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Gaz Métro Limited Partnership

Gaz Métro Limited Partnership. Scotia Capital Investing for Income Conference. Toronto, O ctober 7, 2004. Table of Contents. I. Company Overview II. Consolidated Financial Data III. Growth Possibilities IV. Five Strong Characteristics of Gaz Métro Units V. Conclusion VI. Appendix.

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Gaz Métro Limited Partnership

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  1. Gaz Métro Limited Partnership Scotia Capital Investing for Income Conference Toronto, October 7, 2004

  2. Table of Contents I. Company Overview II. Consolidated Financial Data III. Growth Possibilities IV. Five Strong Characteristics of Gaz Métro Units V. Conclusion VI. Appendix

  3. Company Overview

  4. Gaz Métro Overview • Pure regulated utility play with a limited partnership structure • Attractive 6.4% distribution yield 14.8% annualized total return since 1993 • Distribution of business income • Units not considered as foreign property in a RRSP • General partner management fees limited to $50,000/year • Limited responsibility of unitholders • Strong ownership

  5. Gaz Métro Strategy • Provide stable income to unitholders • Maintain strong credit rating • Consider strategic acquisitions with low risk and predictable and stable revenues • Achieve continuous growth

  6. Natural Gas Distribution Gaz Métro core business (100% regulated): • 97% of Québec Province gas distribution • Vermont sole gas distributor More than 10,000 km of gas distribution pipeline In % of 2003 consolidated results: Revenues 93% Gross Margin 85% Assets 78%

  7. Natural Gas DistributionPositioning • 3rd largest natural gas distributor in Canada • #1 natural gas distributor in Québec (97% market share) • Sole natural gas distributor in Vermont, United States

  8. Quebec gas transport and supply system Natural Gas DistributionGMLP Normalized Volumes: 194 Bcf System length: 9,318 km Number of Customers: 153,684 2005 base rate of return: 9.69% Capital Structure: 54% debt 7.5% deemed prefered equity 38.5% common equity Regulated by the Régie de l’énergie

  9. Natural Gas DistributionVermont Gas Normalized Volumes: 8 Bcf System length: 935 km Number of Customers: 35,032 2004 base rate of return: 10.98% Capital Structure: 36.9% debt 63.1% common equity Regulated by the Vermont Public Service Board

  10. Natural Gas Transportation Participation in two transportation networks: • TQM: 50% participation • PNGTS: 38.3% participation In % of 2003 consolidated results: Revenues 4% Gross Margin 11% Assets 18%

  11. Natural Gas Transportation TQM System length: 572 km 2004 base rate of return: 9.56% Capital Structure: 70% debt 30% common equity Regulated by the National Energy Board Regulated framework: cost of service and performance incentive mechanism

  12. Natural Gas TransportationPNGTS System length: 489 km Capacity 500 million cubic feet per day 2004 base rate of return: 12.50% Capital Structure: 60% debt 40% common equity Regulated by the Federal Energy Regulatory Commission

  13. Non-Regulated Activities Participation in businesses operating in various sectors, including: • Water sector: • Aqua Data (100%) • Aqua-Rehab (100%) • VDN Cable (20.57%) • CCUM (100%) In % of 2003 consolidated results: Revenues 3% Gross Margin 4% Assets 4%

  14. Consolidated Financial Data

  15. Highlights (As at September 30, 2003) • Annual Gas deliveries1 201.8 Bcf(Normalized) • System length 1 10,219 Km • Number of customers 1 188,716 • Number of employees 1 1,250 • Credit ratings 2-3 (S&P/DBRS) A / A • Stability ratings 3-4 (S&P/DBRS) SR-1/STA-1 (low) • Gaz Métro was included in the S&P/TSX Capped Income Trust Index in May 2004 (1) Québec and Vermont natural gas distribution. (2) Long-term debt. (3) Reiterated on February 25, 2004 by DBRS (4) Reiterated on July 13, 2004 by S&P

  16. Enterprise Value Gaz Métro enterprise value grew from $1.7 billion in 1993 to $3.6 billion in 2003

  17. Historical Financial Review In millions of $, CAGR = compounded annual growth rate Funds from operations: before change in non-cash working capital

  18. Historical Financial Review PBR was put in place in October 2000

  19. Projects in Development

  20. Growth Opportunities • Cogeneration / Generation • Take advantage of development of electricity and steam generation plants using natural gas • TCE Energy (600 MW) • Cogeneration’s request for proposal to be issued by Hydro-Québec • Natural Gas Distribution • Increase volumes in all markets • Landfill Gas • Take part in development of landfill gas in Québec • Opportunities in energy sector infrastructure through development or acquisition

  21. Five Strong Characteristics ofGaz Métro Units

  22. #1: Low Business Risk • 97% of revenues regulated - ROE linked with long-term Canada bond • Exclusive distribution rights in Québec • Attractive performance incentive mechanism • Upside potential of up to 375 basis points and limited downside risk • Pass-through costs: commodity, transportation and storage • Weather normalization • Market risk mitigated by: natural gas attributes, high conversion costs, need for natural gas in certain industrial processes, take-or-pay contracts with large industrial customers

  23. #2: Very High Stability in Cash Distributions • Gaz Métro policy is to distribute between 95% and 100% of its earnings, keeping its free cash flow ($100 M per year) to support its business growth

  24. #3: Long-Term Sustainable Growth • In a bull or bear market, Gaz Métro units create value * From January 1995 to August 2004 Source: Bloomberg

  25. #4: High Quality Credit Ratings • Gaz Métro benefits from high quality credit ratings maintained over the years • Stability rating SR-1 STA-1(low) • Long-term debt A A

  26. #5: Growth Potential • Potential growth through densification of actual network and through generation and cogeneration projects • Low cost of capital put Gaz Métro in a competitive situation for investing

  27. Conclusion

  28. Conclusion • Strong and stable business • Very high stability in cash distributions • Long-term sustainable growth • Low risk / low maintenance investment GAZ MÉTRO OFFERS TO ITS UNITHOLDERS:

  29. Appendix

  30. Market Data As of September 27, 2004 Ticker (TSX) GZM.UN Market price $21.13 Units outstanding 114.5 M Market capitalization $2,419.4 M Public float $612.1 M Enterprise Value $3,515.7 M Earnings per unit 1 $1.39 Price/Earnings 15.2x Annual cash distribution 2 $1.36 Actual distribution yield 6.4% (1) As of September 30, 2003. (2) Annualized distribution. Source: Gaz Métro, Bloomberg

  31. Mission and Objectives Mission: • Transport and distribute natural gas in Québec and the northeastern portion of the United States • Pursue non-regulated activities in the energy, water and fibre optics fields Objectives: • Financial: Provide stable and predictable return accompanied by growth in value over time • Commercial: Provide high-quality energy services at the lowest possible cost

  32. Corporate Structure (As of July 23, 2004) Régime des rentes du mouvementDesjardins Caisse (General Partner) BC Investment Management Corporation Solidarity Fund QFL SNC Lavalin Inc. 8.33% 52.78% 16.67% 11.11% 11.11% Enbridge Capital Infragaz L.P. Gaz de France 50.38% 32.06% 17.56% Noverco Inc. 100% GMi General Partner Limited Partners 74.7% 25.3% GMLP Public Natural gas distribution Natural gas transportation Non-regulated activities GMi: Gaz Métro inc. GMLP: Gaz Métro Limited Partnership Caisse: Caisse de dépôt et placement du Québec BC investment Management Corporation: two trust members of the group hold respectively 9.44% (bcIMC (PPSAF) Investment trust No.1) and 1.67% (bcIMC (WCBAF-PPSAF) Investment Trust No.1) of the participation

  33. Fiscal Considerations • Eligible investment for RRSP purposes without any restrictions. Since January 1999, units of the Partnership are no longer deemed to be foreign property. • Income is taxable as business income and partners have to file a Federal Income Tax Return as well as a Québec Income Tax Return, regardless of their residency status. • Partners are allocated their share of the Partnership’s taxable income on a pro rata basis in accordance with distributions received. Income tax information slips (T5013 for federal purposes and Relevé 15 for Québec purposes) are prepared and issued by the brokers in accordance with a guide prepared by the Partnership. Also, the Partnership prepares an explanatory guide for the preparation of corporate and individual Income Tax Returns. This guide is sent with the tax information slips.

  34. Fiscal Considerations (cont'd) • The Partnership’s income for tax purposes differs from accounting income due to differences between accounting principles and tax legislation. For the fiscal year ended September 30, 2003, income for tax purposes exceeded distributions by 10.2% for federal purposes and 9.7% for Québec purposes (based on financial statement figures). • Partners that hold their units in a non-taxable vehicle, such as a RRSP, are in no way affected by the difference between income for tax purposes and distributions received. Income earned in such a vehicle is taxable only when investments are withdrawn. • Under the terms of the Partnership Agreement, a partner who is a “non-resident” of Canada can be required to sell his units to a person who is not a “non-resident” of Canada accorded to the Income Tax Act.

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