION AND ANALYSIS (continued)
For the three months ended March 31, 2023 and 2022
Revenues, Net of Purchased Power
Revenues, net of purchased power is defined as revenues less the cost of purchased power; distribution revenues, net of purchased power is defined as distribution revenues less the cost of purchased power. These measures are used internally by management to assess the impacts of revenue on net income and are considered useful because they exclude the cost of power that is fully recovered through revenues and therefore net income neutral.
The following tables provide a reconciliation of GAAP (reported) revenues to non-GAAP (adjusted) revenues, net of purchased power on a consolidated basis.

Quarter ended (millions of dollars)
Mar 31, 2023Dec 31, 2022Sep 30, 2022Jun 30, 2022Mar 31, 2022Dec 31, 2021Sep 30, 2021Jun 30, 2021
Revenues2,074 1,862 2,031 1,840 2,047 1,779 1,913 1,722 
Less: Purchased power1,010 895 963 852 1,014 914 933 838 
Revenues, net of purchased power1,064 967 1,068 988 1,033 865 980 884 
Quarter ended (millions of dollars)
Mar 31, 2023Dec 31, 2022Sep 30, 2022Jun 30, 2022Mar 31, 2022Dec 31, 2021Sep 30, 2021Jun 30, 2021
Distribution revenues1,509 1,371 1,458 1,314 1,517 1,347 1,395 1,263 
Less: Purchased power1,010 895 963 852 1,014 914 933 838 
Distribution revenues, net of purchased power499 476 495 462 503 433 462 425 
Debt to Capitalization Ratio
The Company believes that the debt to capitalization ratio is an important non-GAAP ratio in the management of its debt levels. This non-GAAP ratio does not have a standardized meaning under US GAAP and may not be comparable to similar measures presented by other entities. Debt to capitalization ratio has been calculated as total debt (including total long-term debt and short-term borrowings, net of cash and cash equivalents) divided by total debt plus total shareholders’ equity, but excluding any amounts related to noncontrolling interest. Management believes that the debt to capitalization ratio is helpful as a measure of the proportion of debt in the Company's capital structure.
As at (millions of dollars)
March 31, 2023December 31, 2022
Short-term notes payable806 1,374 
Less: cash and cash equivalents(43)(530)
Long-term debt (current portion)132 733 
Long-term debt (long-term portion)14,076 13,030 
Total debt (A)14,971 14,607 
Shareholders' equity (excluding noncontrolling interest)11,417 11,306 
Total debt plus shareholders' equity (B)26,388 25,913 
Debt-to-capitalization ratio (A/B)56.7 %56.4 %

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HYDRO ONE LIMITED
MANAGEMENT’S DISCUSSION AND ANALYSIS (continued)
For the three months ended March 31, 2023 and 2022
Earnings Coverage Ratio
Earnings coverage ratio is defined as earnings before income taxes and financing charges attributable to shareholders, divided by the sum of financing charges and capitalized interest, and is calculated on a rolling twelve-month basis. The Company believes that the earnings coverage ratio is an important non-GAAP measure in the management of its liquidity. This non-GAAP ratio does not have a standardized meaning under US GAAP and may not be comparable to similar measures presented by other entities.
Quarter ended (millions of dollars)
Mar 31, 2023Dec 31, 2022Sep 30, 2022Jun 30, 2022Mar 31, 2022Dec 31, 2021Sep 30, 2021Jun 30, 2021
Net income to common shareholders282 178 307 255 310 159 300 238 
282 178 307 255 310 159 300 238 
Income tax expense64 41 100 68 79 55 71 26 
Financing charges136 128 122 119 117 123 118 104 
Earnings before income taxes and financing charges attributable to common shareholders 482 347 529 442 506 337 489 368 
Twelve months ended (millions of dollars)
Mar 31, 2023Dec 31, 2022Sep 30, 2022Jun 30, 2022Mar 31, 2022Dec 31, 2021Sep 30, 2021Jun 30, 2021
Earnings before income taxes and financing charges attributable to common shareholders (A)1,800 1,824 1,814 1,774 1,700 1,604 1,574 1,511 
Quarter ended (millions of dollars)
Mar 31, 2023Dec 31, 2022Sep 30, 2022Jun 30, 2022Mar 31, 2022Dec 31, 2021Sep 30, 2021Jun 30, 2021
Financing charges136 128 122 119 117 123 118 104 
Capitalized interest 15 16 16 16 15 16 15 16 
Financing charges and capitalized interest 151 144 138 135 132 139 133 120 
Twelve months ended (millions of dollars)
Mar 31, 2023Dec 31, 2022Sep 30, 2022Jun 30, 2022Mar 31, 2022Dec 31, 2021Sep 30, 2021Jun 30, 2021
Financing charges and capitalized interest (B)568 549 544 539 524 521 514 509 
Earnings coverage ratio = A/B3.2 3.3 3.3 3.3 3.2 3.1 3.1 3.0 
RELATED PARTY TRANSACTIONS
The Province is a shareholder of Hydro One with approximately 47.2% ownership at March 31, 2023. The IESO, OPG, Ontario Electricity Financial Corporation (OEFC), and the OEB are related parties to Hydro One because they are controlled or significantly influenced by the Ministry of Energy. OCN LP is a joint-venture limited partnership between a subsidiary of Hydro One and OPG. The following is a summary of the Company’s related party transactions during the three months ended March 31, 2023 and 2022:
Three months ended March 31 (millions of dollars)
Related PartyTransaction20232022
ProvinceDividends paid79 75 
IESOPower purchased787 778 
Revenues for transmission services551 516 
Amounts related to electricity rebates230 301 
Distribution revenues related to rural rate protection61 61 
Distribution revenues related to supply of electricity to remote northern communities11 
Distribution revenues related to Wataynikaneyap Power LP14 — 
Funding received related to CDM programs— 
OPG1
Power purchased
Revenues related to provision of services and supply of electricity
Capital contribution received from OPG
OEFCPower purchased from power contracts administered by the OEFC— 
OEBOEB fees
1 OPG has provided a $2.5 million guarantee to Hydro One related to the OCN Guarantee. See section “Other Obligations - Summary of Contractual Obligations and Other Commercial Commitments” for details related to the OCN Guarantee.
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HYDRO ONE LIMITED
MANAGEMENT’S DISCUSSION AND ANALYSIS (continued)
For the three months ended March 31, 2023 and 2022
RISK MANAGEMENT AND RISK FACTORS
Hydro One is subject to numerous risks and uncertainties. Critical to Hydro One’s success is the identification, management, and to the extent possible, mitigation of these risks. Hydro One’s Enterprise Risk Management program assists decision-makers throughout the organization with the management of key business risks, including new and emerging risks and opportunities.
A discussion of the material risks relating to Hydro One and its business that the Company believes would be the most likely to influence an investor’s decision to purchase Hydro One’s securities can be found under the heading “Risk Management and Risk Factors” in the 2022 MD&A.
DISCLOSURE CONTROLS AND PROCEDURES AND INTERNAL CONTROL OVER FINANCIAL REPORTING
Management is responsible for establishing and maintaining adequate disclosure controls and procedures and internal control over financial reporting as defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings. Internal control, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives and due to its inherent limitations, may not prevent or detect all misrepresentations.
There were no changes in the Company’s internal control over financial reporting during the three months ended March 31, 2023 that materially affected, or are reasonably likely to materially affect, the Company’s disclosure controls and procedures and internal control over financial reporting.
NEW ACCOUNTING PRONOUNCEMENTS
The following tables present Accounting Standards Updates (ASUs) issued by the Financial Accounting Standards Board (FASB) that are applicable to Hydro One:
Recently Adopted Accounting Guidance
GuidanceDate issuedDescriptionEffective dateImpact on Hydro One
ASU
2021-08
October 2021
The amendments address how to determine whether a contractual obligation represents a liability to be recognized by the acquirer in a business combination.
January 1, 2023No impact upon adoption
ASU 2022-02March 2022The amendments eliminate the troubled debt restructuring (TDR) accounting model for entities that have adopted Topic 326 Financial Instrument – Credit Losses and modifies the guidance on vintage disclosure requirements to require disclosure of current-period gross write-offs by year of origination.January 1, 2023No impact upon adoption


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HYDRO ONE LIMITED
MANAGEMENT’S DISCUSSION AND ANALYSIS (continued)
For the three months ended March 31, 2023 and 2022
HYDRO ONE HOLDINGS LIMITED - CONSOLIDATING SUMMARY FINANCIAL INFORMATION
Hydro One Limited fully and unconditionally guarantees the payment obligations of its wholly-owned subsidiary, HOHL, issuable under the short form base shelf prospectus dated November 22, 2022. Accordingly, the following consolidating summary financial information is provided in compliance with the requirements of section 13.4 of National Instrument 51-102 - Continuous Disclosure Obligations providing for an exemption for certain credit support issuers. The tables below contain consolidating summary financial information at March 31, 2023 and December 31, 2022 and for the three months ended March 31, 2023 and March 31, 2022 for: (i) Hydro One Limited; (ii) HOHL; (iii) the subsidiaries of Hydro One Limited, other than HOHL, on a combined basis, (iv) consolidating adjustments, and (v) Hydro One Limited and all of its subsidiaries on a consolidated basis, in each case for the periods indicated. Such summary financial information is intended to provide investors with meaningful and comparable financial information about Hydro One Limited and its subsidiaries. This summary financial information should be read in conjunction with Hydro One Limited's most recently issued annual and interim financial statements. This summary financial information has been prepared in accordance with US GAAP, as issued by the FASB.
Three months ended March 31
(millions of dollars)
Hydro One LimitedHOHLSubsidiaries of
Hydro One Limited,
other than HOHL
Consolidating AdjustmentsTotal Consolidated
Amounts of Hydro
One Limited
2023202220232022202320222023202220232022
Revenue167 159 — — 2,280 2,238 (373)(350)2,074 2,047 
Net Income (Loss) Attributable to Common Shareholders167 159 — — 466 486 (351)(335)282 310 
As at March 31, 2023 and December 31, 2022
(millions of dollars)
Hydro One
Limited
HOHLSubsidiaries of
Hydro One Limited,
other than HOHL
Consolidating
Adjustments
Total Consolidated
Amounts of Hydro
One Limited
Mar. 2023Dec. 2022Mar. 2023Dec. 2022Mar. 2023Dec. 2022Mar. 2023Dec. 2022Mar. 2023Dec. 2022
Current Assets120 117 — — 2,000 3,067 (754)(1,324)1,366 1,860 
Non-Current Assets3,470 3,469 — — 47,492 45,973 (20,895)(19,845)30,067 29,597 
Current Liabilities513 509 — — 2,558 4,455 (745)(1,312)2,326 3,652 
Non-Current Liabilities425 425 — — 31,040 28,801 (13,859)(12,813)17,606 16,413 
FORWARD-LOOKING STATEMENTS AND INFORMATION
The Company’s oral and written public communications, including this document, often contain forward-looking statements that are based on current expectations, estimates, forecasts and projections about the Company’s business, the industry, regulatory and economic environments in which it operates, and includes beliefs and assumptions made by the management of the Company. Such statements include, but are not limited to, statements regarding: the Company’s transmission and distribution rate applications including the JRAP and its proposed investment plan, resulting and related decisions including the DTA Implementation Decision, as well as resulting rates, recovery and expected impacts and timing; expected timing of the Company's update to its transmission and distribution revenue requirements; expectations about the Company’s liquidity and capital resources and operational requirements; the Operating Credit Facilities; expectations regarding the Company’s financing activities; the Company’s maturing debt; the Company’s ongoing and planned projects, initiatives and expected capital investments, including expected results, costs and in-service and completion dates; contractual obligations and other commercial commitments; the number of Hydro One common shares issuable in connection with outstanding awards under the share grant plans; collective bargaining and agreements and expectations regarding the ability to negotiate renewal collective agreements; expectations regarding directors; expected court date regarding the Chatham to Lakeshore project; expectations regarding the Waasigan Transmission Line project, including the Company’s plan to submit a Leave to Construct (Section 92) application to the OEB; future pension contributions; dividends; non-GAAP financial measures; internal controls over financial reporting and disclosure; recent accounting-related guidance and anticipated impacts; the MTN Program; the Universal Base Shelf Prospectus; and the US Debt Shelf Prospectus. Words such as “expect”, “anticipate”, “intend”, “attempt”, “may”, “plan”, “will”, “would”, “believe”, “seek”, “estimate”, “goal”, “aim”, “target”, and variations of such words and similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and involve assumptions and risks and uncertainties that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed, implied or forecasted in such forward-looking statements. Hydro One does not intend, and it disclaims any obligation, to update any forward-looking statements, except as required by law.
These forward-looking statements are based on a variety of factors and assumptions including, but not limited to, the following: the scope of the COVID-19 pandemic and duration thereof as well as the effect and severity of corporate and other mitigation measures on the Company’s operations, supply chain or employees; no unforeseen changes in the legislative and operating framework for Ontario’s electricity market or for Hydro One specifically; favourable decisions from the OEB and other regulatory bodies concerning outstanding and future rate and other applications; no unexpected delays in obtaining required regulatory approvals; no unforeseen changes in rate orders or rate setting methodologies for the Company’s distribution and transmission businesses; no unfavourable changes in environmental regulation; continued use of US GAAP; a stable regulatory environment;
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HYDRO ONE LIMITED
MANAGEMENT’S DISCUSSION AND ANALYSIS (continued)
For the three months ended March 31, 2023 and 2022
no significant changes to the Company's current credit ratings; no unforeseen impacts of new accounting pronouncements; no changes to expectations regarding electricity consumption; no unforeseen changes to economic and market conditions; recoverability of costs and expenses related to the COVID-19 pandemic, including the costs of customer defaults resulting from the pandemic; completion of operating and capital projects that have been deferred; and no significant event occurring outside the ordinary course of business. These assumptions are based on information currently available to the Company, including information obtained from third-party sources. Actual results may differ materially from those predicted by such forward-looking statements. While Hydro One does not know what impact any of these differences may have, the Company’s business, results of operations, financial condition and credit stability may be materially adversely affected if any such differences occur. Factors that could cause actual results or outcomes to differ materially from the results expressed or implied by forward-looking statements include, among other things:
regulatory risks and risks relating to Hydro One’s revenues, including risks relating to actual performance against forecasts, competition with other transmitters and other applications to the OEB, the rate-setting models for transmission and distribution, the recoverability of capital expenditures, obtaining rate orders or recoverability of total compensation costs;
risks associated with the Province’s share ownership of Hydro One and other relationships with the Province, including potential conflicts of interest that may arise between Hydro One, the Province and related parties, risks associated with the Province’s exercise of further legislative and regulatory powers, risks relating to the ability of the Company to attract and retain qualified executive talent or the risk of a credit rating downgrade for the Company and its impact on the Company’s funding and liquidity;
risks relating to the location of the Company’s assets on Reserve lands, that the company’s operations and activities may give rise to the Crown’s duty to consult and potentially accommodate Indigenous communities, and the risk that Hydro One may incur significant costs associated with transferring assets located on Reserves;
the risk that the Company may be unable to comply with regulatory and legislative requirements or that the Company may incur additional costs for compliance that are not recoverable through rates;
the risk of exposure of the Company’s facilities to the effects of severe weather conditions, natural disasters, man-made events or other unexpected occurrences for which the Company is uninsured or for which the Company could be subject to claims for damage;
the risk of non-compliance with environmental regulations and inability to recover environmental expenditures in rate applications and the risk that assumptions that form the basis of the Company’s recorded environmental liabilities and related regulatory assets may change;
risks associated with information system security and maintaining complex information technology and operational technology system infrastructure, including system failures or risks of cyber-attacks or unauthorized access to corporate information technology and operational technology systems;
the risk that the Company may not be able to execute plans for capital projects necessary to maintain the performance of the Company’s assets or to carry out projects in a timely manner or the risk of increased competition for the development of large transmission projects or legislative changes affecting the selection of transmitters;
risks relating to an outbreak of infectious disease, including the COVID-19 pandemic (including a significant expansion in length or severity of the COVID-19 pandemic, including the spread of its variants, restricting or prohibiting the Company’s operations or significantly impacting the Company’s supply chain or workforce; severity of mitigation measures relating to the COVID-19 pandemic and delays in completion of and increases in costs of operating and capital projects; and the regulatory and accounting treatment of incremental costs and lost revenues of the Company related to the COVID-19 pandemic);
the risk of labour disputes and inability to negotiate or renew appropriate collective agreements on acceptable terms consistent with the Company’s rate decisions;
risks related to the Company’s work force demographic and its potential inability to attract and retain qualified personnel;
the risk that the Company is not able to arrange sufficient cost-effective financing to repay maturing debt and to fund capital expenditures or the risk of a downgrade in the Company’s credit ratings;
risks associated with fluctuations in interest rates and failure to manage exposure to credit and financial instrument risk;
risks associated with economic uncertainty and financial market volatility;
risks associated with asset condition, capital projects and innovation, including public opposition to or delays or denials of the requisite approvals and accommodations for the Company’s planned projects;
the risk of failure to mitigate significant health and safety risks;
the risk of not being able to recover the Company’s pension expenditures in future rates and uncertainty regarding the future regulatory treatment of pension, other post-employment benefits and post-retirement benefits costs;
the impact of the ownership by the Province of lands underlying the Company’s transmission system;
the risk associated with legal proceedings that could be costly, time-consuming or divert the attention of management and key personnel from the Company’s business operations;
the impact if the Company does not have valid occupational rights on third-party owned or controlled lands and the risks associated with occupational rights of the Company that may be subject to expiry;
risks relating to adverse reputational events or political actions;
the potential that Hydro One may incur significant expenses to replace functions currently outsourced if agreements are terminated or expire before a new service provider is selected;
risks relating to acquisitions, including the failure to realize the anticipated benefits of such transactions at all, or within the time periods anticipated, and unexpected costs incurred in relation thereto;
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HYDRO ONE LIMITED
MANAGEMENT’S DISCUSSION AND ANALYSIS (continued)
For the three months ended March 31, 2023 and 2022
the inability to continue to prepare financial statements using U.S. GAAP; and
the risk related to the impact of any new accounting pronouncements.
Hydro One cautions the reader that the above list of factors is not exhaustive. Some of these and other factors are discussed in more detail in the section entitled “Risk Management and Risk Factors” in this MD&A.
In addition, Hydro One cautions the reader that information provided in this MD&A regarding the Company’s outlook on certain matters, including potential future investments, is provided in order to give context to the nature of some of the Company’s future plans and may not be appropriate for other purposes.
Additional information about Hydro One, including the Company’s Annual Information Form, is available on SEDAR at www.sedar.com, the US Securities and Exchange Commission’s EDGAR website at www.sec.gov/edgar.shtml, and the Company’s website at www.HydroOne.com/Investors.
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