2012 Report to Members

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1 HYDRO ONE PENSION PLAN 2012 Report to Members I NV E ST M E NT RE SULT S A ND DI SC USSI ON

2 Table of contents Introduction Investment approach 2012 in review Our pension fund: How it all works Major investments Accountable to members

3 INTRODUCTION DESPITE CONTINUED UNCERTAINTY IN THE GLOBAL ECONOMY, HYDRO ONE S PENSION FUND (THE FUND ) DELIVERED VERY STRONG RESULTS IN 2012, with an investment return of 9.2 per cent compared to 2.2 per cent in Total Fund assets increased to $4.99 billion from $4.68 billion the year before. Encouraging as these results appear, a decrease in already historically low interest rates continues to be a challenge. In this year s Report to Members, Senior Vice President and Chief Investment and Pension Officer, Robert Cultraro, and Chief Administration Officer and Chief Financial Officer, Sandy Struthers, explain why low interest rates are an ongoing concern for investors around the world and why the Company will continue to invest prudently, staying focused on the long-term. Investment approach: Hydro One Inc. s (the Company ) primary investment objective is to invest the Fund assets in a way that investment returns, along with the anticipated contributions from the Company and active members, will be sufficient to make benefit payments as they fall due. To accomplish this objective, investments are made at an appropriate level of risk, with consideration to the need to secure benefits and the Company s ability to absorb increases in future cash contributions. HYDRO ONE PENSION PLAN 2012 REPORT TO MEMBERS 1

4 Robert Cultraro SENIOR VICE PRESIDENT AND CHIEF INVESTMENT AND PENSION OFFICER Sandy Struthers CHIEF ADMINISTRATION OFFICER AND CHIEF FINANCIAL OFFICER 2012 IN REVIEW Hydro One s Fund performed very well last year, with an investment return of 9.2 per cent. While satisfied with these results, we remain cautious about interest rates, which could stay at low levels for some time, and about economic uncertainty in some of the major international economies, which could continue. In this year s update, Senior Vice President and Chief Investment and Pension Officer, Robert Cultraro, and Chief Administration Officer and Chief Financial Officer, Sandy Struthers, explain the relationship between low interest rates, fund performance and contributions, and also comment on some of the other challenges they see ahead for public sector pension plans in Ontario. How did the Fund perform last year? Robert Cultraro (RC): The Fund performed very well last year. Fund assets increased by $310 million (after pensioner payments of $266 million), compared to $102.4 million in 2011 (after pensioner payments of $256 million). Total Fund assets were $4.99 billion, compared to $4.68 billion in Did low interest rates affect the performance of our Fund and contributions? RC: Absolutely they did. The low interest rate environment may not have affected our investment return which, as I said earlier, was very good. What did happen last year was that our unfunded pension liabilities increased by about 20 per cent. This shortfall is directly related to the low interest-rate environment that we are currently experiencing. Over the last 80 years, interest rates have not been so low, for such a prolonged period. Can you explain why pension liabilities would increase when interest rates decrease? RC: Let s say you don t have a pension plan at work and you need to save for your retirement. You decide you want to retire in 30 years at the age of 65. To do that you need approximately $720,000 (or $60,000 per year) to retire. To reach this goal, you need to put aside about $900 every month, at an annual interest rate of 5 per cent. However, if interest rates are lower, say at 4 per cent annually, you 2 HYDRO ONE PENSION PLAN 2012 REPORT TO MEMBERS

5 COMPANY CONTRIBUTIONS ACCOUNTED FOR ROUGHLY 85 PER CENT OF TOTALCONTRIBUTIONS TO THE FUND IN 2012, MUCH THE SAME AS IN THE PREVIOUS YEAR. would then need to save over $1,000 per month in order to achieve your retirement goal. A decrease of 1 per cent in interest rates results in about an 11 per cent increase in the amount you need to save. In other words, you d need to save more each month in order to bridge the gap between your expected savings and your actual savings. In the world of pension funds, the gap between what the Company is committed to paying out for pension benefits down the road and what accumulates in the Fund through investments is called an unfunded liability. Low interest rates were directly responsible for the increase in the Company s unfunded pension liabilities last year. Furthermore, in the example provided, we have no control over interest rates used to value pension liabilities. How are we responding to current market conditions? RC: We continue to take a balanced and long-term approach to managing the assets of the Fund. We do this primarily by diversifying our investments, which is a way to manage risk under various market conditions. The Asset Allocation chart in this Report shows how the Fund is currently diversified. With approximately $5 billion in assets, is our Fund now on a sustainable footing? Sandy Struthers (SS): We still have a substantial unfunded benefit obligation as a result of low interest rates, and so there continues to be cause for concern. To fulfill its commitment to overseeing the plan, the Company increased its contributions to $163 million, from $152 million last year and $145 million the year before. Company contributions accounted for roughly 85 per cent of total contributions to the Fund in 2012, much the same as in the previous year. Can you provide an update on what the Ontario government is planning for electricity sector pension plans? SS: The government is very concerned about the sustainability of broader public sector pension plans, including the electricity sector. As a result they re looking into the option of equal cost sharing. Recently, the government negotiated agreements with four public sector unions which included measures to contain their rising pension costs. The government has made it clear that the current structure of funding and the effectiveness of plan administration need to be revisited and changes are required. We think we have been successful in demonstrating to them that our plan is run cost effectively, with strong returns and a sound investment approach. The government continues to believe it is necessary to make changes, but has indicated there HYDRO ONE PENSION PLAN 2012 REPORT TO MEMBERS 3

6 WE CONTINUE TO TAKE A BALANCED AND LONG-TERM 2012 HIGHLIGHTS PLAN ASSETS AND LIABILITIES (as at December 31, 2012) % Investment return 2.19% $4.99 billion Total fund assets $4.68 billion $0.6 billion funding shortfall $310 million Increase in plan assets $102.4 million $163 million Total company contributions $152 million $26.9 million Total employee contributions $26.5 million Net assets $5.0 billion Liabilities $5.6 billion is some flexibility when public sector pension plans are able to demonstrate they have taken measures to contain costs or shown progress in terms of cost sharing. The Hydro One Pension Plan provides excellent benefits for its members among the best in Canada. But low interest rates have increased the level of contributions required, as well as the cost required to pay for those benefits. Continued low interest rates will likely require us to make a significant increase in contributions for 2015 and beyond. As Robert noted, the majority of the Plan s funding comes from the employer. Hydro One recovers these cash funding costs through the electricity rates we charge our customers. When we go to apply for electricity rates for 2015 and beyond, the Ontario Energy Board and the parties who oppose increasing electricity rates will likely focus on our plan benefits and the increased pension costs as key drivers of higher electricity costs. To be successful in securing funding for our pension plan we need to be able to demonstrate that we ve made progress in containing rising costs and moving closer to a shared contribution model. What are the Company s plans for managing the Fund going forward? RC: We will continue to be responsible custodians of the Fund and its assets. As mentioned, it takes a lot more money to fund the plan when interest rates are low. Until rates increase, this will continue to be the case. Going forward, we remain committed to our investment philosophy, and that means standing by our decision to invest prudently in a range of asset classes. We will not shift the balance in favour of short-term solutions because this would not be prudent over the long-term. Remember, our goal is two-fold: preserve capital and deliver on our commitments to our members. 4 HYDRO ONE PENSION PLAN 2012 REPORT

7 APPROACH TO MANAGING THE ASSETS OF THE FUND. OUR PENSION FUND: HOW IT ALL WORKS WE HAVE A DEFINED BENEFIT PLAN FOR THE VAST MAJORITY OF OUR EMPLOYEES. THE PLAN PROVIDES PENSION BENEFITS FOR MEMBERS WHEN THEY RETIRE. THE AVERAGE RETIREMENT AGE IN 2012 WAS 58.6 YEARS. THESE NEW PENSIONERS WILL RECEIVE, ON AVERAGE, 29 YEARS WORTH OF PENSION BENEFITS, INCLUDING SPOUSAL BENEFITS. Step 1: It starts with contributions Members make set contributions to the Fund during their working years. The Company also makes contributions in order to fully fund the Plan. Currently, members contributions account for approximately 15 per cent of total contributions and the Company contributes the remaining 85 per cent. As of December 31, 2012, there were 5,487 active members and 7,532 pensioners and disabled and deferred members enrolled in the plan. Active members contributed $26.9 million to the Fund. The Company contributed a total of $163 million. PENSION CASH FLOW ($ millions) Benefits paid This chart shows that despite the $310 million increase in Fund assets in 2012, the gap between contributions and benefits paid ( unfunded pension liability ) increased. It also tracks members and the Company s, contributions into the Fund during the past 10 years Employees contribution Employer s contribution HYDRO ONE PENSION PLAN 2012 REPORT TO MEMBERS 5

8 Step 2: Investing contributions to build assets Plan administrators take total annual contributions and invest them according to the Company s investment policy, which allows for 60 per cent of total assets to be invested in equities, 35 per cent in fixed income and 5 per cent in alternative types of investments. For more information about specific companies and investment instruments held in the Fund last year, please refer to the chart on page 6 ( Major investments ). Plan administrators take total annual contributions and invest them according to the Company s investment policy, which allows for 60 per cent of total assets to be invested in equities, 35 per cent in fixed income and 5 per cent in alternative types of investments. For more information about specific companies and investment instruments held in the Fund last year, please refer to the chart on page 6 ( Major investments ). ASSET CLASS RETURNS % ASSET MIX (as at December 31, 2012) Canadian equities 9.13 U.S. equities International equities Global equities* n/a Fixed income 4.26 Total fund return 9.19 * Not held for full year Fixed Income 35% Alternatives 5% Canadian Equities 17% Private Equity 2% U.S. Equities 13% International Equities 13% This chart shows how each of the asset classes of the Fund performed in Global Equities 15% MAJOR INVESTMENTS Bonds and real-return instruments (as at December 31, 2012) ($ millions) Canadian and US Corporate bonds Government of Canada bonds Province of Ontario debentures and provincial bonds Cash equivalent and bank deposits 77.4 Mortgages 15.2 Canadian Treasury Bills HYDRO ONE PENSION PLAN 2012 REPORT TO MEMBERS

9 Corporate shares/units (as at December 31, 2012) Security Name Shares Fair Value (000 s) Toronto-Dominion Bank 708,700 59, Bank of Nova Scotia 1,013,700 58, Royal Bank of Canada 901,400 53, Canadian Imperial Bank of Commerce 524,400 42, Canadian National Railway Co. 416,700 37, Roche Holding 164,001 32, Suncor Energy Inc. 994,608 32, Canadian Natural Resources Ltd. 1,071,700 30, Potash Corp of Saskatchewan 724,300 29, Rogers Communications Inc. 640,400 29, Novartis 387,448 24, Nestle SA 360,118 23, Magna International Inc. 445,400 22, Manulife Financial Corporation 1,597,370 21, Cenovus Energy Inc. 647,400 21, Vodafone Group 8,158,736 20, Talisman Energy Inc. 1,750,260 19, Oracle Corporation 589,170 19, China Mobile Ltd. 1,621,500 18, HSBC Holdings 1,791,674 18, Telus Corporation 280,900 18, EOG Resources Inc. 151,240 18, Tesco 3,272,999 17, Taiwan Semiconductor Manufacturing 955,000 16, British American Tobacco 322,592 16, General Electric Co. 759,730 16, Shin-Etsu Chemicals Co. 258,400 15, Schlumberger Ltd. 221,310 15, Pepsico Inc. 219,180 15, Barrick Gold Corporation 430,900 15, Agrium Inc. 149,536 14, Zurich Insurance Group 55,728 14, Eni Eur 596,013 14, Johnson & Johnson 202,500 14, Standard Chartered 550,786 14, Praxair Inc 124,370 13, Philip Morris International 160,830 13, Teck Resources Ltd. 367,500 13, Total SA 259,818 13, Microsoft Corporation 498,010 13, Gildan Activewear Inc. 363,300 13, Canadian Tire Corp Ltd. 189,800 13, Glaxosmithkline 597,669 13, Apple Inc. 24,399 12, Toyota Motor Corporation 278,400 12, CNOOC Ltd. 5,953,000 12, Mitsubishi Corporation 672,029 12, SAP 158,409 12, Deutsche Post 562,110 12, Transcanada Corporation 255,000 12, HYDRO ONE PENSION PLAN 2012 REPORT TO MEMBERS 7

10 Step 3: Accountable to members The Senior Vice President and Chief Investment and Pension Officer s primary responsibility is to protect the Fund s capital and to be transparent in terms of reporting back to the Company s Board of Directors, and also to plan members. This Report to Members update is part of the accountability process. The investment team also works in tandem with the Company s human resources and communications teams to respond to questions about the Fund as they arise and to ensure that members understand the investment decisions that are made by the Company on their behalf. If you would like more information about your defined benefit pension plan, there are several options available to you: ACTIVE PLAN MEMBERS: To help you estimate the amount you could receive from the pension plan when you retire or leave the Company, visit the Mercer OneView portal at PENSIONERS: Send us an at PensionerRequests@HydroOne.com and we d be pleased to answer your questions. Or call us at or HYDRO ONE PENSION PLAN 2012 REPORT TO MEMBERS

11

12 Mailing Address Hydro One Inc. 483 Bay Street Toronto, Ontario M5G 2P5

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