TransAlta Corporation Third Quarter 2015 Results Conference Call & Webcast Transcript

Transcription

1 TransAlta Corporation Third Quarter 2015 Results Conference Call & Webcast Transcript Date: Friday, October 30, 2015 Time: Speakers: 1:00 PM MT/3:00PM ET Dawn Farrell President & Chief Executive Officer Donald Tremblay Chief Financial Officer John Kousinioris Chief Legal and Compliance Officer Todd Stack Vice President and Treasurer Jaeson Jaman Manager, Investor Relations

2 1 OPERATOR: Welcome to the TransAlta Corporation 2015 Third Quarter Results Conference Call and Webcast. As a reminder, all participants are in a listen-only mode and the conference is being recorded. After the presentation, there will be an opportunity to ask questions. To join the question queue, simply press star, and one on your touch-tone phone. Should anyone need assistance during the conference call, they may signal an operator by pressing star, and zero on their telephone. At this time, I would like to turn the conference over to the Jaeson Jaman, Manager, Investor Relations. Please go ahead. JAESON JAMAN: Thank you. Good afternoon and welcome to the TransAlta Third Quarter 2015 Conference Call. My name is Jaeson Jaman, Manager of Investor Relations. With me today are Dawn Farrell, President and Chief Executive Officer; Donald Tremblay, Chief Financial Officer; John Kousinioris, Chief Legal and Compliance Officer; and Todd Stack, Managing Director and Treasurer. The call today is webcast and I invite those listening on the phone lines to view the supporting slides which are available on our website. A replay of the call will be available later today and the transcript will be posted to our website shortly thereafter. All information provided during this conference call is subject to the forward-looking statement qualification which is detailed in our MD&A and incorporated in full for the purposes of today s call. The amounts referenced are in Canadian currency unless otherwise stated. The non-ifrs terminology used, including comparable gross margin, comparable EBITDA, comparable funds from operation, comparable free cash flow, and comparable earnings are reconciled in the MD&A. On today s call, Dawn and Donald will review our third quarter operational and financial performance, provide an update on recent events and activities, and then open the call up to questions. With that, let me turn the call over to Dawn.

3 2 Thank you, Jason, and thanks to all of you who have joined us today. As you will see, we've delivered a solid third quarter despite low power prices here in Alberta and in the Pacific Northwest, and we expect solid cash flows for the remainder of 2015 and into Donald will take you through this in more detail later, but I want to spend some time talking about our key decisions we've made that ensure that we have diversified cash flows and a strong financial position despite weak market conditions. I also want to review our proposal on how Alberta can transition away from coal even sooner to meet its CO2 objectives without having a significant impact on the industry, on jobs, and on power prices. We refer to this as our Dial Down - Dial Up strategy, and we'll talk a little bit about that during the call. Now, specifically the actions we've been and will continue to take include continuing to return value to shareholders through the payment of our quarterly dividend of $0.18 per share; enhancing our free cash flow through reductions to our cost structure which we announced in September and continue to pursue asset dropdowns to TransAlta Renewables; pursuing more project level debt to reduce debt at the corporate level, we started this a few months ago with a very successful debt offering and will continue with this strategy; continuing to own approximately 7% of TransAlta Renewables and using it more actively to pursue opportunities; continuing to remain disciplined in terms of the returns that we expect from growth. I want to start my discussion with comments on the business as a whole. TransAlta's business fundamentals remain solid despite the challenging economic landscape in Alberta. Later in the call, Donald will provide you with our 2015 and 2016 guidance, which will illustrate the confidence we have in our business despite our belief that the Alberta economy and power prices will continue to be weak into Our confidence in this guidance lies in the fact that we made decisions and took actions in 2015 to streamline our decentralized operating model, significantly cut overhead, hedge to lock in value, add renewable generation, and complete the dropdown of our Australian assets to TransAlta Renewables. Further, the decision to settle with the MSA reduces uncertainty and sets us on the path to be to rebuilding trust with regulators, customers and employees and the public. This was a live activity, but we are now positioned for 2016 and beyond to weather any additional headwinds that may arise.

4 3 We are maintaining the dividend at its current level. The outlook for 2016 is robust and our business fundamentals are strong. We are delivering on the plan we set out at the beginning of this year and continue to make progress strengthening our balance sheet. If factors do change in Alberta's climate around climate change policy or the economy and persistent low power prices and those factors have a much greater negative impact on our business, it would be prudent for us to revisit our dividend policy and we will do that at that time. Now, despite all of the progress we've made so far this year, attracting potentially new investors into our stock continues to be difficult. There continues to be concerns about an anti-coal environment and the corresponding potential risk to our cash flows. This, coupled with the economic uncertainty associated with the recession in Alberta, has had a clear affect on our stock, which has traded down this year by almost 50% since about May. Our current share price implies a very low value for our coal assets, and does not reflect the solid cash flows they will deliver for the next 10 to 15 years. It doesn't reflect the significant post-ppa upside or the optionality we have in those assets to convert our units to gas or to invest in carbon capture and storage. In addition to our existing coal fleet, our hydro assets, which make up 90% of the hydro generation in Alberta, and our wind assets, which have generating capacity of approximately 475 megawatts in Alberta, will be positioned to capture the value created by changes to climate policy in Alberta once they're announced and whatever they might be. Today, we want to help shareholders put their concerns regarding the future of our coal plants behind them. Whatever the future will be, our actions over the last quarters and our plan going into 2016 has us ready. To that end, I want to take a bit of time this afternoon to reiterate the important steps we're taking as a Company to continue with our transition to a clean power company. The first step in our plan is to continue to focus on strengthening our balance sheet by executing our dropdown strategy to reduce debt and ensure we remain investment grade. In 2016, our EBITDA is expected to be in the range of $990 million to $1.1 billion, and we expect 55% to 60% of this will be from gas, renewables, and energy marketing. In the current low price environment in Alberta, funding the growth of our gas and renewables business has added stress to our balance sheet. We have worked closely with all the rating agencies, including Moody's, to ensure that our plan of using further

5 4 drop-downs to reduce debt will allow us to remain investment grade. Moody's view is that it is unlikely we will able to meet the criteria they set for our industry within their timeframe, and they may take rating action in the future. We believe that our current plan meets the criteria set by the three other rating agencies, and going forward, we will focus more heavily on these agencies. Strengthening our balance sheet will provide us with the stability and the flexibility required for 2018 and beyond when new clean power will be needed to replace coal plants in Alberta, creating significant investment opportunities. So this brings me to our second step in our plan: advocating for what we call the Dial Down Coal - Dial Up Renewables proposal. Our policy framework is simple. Instead of paying SGER charges based on intensity, we believe we can reduce generation in low priced hours and have a measureable impact on the actual environmental emissions in the province immediately. This Dial Down creates NOx, SOx, and CO2 reductions immediately. Under our approach, new generation would also be required to have a renewable component. The amount of renewables would be set by the government, but we are proposing a model that is cost effective and increases renewable generation to 25% of Alberta's fuel mix by 2030 from a modest level of only 8% today, and we're measuring that based on energy. This means that by 2030, coal-fired electricity would have the same market share as renewables have today in the province. You can see this in the chart on Slide 5 that illustrates the change in Alberta's electricity fuel mix over the next 15 years under the Dial Down - Dial Up plan. We need clarity on the new environmental regulatory rules for gas, but it's clear that gas must be an essential part of the transition to keep electricity affordable for Albertans. Keeping some coal in the fuel mix ensures that the province has firm capacity available which also supports the accelerated growth in renewables, and a phased transition is essential to keep consumers' and businesses' electricity costs from spiking and creating market volatility. There are many competing proposals in the market for accelerating the reduction of greenhouse gases in Alberta, all of which are more expensive to consumers than ours. Our proposal envisions a parallel phasing out of coal while phasing in renewables which protects consumers and requires no government support or payment for stranded capital. Step three of our plan is to focus on growing our Renewables portfolio. As you can see on Slide 6, there is significant optionality and opportunity for investment in Renewables over the next 10 to 15

6 5 years. We are examining a significant investment opportunity on the North Saskatchewan River that would quickly ramp up our Renewables portfolio. It includes new hydro at Brazeau Forks and the expansion of the existing Brazeau and Bighorn dam. In total, this would add up to 700 megawatts of total hydro expansions on the North Saskatchewan River. We are also evaluating large solar projects in the Wabamum area, the site of our current coal mine and Sundance facilities. TransAlta has already more than doubled its installed renewable energy capacity in North America since 2008 to 2,315 megawatts this year, including hydro, wind, and solar. We are already on the right side of the renewables transition, and this is a trajectory that we want to stay on as we accelerate the Company towards clean power. As part of our transition from coal, our plan is to delay our Sundance unit 7 beyond We are doing this for several reasons. First, market growth is slowing here in Alberta and additional capacity is not needed to somewhere in the 2020 to 2022 timeframe. Our project can be ready for any one of those years. Secondly, we need a clear government policy framework for gas. Simply moving greenhouse gas risk from coal to gas is not helpful to our shareholders. Finally, we need a market structure to support contract for renewable and gas projects, such as our Sundance unit 7. But that project is ready, it's permitted, it has everything it needs to go; it just needs the right market and the right conditions for us to make a decision there. Step four is to continue to grow TransAlta Renewables. We have a solid pipeline of assets that can be dropped down and we'll continue this strategy. The chart on Slide 7 shows the potential we have to do this as we move forward. We believe that TransAlta Renewables is a solid investment for shareholders who want stable and secure dividends with moderate growth. We will continue to own approximately 70% of TransAlta Renewables, but we will also be prepared to flex our ownership both up and down when opportunities present themselves. We will develop renewable projects and get them ready for TransAlta Renewables at the right time. TransAlta Renewables does not retain significant cash to grow as you know this company has a high payout ratio.

7 6 Our final step is to restructure our debt by moving to project level debt for our contracted assets which will replace corporate debt that is set to start rolling off in We will start this process to ensure we have the discipline to repay principal, and can also take advantage of good prices for that kind of debt. Donald will talk later about the success we had earlier this year in deploying this strategy at TransAlta Renewables. Our plan is clear, the team here is committed to following through on the steps I just outlined to deliver the value in TransAlta that we know exists. We are hopeful that changes to Alberta's policy will be made responsibly to ensure that the province meet its greenhouse gas reduction targets, that consumers are protected from high power prices, that renewable generation is accelerated, that jobs are protected, and that economic growth is supported. Our plan is to focus on strengthening our balance sheet to ensure we're ready for these decisions when they are made. Moving on to the performance this quarter, overall, our third quarter results came in better than the third quarter of The coal and gas segments posted improved EBITDA over the prior year; however, this was offset by weaker performance in wind and hydro due to pricing. Highlighting Canadian Coal for a moment, our focus on cost control and efficiency continued to pay off at Alberta Thermal. The decision-making I spoke about during our second quarter call continued to surface value in the quarter. Availability was much improved over the second quarter and this is attributed to work done earlier this year, along with having only one planned outage in the quarter. As expected, the energy marketing business returned to normal levels at $10 million in gross margin. This business is refocused under new leadership and we expect that the fourth quarter will be another successful quarter. Donald will speak in a moment to the details of each business segment, what drove their performance and where we saw a shortfall. Transitioning for a minute to growth, we continue to move forward at South Hedland. It's an exciting project and it's keeping our Australian group very busy. Some of the highlights here include the

8 commencement of manufacturing of primary electrical equipment and scheduling for the delivery of major equipment in the fourth quarter. 7 Additionally, during the quarter we completed a number of transactions that we've announced earlier this year. Included in this activity was the Poplar Creek transaction which extended the contract seven years and which closed on September 1. As well, we completed the acquisition of our first solar asset in Massachusetts and a 50-megawatt wind facility in Minnesota. On the growth front, we do continue to see a number projects and we diligently review those that meet our screening criteria. Our strategy here is well defined and we've talked about it a lot in the past. We remain interested in growth but it must advance our strategic goal of transitioning from coal, it must be accretive to our business, and it must provide strong returns for our shareholders. With that I'll turn our call over to Donald for a review of the quarter and an update of our financing plan. Thank you. Before I get into the detail of the business segment performance, I want to address a few things. As Dawn mentioned at the outset of the call today, TransAlta's fundamentals remain strong. As you will notice from our guidance, we are confident in the ability of our business to generate $1 billion in EBITDA and to provide strong cash flow from our highly contracted asset base. We will continue to work in the fourth quarter of 2015 and in 2016 to strengthen our balance sheet. The plan that we set at the end of last year remains valid and we continue to execute his plan. Moody's rating and commentary is indicative of their view; however, we continue to maintain an investment grade rating with S&P, DBRS and Fitch, and this is what we will focus on now. One of our key achievements this quarter was the financing for the Wolfe Island Melancthon wind facilities in Ontario. We raised $442 million non-recourse debt secured by the two wind projects for a duration of 13-years at a rate of approximately 3.8%. This is a great accomplishment and a strategy we think we can repeat over time with other projects. Our goal over time is to push our debt to the project level and match the duration of our debt with the life of our asset. With this strategy, we will significantly enhance our financial flexibility.

9 8 With respect to guidance for 2015, we have reviewed our year-to-date performance and considered our ability to meet the targets we had set out for the year. Our current view is that EBITDA is coming in at $980 million to $1.10 billion for the year; $20 million to $30 million below our previous guidance. However, our FFO guidance remains within the range we set in February, and was positively impacted by gain on certain foreign exchange contracts, not including EBITDA, and lower cash taxes. Sustaining capital will be at the lower end of our guidance as we reported earlier this year, as will the dividends on our preferred shares since we decided not to issue more shares this year. As a result, our free cash flow should be within the guidance we set at around $1 per share excluding non-comparable items. Normally we do not provide next year guidance until early in the New Year. But given the current market conditions, we felt it was appropriate to provide shareholders with additional information to support our outlook. Next year, we expect the business to deliver similar performance to Our guidance ranges are based on the assumption that prices will remain low in Alberta and the Pacific Northwest. Our coal business in Alberta is not significantly impacted by lower prices due to its high level of contracts, but Centralia and the renewable assets in Alberta will continue to be affected. We expect EBITDA to be in the range of $990 million to $1.1 billion next year. Sustaining capital should be in the range of $330 million to $350 million. Free cash flow is expected to be between $250 million to $300 million excluding non-comparable items. Now moving on to my comments regarding the third quarter performance. As Dawn mentioned earlier, overall, the third quarter results were better than the same period in 2014 despite much lower power prices in Alberta and the Pacific Northwest where we have merchant exposure. Prices in Alberta and the Pacific Northwest were $26 and $29 respectively in the third quarter as compared to $64 and $36 last year. Low power prices in Alberta had a limited impact on our Canadian coal business, but our wind and hydro business were impacted. EBITDA for this quarter was $219 million, up $7 million over Year-to-date, EBITDA is $677 million compared to $735 million for the same period in 2914 as a result

10 our low prices affecting our wind and hydro business, and lower contribution from the energy marketing segment year-over-year. 9 Canadian Coal delivered $101 million of EBITDA. This is an improvement of $30 million over last quarter and $9 million over the same period last year due to efficiency gains at our mine reducing our coal costs, and reductions in our OM&A. Availability, at 86%, was up significantly over last quarter but below 89% achieved in the third quarter of With the planned outage at Keephills now complete, we have finished all scheduled maintenance for 2015 at Canadian Coal. Similar to the second quarter, there were derates during the periods of warm weather. These issues can never be completely eliminated; however, we believe the actions taken by the team in the second quarter contributed to improve the performance in this quarter. US Coal delivered EBITDA of $3 million lower than last year. Coal inventory write-down of $17 million negatively impacted the US Coal performance. The inventory write-downs were partially offset by mark-to-market gains associated with hedges put in place on future generation. Gas EBITDA increased $3 million from Q3 of last year and $8 million year-over-year due to the contribution from the Australian natural gas pipeline and the impact of stronger US dollar on certain contracts in Australia. The contract profile of our gas business allowed it to deliver consistent and predictable performance quarter after quarter. Production from our wind portfolio in the quarter was up over the same period in 2014, with higher West Wind volume contributing to the positive variance. However, the West Wind portfolio received low market clearing prices in the third quarter and could not offset the lower production we saw in the East. Hydro in Alberta was impacted by lower prices and decreased volatility during the quarter, limiting our ability to optimize the portfolio. Finally, Energy Marketing returned to expectations, posting a margin of $10 million with EBITDA of $6 million in the quarter compared to a loss of $4 million last year.

11 10 FFO for the quarter was $126 million, which is $19 million below the same period in prior year. The EBITDA improvement is tempered by the mark-to-market losses that we incurred in the second quarter impacting our FFO this quarter. Year-to-date, FFO is $40 million lower compared to 2014, mainly due to lower EBITDA, partially offset by lower cash taxes, realized foreign exchange gain, and lower cash interest expense. Sustaining capital, excluding insurance recovery, was $79 million for the quarter and $253 million yearto-date. This is tracking well towards our revised guidance for the year of $305 million to $320 million. As mentioned earlier, the $442 million project financing at Wolfe and Melancthon closed on October 1. The proceeds were used by TransAlta Renewables to pay down inter-company debt with TransAlta. Our debt level at the end of the quarter was impacted by incremental debt of approximately $100 million related to the acquisition of the solar facility that closed this quarter, and approximately $300 million due to the strengthening of the US dollar compared to the end of last year. Our US debt is fully hedged by US denominated assets in the US and Australia or through financial instruments. Our PP&E and risk management assets have gained in value with the strengthening of the US dollar in If the Canadian dollar remains at current levels, we expect our debt to be at higher levels than anticipated at the end of the year, and accordingly, our FFO to debt would be at a lower level. As of September 30, we had $1.1 billion of unsecured corporate debt denominated in Canadian dollars, and $1.6 billion denominated in US dollars. This is down $500 million since the beginning of the year. Nonrecourse debt to TransAlta was $330 million at the end of the quarter, including CHD debt. This increased to $770 million after we closed the financing of the two wind projects in October. We had $900 million of liquidity at the end of the quarter. This was increased by $400 million in early October when we closed the project financing discussed before. We continue to evaluate the possibility of executing another drop-down in the next few months to continue increasing our liquidity. We have no significant debt coming due in Our next material debt maturity is in second quarter of 2017 when $400 million US dollar bonds are maturing. We expect this to be paid with a mix of surplus cash generated by the business over the next 18 months and project level debt using some of our existing assets.

12 11 I will now turn the call back over to Dawn. Thanks, Donald. Lots of information today. We believe our strategy is clear, and, of course, we know that we will continue to execute. We've had a strong third quarter and continue to expect solid performance from our business for the remainder of the year and for We are focusing on strengthening the balance sheet by executing on our drop-down plan with TransAlta Renewables. We will also restructure corporate debt to project debt where possible. We're delaying Sun 7 for now and we'll focus on developing and growing our renewables portfolio. We are advocating for a sensible policy framework in the province of Alberta. We continue to believe that Alberta can thrive and grow in an environment where policies balance the environment, economy, and society. Our intention is to lead the discussion of policy solutions that drive prosperity and jobs while also leading on the environmental agenda. With that, I'll turn the call back over to Jaeson for questions. JAESON JAMAN: Thank you, Dawn. We will answer questions from the investment community first, and then open the call to the media. I would also remind you that my team and I will be available after the call for any follow-up questions you may have. Operator, we will now take questions, please. OPERATOR: Thank you. Ladies and gentlemen, we will now begin the analyst question-and-answer session. Any analyst who wishes to ask a question may press star, and one on their touch-tone phone. You will hear a tone acknowledging your request. Please ensure you lift the handset if you're using a speakerphone before pressing any keys. If you wish to remove yourself from the question queue, you may press star, and two. Any analyst who has a question may press star, and one at this time. There will be a brief pause while we compile the question and answer roster. Thank you. Our first question is from Linda Ezergailis from TD Securities. Please go ahead.

13 12 LINDA EZERGAILIS: Thank you. I'm just thinking about the Alberta government's policy guidelines ahead of the Paris Conference in just over a month. I'm wondering - do you expect to have enough information from the government to make major investment decisions or do you think it'll take some time after that for there to be enough detail or certainty to make an investment? So, Linda, thanks for your question. I see you got first in the queue again. I think you've done that for about six calls in row, so good going. I don't know how to answer that question actually. I think we'll have enough information to be able to plan ahead because I think they'll give us directions, but I don't think that will have enough information to actually know how to figure out specific impacts in the shortterm because it depends on if what they do impacts the energy market - there would have to do a lot of work done on that. But I think we know directionally they want to go for more renewables and we know directionally they want to phase out coal. I think it's already given me the confidence to put Sun 7 on the shelf for now; get the teams focused on Brazeau and solar because I believe fundamentally when I look at that decade in between 2020 to 2030, that those kinds of projects will be needed. If I was to think about your question in terms of how we think about the capital and the coal plans, I don't think we'll have specific enough numbers or direction by the end of November to know how to think about that. So that's the one area where I'm not confident yet. LINDA EZERGAILIS: Okay, that's helpful to know. I realize its early days, but how are you thinking of the capital intensity of some of your hydro initiatives in Alberta? What you mean by that? LINDA EZERGAILIS: A cost estimate.

14 13 Oh. Well, hydro is expensive, right, but what we're looking at is that you can't really have a good renewable/lower gas environment, which is I think the policy objective, without hydro. It's impossible, because you need that hydro to be there at 6 o'clock at night for the four months in the winter where it's dark at 4 o'clock. So I think there will have to be some sort of way to ensure that hydro gets into the system. So us getting those projects ready I think is prudent, but they'll be a lot more expensive than let's say a natural gas plant would be. LINDA EZERGAILIS: So then just to clarify, in terms of economics, you might need a capacity market or a long-term contract or something like that? Yes, if we look at the next five to seven years, you can do our Dial Down and basically quickly get some gas reductions, and then you trade SGER for that. There is enough surplus in the market here that you don't need a lot of new growth in the short-term. You can save in renewables slowly at the front-end of that and not necessarily have to change the market structure, but if you want to go to bigger projects, longer-term projects with more capital intensity into them, you would have to be ready with a market that shifts to a capacity market in that 2023 to 2025 timeframe in my view. LINDA EZERGAILIS: Okay, that's helpful. Maybe I'll jump back in the queue. OPERATOR: The next question is from Paul Lechem from CIBC. Please go ahead. PAUL LECHEM: Thank you. Good afternoon. Just looking at your guidance for the next year, I was just wondering if you can give us thoughts about the factors which will go into meeting the low end versus the high end of your guidance? Is it power pricing? Is it operational issues? What are you thinking about the range that you've given us?

15 14 Yes, certainly availability will have an impact mostly at Canadian Coal where availability could move the needle a little bit, and pricing as well in our renewables business, Paul, could have an impact. We are using low power prices but if prices go slightly lower or there is no volatility in the market that will have an impact. So those are the big drivers I think that could have an impact on the EBITDA and FFO next year. PAUL LECHEM: What is the power price assumption you're using for next year? Thirty five dollars. Thirty five dollars for the spot market. Paul, for example, remember that wind is discounted in the market when it blows, and so our $35 assumption would go into our models and then there would be a wind discount that would be picked up from there, and the $35 would be the price that we'd be thinking about for our hydro as well; the unhedged portion of our book. Our book is highly hedged. Yes, exactly. We're approximately 85% contracted for next year already. PAUL LECHEM: Got you. You talk about looking at the dividend if conditions warrant. What would be the factors that would cause you to seriously consider a change in the dividend policy, and how would you rank that versus drop-downs or project level debt? Just trying to understand what would cause the dividend I think the key uncertainty I mean you see it in the value of the Company, right, Paul. You see that right now the market doesn't know how to value our coal cash flows because of the uncertainty in the policy framework. So to be prudent, we don't know if that policy framework would affect us in 2017 or not. We don't know how big it could be. We have our own proposal and our proposal is very much designed around something that we think is prudent for the province, but we're not the decision-makers;

16 15 we're just the advocators. So I think a factor around what that greenhouse gas policy looks like would we'd have to consider that quite closely. I just did a calculation in my office. If I took out the June month where there was quite a spike, it's been trading in that $32, $33 range, but the economy is really weak. So if we thought that a weak economy was going to persist for a long period of time, we'd have to think about that. So those are probably the two biggest factors that we'd be thinking about. PAUL LECHEM: Okay. Last question just around the Dial Down part of your proposal. So you're suggesting removing some of your coal in off-peak hours. How do you get compensated for that? Is the mechanism that you are excluding the coals facilities then from the SGER, and do you think there will be a response in the power price, and if so what would that be? What are you thinking that would be? It requires a policy change by government, so basically what the government has to do is set a hard cap for each of the coal plants that basically says you can't create greenhouse gases above a certain level. We would advocate that that cap be tradable between plants and also between participants here in the market. I might have to turn this over to John because I'm going to lose my voice. What would happen is you'd have to change that SGER from being intensity-based to mass-based. So what it would basically say is instead of paying with SGER, we would get rid of the greenhouse gases. So effectively SGER is a pay-to-pollute, and you'd change it so that instead of paying-to-pollute you couldn't pollute, and that would reduce the greenhouse gas with NOx and SOx. PAUL LECHEM: But what's the offsetting compensation for you to do that? Well, right now the SGER is $6 a megawatt hour, right? So instead paying $6 a megawatt hour you don't produce in a low-priced hour where you have lower profitability. PAUL LECHEM: Do you think that's enough to offset the lost opportunity?

17 16 Yes. It works out fairly well. I mean it's uneven and a bit lumpy, but on average over a year, if you're allowed to do it over a year, that's where you can get the offsetting compensation. PAUL LECHEM: Okay. Thanks, Dawn. I appreciate it. Yes, thank you. OPERATOR: The next question comes from Rob Hope from Macquarie. Please go ahead. ROB HOPE: Hi. Thank you and good afternoon, everyone. I was hoping you could add some colour on some media reports out over the last week or two regarding that there could be a potential sales process on for TransAlta? No, we don't comment on that kind of speculation. ROB HOPE: All right. Maybe shifting gears to RNW, how are you looking at the attractiveness of drop-downs with the recent decline in share price? Would you be willing to do something in the near term to improve your balance sheet or would you prefer to get a more robust share price there? Clearly it's a bit more challenging to do accretive transactions when share price are at the levels they are currently. We have time. We believe RNW is like a great vehicle. We believe at some point the market will turn around. RNW was impacted but much less than some of its comparable peers in the US. We are also looking at how could we structure deals that are accretive even when prices are not as high. So we're looking at different options currently.

18 17 I think the answer is yes, yes and yes. It could be now, it could be a little bit into the future because we have time, and accretion to that vehicle is important in the structuring. ROB HOPE: All right, thank you for the colour. I'll hop back in the queue. OPERATOR: The next question is from Andrew Kuske from Credit Suisse. Please go ahead. ANDREW KUSKE: Thank you. Good afternoon. You've obviously got a lot of opportunities to drop things into Renewables, so you've got a big slate of assets you've highlighted in the slide, and clearly you've got to get the economics to work for both parties. But how do you conceptually think about just TransAlta at a corporate level out in the future? You've laid out a pretty big impressive pipeline of assets you can drop in. If we look at TransAlta Corporation today, the lion's share of value if not all the value at corporate level is represented by the share prices; really your stake in Renewable. So I mean how do you think about things with the market transition and capital needs you may have? Just how do you position TransAlta as an entity and what's the outlook? Yes, and I think as you look forward and you see our strategy, I mean over time we want to get TransAlta Renewables with the right level of assets, and they'll be contracted assets so we want to make sure we've got the right level of debt there. That's really what's behind our strategy of switching to project level debt and paying down the corporate debt. Effectively over the long-term you could imagine that whatever debt is left there would be for the coal assets, and it would be sized appropriately for the merchant risks that would be there. But we also carry the merchant risk in TransAlta around anything that we have in the market that has some variability to it. We'll have to think about where hydro ultimately goes. Hydro should go to TransAlta Renewables but it has to go in a secure way so there'll be a portion always that will be in TransAlta. So I would say longer-term you would see TransAlta as more the growth vehicle and TransAlta Renewable as the yield vehicle. Right now, the

19 yield that would be coming through to TransAlta shareholders would sensibly come from our ownership position in TransAlta Renewables. 18 ANDREW KUSKE: Okay, that's helpful. Then maybe if I might ask a question is for Donald, and it's really just on the financing market that you're looking at and financing essentially on the assets, whether you're going to do project financing mortgage-type securities. What are you thinking as far as interest rate differentials between the traditional financing that was done on a corporate basis versus on the assets, and what other levers are you looking at? Are you looking at amortizing debt; bullet payments? So in terms of the differential in the cost? ANDREW KUSKE: In cost, yes. Currently it's hard to compare with TransAlta because I think we are trading a bit offside of what has been like a (inaudible 41:29) like yield. So normally project debt secured by the asset will give us very attractive financing rates. The last one we did was in the range of 250 to 275 basis points over the benchmark, so that's pretty good. We believe we can replicate that. In terms of amortization, that goes with the asset. So some assets are more perpetual in nature like our hydro. Some assets have finite life like wind or gas fired. So the goal is to have duration that will match the life of the assets so when the asset is due to be replaced that there is no more debt on the asset and we can basically start fresh. ANDREW KUSKE: Okay, that's helpful. Thank you. OPERATOR: The next question is from Robert Kwan from RBC Capital Markets. Please go ahead. ROBERT KWAN:

20 19 Good afternoon. If I can come back to the RNW drop-down and how the RNW share price coming down, you noted, Donald, makes it a little tougher. I'm just kind of wondering, though, there is a couple different approaches. The one would just be it's a relative game and with their multiple being above the corporate multiple you can use that arbitrage. The other hand is, is that may cause you to drop things down at a valuation that you see is below fair value. So I'm just wondering if you can give some colour as to how you're approaching balancing those two? Yes, so there is a lot of ways to basically approach this. When you do the valuation there may be some compromise we're making with TransAlta Renewables given we're owning 75% of it to make a transaction accretive for the other 25% of shareholders so we can raise capital. The challenge is how does Renewables fund the transaction and have a successful access to capital markets? There is clearly a way that we can use to engineer this to the benefit of TransAlta as a whole. We keep reminding everyone we own today 76% of TransAlta Renewables. We may not own 76% forever, that may go back to the 70%. But all that being said, we're a big shareholder and whatever value TransAlta Renewable gains because we do a successful transaction, we capture that appreciation on our shares that we own. So we clearly consider those things, Robert, and we're looking at that. ROBERT KWAN: So put differently, does the RNW share price, assuming it's moving roughly in lockstep with TransAlta Corp., is that a big consideration for you? Yes, it is, okay? We think that they should not be trading necessarily in step. TransAlta Renewables, it's much more like a more stable business with contracts. It should have a more stable profile than TransAlta. Over last few months, we saw a lot of volatility on both. Some of that caused by markets, if you look at what's going on in the US and the situation on interest rates going up, down, staying flat, so that had a huge impact. But we should expect TransAlta Renewables to trade at a different multiple than TransAlta for sure.

21 20 Yes, but I would just say kind of generally without being an expert on financial restructuring, when we're doing our calculations now on how to set things up between the two companies, we are finding ways to get the right value that we want and to make the deal accretive to TransAlta Renewables. So we do have ways to do that. ROBERT KWAN: Understood. I guess the second question, just it was around the low power prices we've had in Q3 and then at least quarter-to-date here in Q4. I guess maybe it's a quick two-parter. One, you said you've got $35 power in the next year's guidance. What if it's $25? How does that change the numbers? Then second just at a higher level, historically you've been making a lot of decisions and planning around the coal units for the upside in 2021, and I'm just wondering does the current power price environment and the weak economy any potential changes in the climate change side cause you to think differently about how you're approaching the coal units if potentially power prices are to stay low kind of through 2021 and beyond? DONALD TREMBLAY So just to go back, prices are pretty low in October but that's a shoulder month. December, January, February, March should be better. When you look at forward for 2016 and even for the rest of Q4, they're all above what we have in our plan, and we have been hedging as much as we could so we have very limited exposure for Q4 and for the early 2016 to power prices. So we're trying to capture that position as much as we could. So low power prices, if they're volatile, will have an impact on our wind. It will have very limited impact on coal. Dawn, do you want to take the question more long-term? Yes, on the long-term, so remember the PPAs are priced in that $35 range, right? So it's pretty hard to make those plants uneconomic. Now we have to wait and see what the policy environment might look like, but even with the SGER where it's at, which is much higher, the coal plants beat everything else here. So we will definitely be optimizing the capital, looking at end-of-life studies, all that kind of stuff

22 that you would do if you were in a different kind of environment, but really even in the current market we have the economic incentive to run the coal plants, and we'll continue to do that as we get to ROBERT KWAN: Okay, that's great. Thank you very much. OPERATOR: The next question is from Charles Fishman from Morningstar Investment Research. Please go ahead. CHARLES FISHMAN: Hi. I'm just a little confused. The Dial Down - Dial Up proposal, what forum have you provided that? I mean was that something that was asked for by the province, or I'm little bit confused about the status of it. Oh, yes, okay. So just in Alberta there is a process that has been set underway under Dr. Andrew Leach, and he is looking at greenhouse gas policy for the province and he is going to write a report for the Premier. As part of that process, he asked people to make submissions. I think he received, I don't know, somebody said 500, but I think hundreds of submissions. There were lots of big submissions I mean there were submissions by people who have views and then there were submissions by people who have assets. We're of that category. So we made a pretty major submission, over 300 pages, through that process where we actually took this particular kind of policy framework and then we modeled it and showed the province how it could potentially work. There are a number of different kinds of proposals. We've also provided lots of data on those in terms of what the economic impact would be let's say of cap and trade or carbon tax or accelerated shutdown of coal. All of that is available on a website through the government but also if you go to TransAlta's website you can get the linkage to our major big proposal, and you'll see more traffic on that this weekend as we roll it out. CHARLES FISHMAN: Okay and what is this (inaudible 49:46) report?

23 22 Our proposal is basically an executive summary on how we think this should work as well as the bunch of modeling that shows how it does work. CHARLES FISHMAN: Okay, thanks. OPERATOR: As a reminder, any analyst who has a question may press star, and one at this time. The next question is from Jeremy Rosenfield from Industrial Alliance Securities. Please go ahead. JEREMY ROSENFIELD: Thank you. Just keeping in line on the drop-down questioning, is there an opportunity to sell assets from TransAlta Corp. into a third-party entity potentially at a higher valuation than what RNW could pay? You know, obviously there are some advantages and disadvantages to do that, but is that something that you would explore? It's totally something that we're looking at. We want to make sure that we're maximizing the value, but at the same time, we also have to be mindful that when we're selling to RNW, we're selling only a fraction of the asset, we retain 25% to 30% depending on what position we are in. The assets that we are selling are great assets, so they are contributing significant EBITDA and FFO. They have long-term contracts so they fit very well our strategy. So clearly for us to sell an asset of that nature outside of like our consolidation framework, it's always a bit more challenging. So the beauty of using Renewables is we retain significant control of the asset. We retain 70% to 75% of cash the flow of the asset, and at the same time we're able to surface some equity. So, Dawn, I don't know if there's any to add. Yes, I would say I mean we do that math, right? I mean we have an M&A group that bids in the market every day, so we know the prices that assets are paying at because we tend to lose a lot of deals

24 23 because we don't want to pay as much as assets are trading for. So we have very good research and day-to-day analysis of what assets are trading at with certain kinds of cash flows; what the shape of their cash flows looks like, how fixed they are, how long the contract is. So we use that work to apply a discipline to ensure that we couldn't sell the asset for a higher price than what we do with TransAlta Renewables. So I think we have that discipline in our shop. JEREMY ROSENFIELD: The other question is, in terms of your project level debt strategy, is that something you can implement at the TA level in addition to using RNW and putting the project level debt associated with renewable assets at that level? I mean can you put project level debt on, for example, some of the gas assets that you have? The answer is yes. The example I'm always using is the ideal (phon 52:56) portfolio. Clearly we can do this and it's not limited to TransAlta Renewables, it's a strategy that we can employ in Renewables but also in TransAlta over time. JEREMY ROSENFIELD: Can you do that on the gas assets or would you be interested in doing that on the gas assets in addition to the hydro's? Yes? Donald Tremblay: The answer is yes. Those assets have contracts in place. So, for example, the assets in Ontario have long-term contracts with good counterparties, so those clearly are assets that we could project finance. JEREMY ROSENFIELD: Okay, great. Then I just have some questions on the guidance. I'm curious if you have any details or if you can provide any details on what the outage forecast would be going forward for 2016 relative to 2015?

25 I don't have the number in front of me, but I'm assuming the availability is probably in the same range as what we had this year in our range at the beginning of the year. 24 Yes, it'll be about the same range. JEREMY ROSENFIELD: Okay. So it should be in the range of like 92% 91% I suspect. JEREMY ROSENFIELD: Okay, great. Then is there any change to your coal cost forecasts looking forward on a per tonne basis relative to 2015? We made significant improvements in We're exploring if we could do better. The guys at the mine are doing a great job at optimizing all the equipment, getting more value from every man hour that we have there, having the right size of equipment. We surfaced a lot of value this year and we probably could surface more going forward, but it's something that we are working on continuously. Yes, I think Paul Lechem asked a question earlier about what would be the factors that would get you to the high side of the range. All the efficiencies they put in the mine this year, if they continue those into next year, all the cost reductions and we've reduced close to $50 million in staff costs, if they continue all the way through next year our normal levels of availability and if the Alberta market on a spot market basis for the unhedged portion of what have unhedged, some of them at the $35 range, then we're at the top of our range. At the bottom of our range is if, you know, we had an unavailability issue or if we had an unexpected tax that we didn't account for we couldn't maintain those efficiencies. But from what we're seeing from our

26 25 mining guys, we see the results by week-by-week, and from the work that we've just undertaken to restructure the whole management structure of the Company, we expect a lot of that to continue forward, and that's where you'll see a higher top end than you would have seen from us before. JEREMY ROSENFIELD: Okay, great. Thanks. Those are my questions. OPERATOR: This concludes the time allocated for analyst questions. We will now take questions from members of the media. As a reminder, please press star, and one on your touch-tone phone to ask a question. If you wish to remove yourself from the question queue, you may press star, and two. There will be a brief pause while we compile the media questions. There are no more questions from the media so this concludes today's conference call. You may now disconnect your lines. Thank you for participating and have a pleasant day.