Artist 1937 Rendition

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1 Annual Report

2 Artist Rendition 1937

3 CoServ s electric and natural gas infrastructure expands with population growth. Significant meter density in the fastest-growing parts of the counties served appear in yellow, orange and red on the map. C o o k e Valley View 35 L A K E R A Y R O B E R T S Tioga G r a y s o n Gunter Howe Van Alstyne Tom Bean Pilot Point Sanger 377 Anna Celina Weston Rhome 380 W i s e New Fairview Haslet 35W E A G L E M O U N T A I N L A K E Krum Ponder Oak Point Little Elm Shady Shores Hackberry Frisco Corinth Lakewood Village Dish Lake Dallas Argyle Hickory Creek Tribute Justin Corral City Copper Canyon The Colony Highland Village Northlake Bartonville L A K E L E W I S V I L L E Double Oak Lewisville Hebron Flower Mound 35W Keller T a r r a n t D e n t o n Denton Roanoke Trophy Club WestlakeL A K E G R A P E V I N E Southlake 380 Grapevine Aubrey Krugerville Cross Roads Lincoln Park Coppell N O R T H L A K E Carrollton 35E Farmers Branch Prosper Addison D a l l a s C o l l i n Plano Richardson McKinney 75 Allen Fairview Parker Murphy Lucas Melissa New Hope Lucus Sachse Sunnyvale 80 Princeton Lowry Crossing Saint Paul Wylie L A K E L A V O N 80 Forney Rowlett Garland L A K E R A Y H U B B A R D COSERV IV ANNUAL REPORT

4 TOP STORIES IN NORTH TEXAS: GROWTH CoServ s service territory extends from Rhome in the west to Allen in the east, Valley View to the north and Carrollton to the south. Parts of Kaufman County are served by CoServ Gas, which means the CoServ footprint crosses seven North Texas counties. As the map on the opposite page and these numbers and headlines show, the defining characteristic in this area is GROWTH. According to the U.S. Census Bureau, 26.4 million people lived in Texas in. The Office of the State Demographer projects the state s population will increase to 35.8 million by 2040 a 71.5 percent increase from the 2000 population of 20.9 million, and a 152 percent increase from the 1980 population of 14.2 million. HEADLINES: CBSDFW.com, Fort Worth Star-Telegram, Dallas Business Journal, USA Today, The Dallas Morning News Population by County COUNTY POPULATION 2000 POPULATION Collin 854, ,675 Cooke 38,467 36,363 Denton 728, ,976 Grayson 122, ,595 Kaufman 108,568 71,313 Tarrant 1,911,541 1,446,978 Wise 60,939 48,793 3,825,445 2,638,693 POPULATION SOURCES: U.S. Census Bureau 2000 DIFFERENCE 74 % 6 % 68 % 11 % 52 % 32 % 25 % 45 % COSERV 1 ANNUAL REPORT

5 TABLE OF CONTENTS Chairman Report...3 CoServ Overview CoServ Electric Year End...4 CoServ Gas Year End...5 CoServ Electric Board of Directors....6 General Counsel...6 District Map....6 Executive Team...7 Mission / Vision Statements...7 CoServ Charitable Foundation (CCF) Electric Operations Financials Affiliate Operations Financials...13 CoServ Electric Key Indicators...14 Capital Credits...15 Energy Engagement Online Innovation...18 COSERV 2 ANNUAL REPORT

6 CHAIRMAN REPORT MAPPING THE FUTURE, POWERING THE GROWTH Can one word sum up 10 years? If the years in question are 2003 to, the answer is yes and the word is GROWTH. Between these years, the population of North Texas grew by more than 1 million, as hundreds of thousands of people relocated for new opportunities presented by a thriving, resilient economy and a renowned quality of life. And as North Texas grows, so must CoServ. In 2003, we had 69,000 Residential, Commercial and Industrial Members, 96,000 meters and 21 substations; at the end of, we had 150,000 Members, 175,000 meters and 27 substations. That s a 117 percent increase in Members in 10 years. In addition, CoServ Gas, which began operations in 1998 and has been a wholly owned CoServ Electric affiliate since 2008, was on track at the end of the year to set its 85,000th meter. It s difficult to drive down any stretch of a major road in Denton or Collin counties and not see or hear evidence of this growth including construction cranes, cement trucks and rock haulers. The noise and disruption they cause are part of the growing pains that many North Texas cities are experiencing. One of the crucial elements that can t be part of these growing pains is a lack of reliable electricity. Without stable energy infrastructure, developers don t invest, companies don t move in and jobs aren t created. Energy availability is non-negotiable for a thriving economy and healthy communities. CoServ plans to continue to keep pace with the growing power demands of thousands of new and existing Residential, Commercial and Industrial Members. The company accomplishes this through expert planning, design and maintenance, and exceptional Customer Service that has been completely local since CoServ is growing right along with North Texas. And as the number of Members and Customers grows, so does our commitment to serve the increased demand for electricity and natural gas. Created under the Rural Electrification Act, the Denton County Electric Cooperative was founded in 1937 to bring electricity to rural land and the people who lived there people ignored by for-profit utilities. As a CoServ Member or Customer, you are a part of this historic mission and you can take pride in the lifechanging connectivity achieved over the past eight decades. Clyde Geer, Chairman of the Board WHAT WOULD WE DO WITHOUT MAPS? They guide our routes, prevent wrong turns and plot our future. At CoServ, we rely heavily on maps when planning, designing and maintaining our systems a complicated combination of substations, meters, transformers, lines and poles that exist for one reason: To provide safe and reliable energy solutions and deliver excellent service to our Members and Customers. Throughout this report, you ll see images of these maps. They serve as reminders that CoServ Employees know where our roots are, understand our Mission s path and are looking forward to an exciting, stable future. COSERV 3 ANNUAL REPORT

7 GROWING WITH YOU, YEAR END Years in business: 76 Total active Members: 150,338 Areas served: Denton, Collin, Tarrant, Cooke, Grayson and Wise counties Members: Residential 91% Commercial and Industrial 9% Wholesale power provider: Brazos Electric Cooperative Power sources: Energy Capacity Natural gas 77.96% 81.5% Solid fuel 22.02% 17.6% Hydro-renewable 0.2% 0.9% GROWTH New meters added: 9,255 Amount of electricity used: 4.43 billion kilowatt hours On Feb. 19, 1938, the first Denton County Electric Cooperative lines were energized for 1,274 Members. Today, the co-op operates under the name CoServ Electric, and our lines serve more than 150,000 Residential, Commercial and Industrial Members across six North Texas counties and, through our CoServ Gas affiliate, delivers clean natural gas safely to more than 80,000 Customers. Nearly 75 percent of CoServ Electric Members are served by CoServ Gas, which highlights CoServ s mission of providing safe, reliable energy solutions and delivering excellent service. Many of our Members and Customers live in formerly rural areas that have been transformed into suburban meccas by a red-hot real estate market supported by a thriving economy. Times change, but our commitment does not. We have redoubled our efforts to serve you and, thanks to technology, do so in ways that were unimaginable 76 years ago. These modern methods include careful development, design and maintenance of our systems; a wind-energy rate for CoServ Members; a planned utility-grade solar facility that COSERV 4 ANNUAL REPORT

8 GROWING FOR YOU will help Members benefit individually from renewable energy without significant investment; and a local team of energy-efficiency experts to help you save money, energy and time our Area Managers, Customer Service Representatives and Energy Management Technicians. The keys to CoServ s success are the skill and dedication of CoServ Employees who do their jobs, day in and day out, serving our Members, Customers and each other. Our Employees know that keeping up with growth is important, but keeping up with it while upholding our Core Values, achieving our Mission and reaching toward our Vision is critical. There s no question that our electric and natural gas infrastructure is growing right along with the communities we serve. As a collective electric and gas entity, CoServ surpassed 270,000 meters (service accounts billed) in early 2014, and we anticipate growing by another 16,000 18,000 meters this year. For more details on how CoServ Electric and CoServ Gas work together to serve you, please visit CoServ.com. YEAR END Years in business: 15 Total active Customers: 83,959 Areas served: Denton, Collin, Kaufman and Tarrant counties Customers: Residential 98% Commercial 2% Natural gas sourcing: West Texas Texas Gulf Coast Barnett Shale GROWTH New meters added: 5,690 Amount of gas used in : 69,551,589 Ccf i i One Ccf equals 100 cubic feet. COSERV 5 ANNUAL REPORT

9 BOARD OF DIRECTORS RICHARD MUIR DISTRICT 1 (SECRETARY/ TREASURER) LEON PELZEL DISTRICT 2 CLYDE GEER DISTRICT 3 (CHAIRMAN) JERRY COBB DISTRICT 4 The CoServ Electric service area is divided into seven districts. One Member from each district is elected to the CoServ Board of Directors by the people who matter most their fellow Members. And, once elected, they represent the best interests of all CoServ Members not just those who live in their districts. This democratic process ensures that you ll always have a voice and representation in how your power company is run. While investor-owned utilities focus on profits, CoServ Directors focus on you. This level of accountability is one more example of the cooperative difference that distinguishes CoServ from other energy providers. For more about your Directors and the Board s role, please visit CoServ.com. ANNE VADEN DISTRICT 5 (VICE CHAIRMAN) BILL RAGSDALE DISTRICT 6 DISTRICTS CURTIS TALLY DISTRICT 7 GENERAL COUNSEL Kevin Haney Miller & Haney, LLP This map shows the boundaries of the seven districts, but the most important boundary is the outer line that surrounds the entire service territory, which defines a collective community of growth and progress. COSERV 6 ANNUAL REPORT

10 EXECUTIVE TEAM FRONT ROW (LEFT TO RIGHT): STACIA SIMS Senior Vice President Information Services DENISE SMITHERS Senior Vice President Employee Relations BACK ROW (LEFT TO RIGHT): CURTIS TRIVITT Senior Vice President Energy Services DONNIE CLARY Senior Vice President and Chief Financial Officer JODY FORMAN Senior Vice President Operations Delivering excellent service to our Members and Customers by providing safe and reliable energy solutions solidifies our purpose our reason for existing. Your CoServ Executive Leadership Team members help fulfill this mission by holding themselves and their colleagues to the highest standards. These leaders practice CoServ s Core Values of Respect, Accountability, Integrity, Service, Excellence and Safety on a daily basis and strive to create a collaborative, solutions-driven environment that transforms our product and services. We re not just your energy provider we re your neighbors who care about you and your communities. Leading in this manner gives CoServ the best chance to aspire to and achieve our vision of being a respected leader dedicated to implementing innovative ideas that fulfill the needs of those we serve. COSERV 7 ANNUAL REPORT

11 CCF HITS $ 5 MILLION MILESTONE A penny saved is a penny earned, but what do pennies donated to the CoServ Charitable Foundation (CCF) add up to? If you re part of Operation Roundup, which 70 percent of CoServ Members and Customers are, the answer might amaze you: $ 4.8 million. That s four hundred million, eight hundred thousand pennies rounded up to the nearest dollar on monthly bills and distributed to worthy causes in North Texas since Jan. 1, Add the $ 458,611 contributed over the past decade by CoServ Employees and other sources, and the CCF total that has supported more than 180 nonprofits, first responders and civic organizations is $ 5 million. All administrative costs are absorbed by CoServ Electric, so the contributed funds go directly to groups and individuals who are making a difference in the lives of our neighbors. CCF approved 91 grants worth $ 860,000 in. Eighty-three were funded by Operation Roundup money, with every penny granted directly to organizations and causes within CoServ s service territory. Eight were funded by the unrestricted funds raised by CoServ Employees and were used to assist others outside our service territory, including tornado relief efforts in Granbury and Moore, Oklahoma, and recovery work in the aftermath of the fertilizer plant explosion in West. CCF is a 501(c)3 nonprofit charitable organization. For more information about CCF and its impact on the lives of friends, family and neighbors, including how to apply for a grant or make a tax-deductible contribution, please visit CoServ.com and click on Community. Scan this QR code to see a comprehensive list of all the organizations that received grants from the CCF to date. Communities that received CCF grants. COSERV 8 ANNUAL REPORT

12 COSERV 9 ANNUAL REPORT

13 THREE-YEAR SUMMARY OF FINANCIAL DATA ELECTRIC OPERATIONS FINANCIALS INCOME STATEMENT DATA Operating Revenues $ 432,647,241 $ 392,330,561 $ 413,464,592 Less: Cost of Purchased Power $ (309,958,141) $ (271,628,417) $ (286,409,564) Gross Margin $ 122,689,100 $ 120,702,1 44 $ 127,055,028 Operating Expenses $ 98,098,487 $ 93,663,688 $ 95,510,426 Operating Margins $ 24,590,613 $ 27,038,456 $ 31,544,602 Other Income (Expense) $ 389,717 $ (2,076,401) $ (1,830,434) Income (Loss) from Affiliates $ 6,609,1 84 $ 5,959,26 1 $ 5,079,956 Capital Credits Allocated from Associated Organizations $ 17,566,054 $ 13,738,6 1 5 $ 19,746,046 Total Non-Operating Margins $ 24,564,955 $ 17,621,475 $ 22,995,568 Discontinued Operations $ (2,607,828) $ (1 57,512) $ 147,771 Net Margins $ 46,547,740 $ 44,502,4 1 9 $ 54,687,941 Net Margins for Three Consecutive Years (in millions) $ 50 million $ 40 million $ 30 million $ 20 million $ 10 million COSERV 10 ANNUAL REPORT

14 BALANCE SHEET DATA Cash and Temporary Investments $ 34,452,87 1 $ 73,623,412 $ 63,622,349 Accounts Receivable net of allowance for uncollectibles $ 20,484,440 $ 23,062,892 $ 25,662,482 Other Current Assets $ 21,657,802 $ 20,593,542 $ 25,626,224 Investments in Affiliates $ 63,218,475 $ 69,035,264 $ 73,694,788 Investments in Associated Organizations $ 78,607,1 88 $ 91,471,1 99 $ 110,766,527 Other Assets $ 584,996 $ 125,751,686 $ 128,358,299 Total Current and Other Assets $ 219,005,772 $ 403,537,995 $ 427,730,669 Property, Plant and Equipment Net of Depreciation $ 528,291,334 $ 557,891,32 1 $ 586,990,035 Total Assets $ 747,297,106 $ 961,429,31 6 $ 1,014,720,704 Patronage Capital $ 172,608,447 $ 196,616,760 $ 229,147,177 Memberships $ 2,114,012 $ 2,186,262 $ 2,295,843 Other Equity $ 118,384,614 $ 128,588,498 $ 143,263,299 Total Equity $ 293,1 07,073 $ 327,391,520 $ 374,706,319 Accounts Payable $ 15,998,1 88 $ 30,939,862 $ 42,390,653 Customer Deposits $ 5,706,955 $ 6,440,266 $ 6,704,642 Other Current Liabilities $ 24,070,217 $ 45,169,280 $ 44,680,181 Notes Payable $ 394,858, 1 13 $ 537,340,000 $ 533,180,000 Other Liabilities $ 13,556,560 $ 14,148,388 $ 13,058,909 Total Liabilities $ 454,190,033 $ 634,037,796 $ 640,014,385 Total Equity and Liabilities $ 747,297,106 $ 961,429,316 $ 1,014,720,704 COSERV 11 ANNUAL REPORT

15 THREE-YEAR SUMMARY OF FINANCIAL DATA ELECTRIC OPERATIONS FINANCIALS OTHER INFORMATION Electric At Year End Equity as a % of Assets 39.22% 34.05% 36.93% Service Accounts Billed 161, , ,278 Sales in kilowatt hours 4,429,543,268 4,330,727,203 4,432,591,987 For The Year Cash Patronage Distributions to Members $ 9,059,024 $ 10,068,120 $ 9,934,388 Kilowatt Hour Sales (in billions) COSERV 12 ANNUAL REPORT

16 THREE-YEAR SUMMARY OF FINANCIAL DATA AFFILIATE OPERATIONS FINANCIALS INCOME STATEMENT DATA Earnings from Natural Gas Distribution $ 7,299,081 $ 8,186,046 $ 8,175,744 Other Income (Expense) $ (468,498) $ (252,189) $ (112,939) Margins before Income Tax $ 6,830,583 $ 7,933,857 $ 8,062,805 Income Tax Benefit (Expense) $ (221,399) $ (1,974,596) $ (2,982,849) Net Margins before Discontinued Operations $ 6,609,184 $ 5,959,261 $ 5,079,956 Discontinued Operations $ (2,607,828) $ (157,512) $ 147, 771 Net Margins $ 4,001,356 $ 5,801,749 $ 5,227,727 OTHER INFORMATION Natural Gas Distribution Affiliates At Year End Total Revenues Total Assets Service Accounts Billed Sales in MCF $ $ 46,831, ,834,319 73,931 5,806,773 $ 40,911,014 $ 106,566,242 78,269 5, 21 1,576 $ 53,460,427 $ 125,192,888 83,959 6,955,159 OTHER INFORMATION Construction Services Affiliates Total Revenues $ 12,035,456 $ 3,278,045 $ - Total Assets $ 4,029,448 $ 414,366 $ - COSERV 13 ANNUAL REPORT

17 COSERV ELECTRIC KEY INDICATORS Non-Coincident Peak Demand (in megawatts) Coincident Peak Demand (in megawatts) 1, , , , , , , , , , , , , , Billed Service Accounts Added Billed Service Accounts 9, ,278 5, ,023 4, , , , , ,486 2,000 4,000 6,000 8,000 10,000 25,000 75, , ,000 COSERV 14 ANNUAL REPORT

18 CAPITAL CREDITS $ 60 MILLION RETURNED TO MEMBERS SINCE 2003 CoServ Members are CoServ Owners. Unlike for-profit companies, however, you don t become an owner by buying stock. Because CoServ is an electric cooperative, you build ownership through kilowatt-hour purchases. Each year, margins earned by CoServ Electric are reinvested in the co-op. At the same time, the margins value is proportionally allocated (based on electric purchases during the year) to Capital Credit accounts maintained for all Members. When the Board of Directors determines that the co-op has met its financial requirements and any other obligations, they may decide to retire (pay) a part of the allocated Capital Credits to Members. In, CoServ retired $ 10 million in Capital Credits. Checks ranging from $ 20 to more than $ 100,000 were mailed or presented to Residential, Commercial and Industrial Members, and retirements below $ 20 were generated as bill credits. This marks the second consecutive year that CoServ has retired $ 10 million, and it brings the total returned to current and former Members since 2003 to $ 60 million. Capital Credits are a tangible benefit of belonging to a not-for-profit electric co-op and another example of the cooperative difference that sets us apart from investor-owned electric utilities. For details, please visit CoServ.com. COSERV 15 ANNUAL REPORT

19 ENERGY ENGAGEMENT METER DATA MANAGEMENT SYSTEM SAVES TIME, MONEY AND ENERGY Across the nation and world, utilities are converting households, businesses and industrial consumers to an Advanced Metering Infrastructure (AMI). The new technology allows utilities to automate processes like meter reading and service orders to save time, money and energy. We ve been telling CoServ Members about the benefits of advanced meters since before 2010, and soon you ll be able to experience them for yourselves. Since CoServ completed the installation of advanced meters in, we ve put the new meters through an observation period to ensure synchronization with CoServ s new and existing computer systems. CoServ s Meter Data Management System (MDMS) runs on new software that validates the electric usage data generated through the advanced meters and the RF Mesh communications network. At 15-minute intervals on more than 175,000 meters, MDMS receives more than 17 million electric reads per day and million reads per month. That s a significant expansion in usage information compared to the previous manual system where individual meters were read once a month by meter readers. Along with the operational savings of reading meters remotely, we can now conveniently activate electric service through automation using integrated systems that are programmed to talk to each other and Employees who are trained to maintain these systems. In the past, a new connection (or disconnection) service order required a visit to the home or business. This process is being replaced, in most instances, with software integration and Employees with a whole new set of skills. What s more, MDMS tracks your electricity use with unprecedented accuracy. NEW WAVE METER READING In the past, when we were unable to get an accurate reading because of a locked gate, aggressive dog, extreme weather or human oversight, we followed industry standards and used data from the same time frame the previous year to provide estimates. But these estimates sometimes resulted in under- or over-charged bills, leading to Member confusion and frustration when the next month s bill arrived that accurately trued up actual consumption. With MDMS in place, the 15-minute interval usage reads are transmitted every four hours, and consumption totals are transmitted once per day instead of once per month. If rare radio-frequency interference prevents the transmission of the day s total, MDMS can still calculate the interval consumption totals to get an accurate reading. Not only does this reduce the number of estimates, but it also improves the accuracy of those estimates because of the data that MDMS has amassed. COSERV 16 ANNUAL REPORT

20 ENERGY ENGAGEMENT THE POWER IN YOUR HOME AT YOUR FINGERTIPS ANYTIME, ANYWHERE The next phase of MDMS begins soon, and it involves you. This summer via our online portal, myecogridaccount.coserv.com, you ll be able to track your electricity consumption and cost throughout the month, view your highs and lows, and gain insight into when and how you are using electricity. Managing your energy consumption puts you in a position to convert this knowledge into savings on your electric bill. Meanwhile, we are continuing to integrate advanced metering and its associated communications network technology with an online outage map and outage management system. Once integrated, the system will provide faster response times for power restoration, reduction in truck deployments and expanded capability for identifying issues before they affect the quality and reliability of service. In other words, you won t need to phone in your outages anymore. When the lights go out, we ll know it as soon as you do. CITIZENSHIP AND ENVIRONMENTAL STEWARDSHIP Advanced technology provides CoServ with the information needed to anticipate and respond to peak-demand reduction, preserve grid stability and help prevent statewide energy emergencies, as opposed to simply responding, as mandated by the state, with rolling blackouts when an emergency arises. It also allows CoServ to connect residential and small-scale commercial solar generation to the grid. Now, more than ever, we are your partner in energy efficiency, cost management and grid stability, but this relationship wouldn t have developed without ecogrid s enabling technology. It will help reduce peak demand on the utility side and decrease use on the consumer side. This will translate into additional savings on your electric bill. COSERV 17 ANNUAL REPORT

21 ONLINE INNOVATION Staying connected with CoServ has never been easier. Like us on Facebook and follow us on Twitter to receive regular updates from and about your communities. You can also watch videos on YouTube to help you stay safe and view our Employees favorite recipes on Pinterest. Later this year, CoServ.com will be re-energized. New features include a blog, an Outage Map and an enhanced online portal, myecogridaccount.coserv.com, that will allow you to track your energy consumption and convert this knowledge into savings on your monthly bill. These upgrades will provide a better online experience and give you greater insight into the CoServ difference. COSERV 18 ANNUAL REPORT

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