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Marketwired
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EPCOR Announces Quarterly Results

EDMONTON, ALBERTA -- (Marketwired) -- 05/06/16 -- EPCOR Utilities Inc. (EPCOR) today filed its quarterly results for the period ended March 31, 2016.

"EPCOR recorded solid results in the first quarter of 2016 across all of our business segments," said Stuart Lee, EPCOR President & CEO.

"In addition, the Ostara phosphorus recovery facility, located in south east Edmonton, commenced operations in the quarter. At peak capacity the facility is expected to produce 2,000 tonnes of Crystal Green fertilizer and remove 85 percent of phosphorus and 25 percent of nitrogen from our Edmonton Gold Bar biosolid waste. This continues to build on our strong environmental record," said Mr. Lee.

Highlights of EPCOR's financial performance are as follows:

--  Net income was $78 million on revenues of $475 million for the three
    months ended March 31, 2016, compared with net income of $69 million on
    revenues of $473 million for the corresponding period in the previous
    year. Net income was higher in part due to higher approved electricity
    and water customer rates and gains on sales of surplus lands, partially
    offset by lower favorable fair value adjustments related to financial
    electricity purchase contracts. Approximately $9 million of the 2016
    first quarter net income was the recognition of a refund from the
    Alberta Electric System Operator that will be reimbursed to customers
    later in 2016.
--  Net income from core operations was $75 million for the three months
    ended March 31, 2016, compared with net income from core operations of
    $50 million for the corresponding period in the previous year. Net
    income from core operations was higher in part due to higher approved
    electricity and water rates and the gains on sales of surplus lands.
--  Net cash flows from operating activities was $136 million for the three
    months ended March 31, 2016, compared with $113 million for the
    corresponding period in the previous year. The increase was primarily
    due to higher funds from operations and higher non-cash operating
    working capital.
--  Investment in capital projects was $88 million for the three months
    ended March 31, 2016, compared with $70 million for the corresponding
    period in the previous year. The increase of $18 million was primarily
    due to increased spending in the Distribution and Transmission segment
    on growth and lifecycle replacement projects and in the Water Services
    segment on wastewater and lifecycle projects.

Management's discussion and analysis (MD&A) of the quarterly results are shown below. The MD&A and the unaudited condensed consolidated interim financial statements are available on EPCOR's website (www.epcor.com) and SEDAR (www.sedar.com).

EPCOR's wholly owned subsidiaries build, own and operate electrical transmission and distribution networks, water and wastewater treatment facilities and infrastructure in Canada and the United States. The Company's subsidiaries also provide electricity and water services and products to residential and commercial customers. EPCOR, headquartered in Edmonton, is an Alberta top 70 employer. EPCOR's website address is www.epcor.com.

EPCOR Utilities Inc.

Interim Management's Discussion and Analysis

March 31, 2016

This management's discussion and analysis (MD&A) dated May 6, 2016, should be read in conjunction with the condensed consolidated interim financial statements of EPCOR Utilities Inc. for the three months ended March 31, 2016, and 2015, including significant accounting policies adopted (note 3), the consolidated financial statements and MD&A for the year ended December 31, 2015, including standards and interpretations not yet applied (note 3(w)), related party transactions (note 27) and financial instruments (note 28), and the cautionary statement regarding forward-looking information at the end of this MD&A. In this MD&A, any reference to "the Company", "EPCOR", "it", "its", "we", "our" or "us", except where otherwise noted or the context otherwise indicates, means EPCOR Utilities Inc., together with its subsidiaries. In this MD&A, Capital Power refers to Capital Power Corporation and its directly and indirectly owned subsidiaries including Capital Power L.P., except where otherwise noted or the context otherwise indicates. Financial information in this MD&A is based on the condensed consolidated interim financial statements, which were prepared in accordance with International Financial Reporting Standards (IFRS), and is presented in Canadian dollars unless otherwise specified. In accordance with its terms of reference, the Audit Committee of the Company's Board of Directors reviews the contents of the MD&A and recommends its approval by the Board of Directors. This MD&A was approved and authorized for issue by the Board of Directors on May 6, 2016.

OVERVIEW

EPCOR is wholly owned by The City of Edmonton (the City). EPCOR, through wholly owned subsidiaries, builds, owns and operates electrical transmission and distribution networks, water and wastewater treatment facilities and infrastructure in Canada and the United States (U.S.) and provides Regulated Rate Option (RRO) and default supply electricity related services and also sells electricity and natural gas to Alberta residential consumers under contracts through its Encor brand. EPCOR's water business provides water purification, water distribution, wastewater treatment and related management services within the city of Edmonton and several other communities in Western Canada and the Southwestern U.S. In Western Canada the water business includes design, build, finance, operating and maintenance services for municipal and industrial customers. In Southwestern U.S. the water business includes wastewater collection services.

Net income for the three months ended March 31, 2016, was $78 million compared with net income of $69 million for the comparative period in 2015. The increase of $9 million was due in part to higher approved electricity and water customer rates, gains on sales of surplus lands, higher income related to industrial service contracts, and dividend income from our investment in Capital Power. Partially offsetting these increases was no equity share of income of Capital Power L.P. and lower favorable fair value adjustments related to financial electricity purchase contracts.

EPCOR's core operations performed well in the first quarter without any significant issues or disruptions to customers. Net income from core operations for the three months ended March 31, 2016, was $75 million compared with net income from core operations of $50 million for the comparative period in 2015, as described in the net income table on page 3 of this MD&A. The increase of $25 million was driven in part by higher approved electricity and water customer rates, gains on sales of surplus lands, and higher income related to industrial service contracts. Income from core operations is a non-IFRS financial measure as described in Net Income on page 2 of this MD&A.

CONSOLIDATED RESULTS OF OPERATIONS

Revenues

----------------------------------------------------------------------------
----------------------------------------------------------------------------
(Unaudited, $ millions)
----------------------------------------------------------------------------
Revenues for the period ended March 31, 2015               $            473
----------------------------------------------------------------------------
Higher Water Services segment revenues                                    4
Higher electricity Distribution and Transmission segment
 revenues                                                                13
Lower Energy Services segment revenues                                  (11)
Other                                                                    (4)
----------------------------------------------------------------------------
Increase in revenues from core operations                                 2
----------------------------------------------------------------------------
Revenues for the period ended March 31, 2016               $            475
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Consolidated revenues were higher by $2 million for the three months ended March 31, 2016, compared with the corresponding period in 2015 primarily due to the net impact of the following:

--  Water Services segment revenues were higher primarily due to higher
    customer rates and volumes, industrial service contracts revenues, and
    foreign exchange translation gains, partially offset by lower
    construction revenues from the Regina wastewater treatment plant
    project.
--  Electricity Distribution and Transmission segment revenues were higher
    primarily due to higher approved electricity customer rates.
--  Energy Services segment revenues were lower primarily due to lower
    electricity prices and volumes.

Net Income

We use income from core operations to distinguish operating results from the Company's water and electricity businesses from results with respect to its investment in Capital Power and changes in the fair value of financial instruments. This definition has been revised from previous quarters by the addition of the fair value changes of financial instruments. The change in the fair value of financial instruments is the difference between the opening fair value of the derivative instrument for the period and the closing fair value of the derivative instrument. It is a non-IFRS financial measure, which does not have any standardized meaning prescribed by IFRS and is unlikely to be comparable to similar measures published by other entities. It is presented as it provides a useful measure of the Company's core operations and it is referred to by debt holders and other interested parties in evaluating the Company's financial performance and in assessing its creditworthiness.

----------------------------------------------------------------------------
----------------------------------------------------------------------------
(Unaudited, $ millions)
----------------------------------------------------------------------------
Net income for the period ended March 31, 2015             $             69
2015 change in the fair value of contracts-for-
 differences                                                            (10)
2015 change in the fair value of interest rate swaps                      5
2015 equity share of income from Capital Power (net of
 income tax)                                                            (14)
----------------------------------------------------------------------------
2015 income from core operations                                         50
Higher Water Services segment operating income                           16
Higher Distribution and Transmission segment operating
 income                                                                   9
Higher Energy Services segment operating income excluding
 change in the fair value of contracts-for-differences                    3
Other                                                                    (3)
----------------------------------------------------------------------------
Increase in income from core operations                                  25
----------------------------------------------------------------------------
2016 income from core operations                                         75
----------------------------------------------------------------------------
2016 change in the fair value of contracts-for-
 differences                                                              5
2016 change in the fair value of interest rate swaps                     (5)
2016 dividend income from available-for-sale investment
 in Capital Power                                                         3
----------------------------------------------------------------------------
Net income for the period ended March 31, 2016             $             78
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Net income was higher for the three months ended March 31, 2016, compared with the corresponding period in 2015 primarily due to the following:

--  Changes in each business segment's operating results for the three
    months ended March 31, 2016, compared with the corresponding period in
    2015 as described under Segment Results below.
--  Lower favorable change in the fair value of contracts-for-differences.
--  EPCOR's equity share of income of Capital Power L.P. was lower due to
    the Company transitioning from equity accounting to accounting for its
    investment in Capital Power as an available-for-sale asset following the
    sale of Capital Power shares in April 2015, when the Company's ownership
    interest was reduced to below 10%.
--  EPCOR's dividend income from Capital Power was higher due to accounting
    for the investment in Capital Power as an available-for-sale asset
    commencing in the second quarter of 2015, as described above.

SEGMENT RESULTS

Water Services

----------------------------------------------------------------------------
----------------------------------------------------------------------------
(Unaudited, $ millions, including
 intersegment transactions)
Three months ended March 31,                            2016           2015
----------------------------------------------------------------------------
Revenues                                       $         151  $         147
Expenses                                                (104)          (116)
----------------------------------------------------------------------------
Operating income                               $          47  $          31
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Water Services' operating income increased by $16 million for the three months ended March 31, 2016, compared with the corresponding period in 2015 primarily due to the gains on sales of surplus lands, higher approved customer rates, and higher income related to industrial services contracts.

Distribution and Transmission

----------------------------------------------------------------------------
----------------------------------------------------------------------------
(Unaudited, $ millions, including
 intersegment transactions)
Three months ended March 31,                            2016           2015
----------------------------------------------------------------------------
Revenues                                       $         156  $         143
Expenses                                                (117)          (113)
----------------------------------------------------------------------------
Operating income                               $          39  $          30
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Distribution and Transmission's operating income increased by $9 million for the three months ended March 31, 2016, compared with the corresponding period in 2015 primarily due to higher net system access collections and transmission revenue.

Energy Services

----------------------------------------------------------------------------
----------------------------------------------------------------------------
(Unaudited, $ millions, including
 intersegment transactions)
Three months ended March 31,                            2016           2015
----------------------------------------------------------------------------
Revenues                                       $         217  $         228
Expenses                                                (199)          (208)
----------------------------------------------------------------------------
Operating income                                          18             20
----------------------------------------------------------------------------
Exclude change in the fair value of
 contracts-for-differences                                (5)           (10)
----------------------------------------------------------------------------
Operating income excluding change in the fair
 value of contracts-for-differences            $          13  $          10
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Energy Services' operating income excluding change in the fair value of contracts-for-differences increased by $3 million for the three months ended March 31, 2016, compared with the corresponding period in 2015 primarily due to higher Energy Price Setting Plan margins, partially offset by lower billing charge rates.

Capital Spending and Investment

----------------------------------------------------------------------------
----------------------------------------------------------------------------
(Unaudited, $ millions)
Three months ended March 31,                           2016             2015
----------------------------------------------------------------------------
Water Services                             $             29 $             27
Distribution and Transmission                            57               41
Energy Services                                           -                -
Corporate                                                 2                2
----------------------------------------------------------------------------
Total capital spending and investment      $             88 $             70
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Total capital spending and investment was higher for the three months ended March 31, 2016, compared with the corresponding period in 2015 primarily due to increased spending in the Distribution and Transmission segment on growth and lifecycle replacement projects, and increased spending in the Water segment on wastewater and lifecycle projects. This was partially offset by decreased construction activity in the Water Services segment at the Rossdale water treatment plant.

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

----------------------------------------------------------------------------
----------------------------------------------------------------------------
(Unaudited, $    March 31,  December    Increase  Explanation of material
 millions)            2016  31, 2015  (decrease)  changes
----------------------------------------------------------------------------
Cash and cash    $      36 $      36 $         -  Refer to Consolidated
 equivalents                                      Statements of Cash Flows
                                                  section.
----------------------------------------------------------------------------
Trade and other        462       620        (158) Decrease primarily due to
 receivables                                      payment on the current
                                                  portion of the Capital
                                                  Power receivable related
                                                  to the back-to-back debt
                                                  and the Regina milestone
                                                  payment, lower electricity
                                                  billings and accruals
                                                  resulting from lower
                                                  electricity price and
                                                  volumes, partially offset
                                                  by an increase in current
                                                  portion of Regina long-
                                                  term receivable (see
                                                  below).
----------------------------------------------------------------------------
Inventories             16        15           1
----------------------------------------------------------------------------
Finance lease            1         1           -
 receivables
----------------------------------------------------------------------------
Other financial        275       316         (41) Decrease due to portions
 assets                                           of the Regina long-term
                                                  receivable reclassified to
                                                  trade and other
                                                  receivables, net of
                                                  construction additions.
----------------------------------------------------------------------------
Deferred tax            79        77           2  Increase due to
 assets                                           recognition of tax loss
                                                  carry-forwards amounts.
----------------------------------------------------------------------------
Available-for-         169       167           2  Increase due to fair value
 sale investment                                  adjustments.
 in Capital
 Power
----------------------------------------------------------------------------
Property, plant      4,570     4,568           2  Increase primarily due to
 and equipment                                    capital expenditures
                                                  partially offset by
                                                  foreign currency valuation
                                                  adjustments, depreciation
                                                  expense and asset
                                                  retirements.
----------------------------------------------------------------------------
Intangible             274       288         (14) Decrease primarily due to
 assets and                                       unfavorable foreign
 goodwill                                         currency valuation
                                                  adjustments and
                                                  amortization of assets
                                                  with finite lives,
                                                  partially offset by
                                                  capital expenditures.
----------------------------------------------------------------------------
Trade and other        234       259         (25) Decrease primarily due to
 Payables                                         lower electricity accruals
                                                  and lower trade payables.
----------------------------------------------------------------------------
Loans and            1,913     2,117        (204) Decrease primarily due to
 borrowings                                       repayment of long-term
 (including                                       debt related to Capital
 current                                          Power, repayment of short-
 portion)                                         term debt and foreign
                                                  currency valuation
                                                  adjustments on U.S. dollar
                                                  denominated debt.
----------------------------------------------------------------------------
Deferred revenue       952       952           -
 (including
 current
 portion)
----------------------------------------------------------------------------
Provisions             159       160          (1)
 (including
 current
 portion)
----------------------------------------------------------------------------
Derivative              16        12           4  Increase primarily due to
 liabilities                                      higher unfavorable fair
 (including                                       value adjustments related
 current                                          to the interest rate
 portion)                                         swaps.
----------------------------------------------------------------------------
Other                   37        38          (1)
 liabilities
 (including
 current
 portion)
----------------------------------------------------------------------------
Deferred tax            35        35           -
 liabilities
----------------------------------------------------------------------------
Equity               2,536     2,515          21  Increase due to increase
 attributable to                                  in net income, partially
 the Owner of                                     offset by other
 the Company                                      comprehensive loss and
                                                  dividends paid.
----------------------------------------------------------------------------
----------------------------------------------------------------------------

CONSOLIDATED STATEMENTS OF CASH FLOWS
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(Unaudited, $ millions)
Cash inflows (outflows)
----------------------------------------------------------------------------
Three months
 ended March                             Increase
 31,                 2016       2015   (decrease)  Explanation
----------------------------------------------------------------------------
Operating       $     136  $     113  $        23  Increase primarily
                                                   reflects higher funds
                                                   from operations and
                                                   higher non-cash operating
                                                   working capital. The
                                                   higher non-cash operating
                                                   working capital resulted
                                                   from a lower decrease in
                                                   accounts payable and
                                                   higher decrease in trade
                                                   and other receivables.
Investing              83        (80)         163  Increase primarily due to
                                                   higher payments received
                                                   on financial lease
                                                   receivables and other
                                                   assets net of advances
                                                   including the payment
                                                   received from Capital
                                                   Power related to the
                                                   back-to-back debt,
                                                   proceeds on disposal of
                                                   property, plant and
                                                   equipment, partially
                                                   offset by higher capital
                                                   expenditures and lower
                                                   distributions received
                                                   from Capital Power.
Financing            (219)       (30)        (189) Decrease primarily due to
                                                   higher repayment of long-
                                                   term debt which includes
                                                   obligations related to
                                                   Capital Power, and short-
                                                   term loans and
                                                   borrowings.
Opening cash           36         37           (1)
 and cash
 equivalents
----------------------------------------------------------------------------
Closing cash    $      36  $      40  $        (4)
 and cash
 equivalents
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Operating Activities and Liquidity

The Company maintains its financial position through rate-regulated utility and contracted operations which generate stable cash flows.

The Company expects to have sufficient liquidity to finance its plans and fund its obligations for the remainder of 2016 with a combination of cash on hand, cash flow from operating activities, interest and principal payments related to long-term loans receivable from Capital Power, the issuance of commercial paper, public or private debt offerings and drawing upon existing credit facilities described below under Financing. EPCOR plans to eventually sell all or a substantial portion of its remaining interest in Capital Power subject to market conditions, to fund its requirements for capital and other circumstances that may arise in the future.

Cash flows from operating activities would be impaired by events that cause severe damage to our facilities and would require unplanned cash outlays for system restoration repairs. Under those circumstances, more reliance would be placed on our credit facilities for working capital requirements until a regulatory approved recovery mechanism was in place or insurance proceeds were received.

Capital Requirements and Contractual Obligations

During the first quarter of 2016, there were no material changes to the Company's capital requirements or purchase obligations, including payments for the next five years and thereafter as previously disclosed in the 2015 annual MD&A.

Financing

Generally, our external capital is raised at the corporate level and invested in the operating business units. Our external financing has consisted of commercial paper issuance, borrowings under committed syndicated bank credit facilities, debentures payable to the City, publicly issued medium-term notes, U.S. private-debt notes and issuance of preferred shares.

The Company has bank credit facilities, which are used principally for the purpose of backing the Company's commercial paper program and providing letters of credit, as outlined below:

----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                                      Letters of
                                                      credit and
(Unaudited, $                                Banking       other
 millions)                       Total    commercial    facility Net amounts
March 31, 2016      Expiry  facilities  paper issued       draws   available
----------------------------------------------------------------------------
Committed
Syndicated bank
 credit           November
 facility(1)          2018 $       200  $          - $        41 $       159
Syndicated bank
 credit           November
 facility             2020         350            47           -         303
----------------------------------------------------------------------------
Total committed                    550            47          41         462
----------------------------------------------------------------------------
Uncommitted
Bank line of
 credit          No expiry          25             -           -          25
----------------------------------------------------------------------------
Total
 uncommitted                        25             -           -          25
----------------------------------------------------------------------------
Total credit
 facilities                $       575  $         47 $        41 $       487
----------------------------------------------------------------------------
----------------------------------------------------------------------------

1 Restricted to letters of credit.

----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                                      Letters of
(Unaudited, $                                         credit and
 millions)                                  Banking        other
December 31,                     Total   commercial     facility Net amounts
 2015               Expiry  facilities paper issued        draws   available
----------------------------------------------------------------------------
Committed
Syndicated bank
 credit           November
 facility(1)          2018 $       200 $          - $         48 $       152
Syndicated bank
 credit           November
 facility             2020         350           98            -         252
----------------------------------------------------------------------------
Total committed                    550           98           48         404
----------------------------------------------------------------------------
Uncommitted
Bank line of
 credit          No expiry          25            -            -          25
----------------------------------------------------------------------------
Total
 uncommitted                        25            -            -          25
----------------------------------------------------------------------------
Total credit
 facilities                $       575 $         98 $         48 $       429
----------------------------------------------------------------------------
----------------------------------------------------------------------------

1 Restricted to letters of credit.

Letters of credit are issued to meet the credit requirements of energy market participants and conditions of certain service agreements. Letters of credit totaling $41 million (December 31, 2015 - $48 million) were issued and outstanding at March 31, 2016.

The committed syndicated bank credit facilities cannot be withdrawn by the lenders until expiry, provided that the Company operates within the related terms and covenants. The extension feature of EPCOR's committed syndicated bank credit facilities gives the Company the option each year to re-price and extend the terms of the facilities by one or more years subject to agreement with the lending syndicate. The Company regularly monitors market conditions and may elect to enter into negotiations to extend the maturity dates.

The Company has a Canadian base shelf prospectus under which it may raise up to $1 billion of debt with maturities of not less than one year. At March 31, 2016, the available amount remaining under this base shelf prospectus was $1 billion (December 31, 2015 - $1 billion). The base shelf prospectus expires in December 2017.

Commercial paper was issued and outstanding at March 31, 2016, for $47 million (December 31, 2015 - $98 million).

If the economy were to deteriorate in the longer term, particularly in Canada and the U.S., the Company's ability to extend the maturity or revise the terms of bank credit facilities, arrange long-term financing for its capital expenditure programs and acquisitions, or refinance outstanding indebtedness when it matures could be adversely impacted. We believe that these circumstances have a low probability of occurring. We continually monitor our capital programs and operating costs to minimize the risk that the Company becomes short of cash or unable to honor its debt servicing obligations. If required, the Company would look to reduce capital expenditures and operating costs and / or sell a portion of its investment in Capital Power as market conditions permit.

Financial Covenants

EPCOR is currently in compliance with all of its financial covenants in relation to its syndicated bank credit facilities, Canadian public medium-term notes and U.S. private-debt notes. Based on current financial covenant calculations, the Company has sufficient borrowing capacity to fund current and long-term requirements. Although the risk is low, breaching these covenants could potentially result in a revocation of EPCOR's credit facilities causing a significant loss of access to liquidity.

For further information on the Company's contractual obligations, refer to the 2015 annual MD&A.

RISK MANAGEMENT

This section should be read in conjunction with the Risk Management section of the 2015 annual MD&A. EPCOR faces a number of risks including strategy execution risk, regulatory risk, political and legislative risk, health and safety risk, risk related to investment in Capital Power, information technology related security risks, water scarcity risk, environment risk, operational risks, electricity price and volume risk, project risk, weather risk, financial liquidity risk, counterparty credit risk, availability of people, foreign exchange risk, conflicts of interest, and general economic conditions, business environment and other risks. The Company employs active programs to manage these risks.

As part of ongoing risk management practices, the Company reviews current and proposed transactions to consider their impact on the risk profile of the Company. There have been no material changes to the risk profile or risk management strategies of EPCOR as described in the 2015 annual MD&A that have affected the condensed consolidated interim financial statements for the three months ended March 31, 2016.

CRITICAL ACCOUNTING ESTIMATES

In preparing the condensed consolidated interim financial statements, management necessarily made judgments and estimates in determining transaction amounts and financial statement balances. The following are the items for which significant estimates were made in the condensed consolidated interim financial statements: electricity revenues and costs, unbilled consumption of electricity and water, fair values and income taxes. Although the current condition of the economy has not impacted our methods of estimating accounting values, it has impacted the inputs in those determinations and the resulting values. Interim results will fluctuate due to the seasonal demands for electricity and water, changes in electricity prices, and the timing and recognition of regulatory decisions. Consequently, interim results are not necessarily indicative of annual results.

For further information on the Company's other critical accounting estimates, refer to the 2015 annual consolidated financial statements and 2015 annual MD&A.

OUTLOOK

In 2016, we intend to continue to focus on growth in rate-regulated water and electricity infrastructure. We expect this growth to come from new infrastructure to accommodate customer growth and lifecycle replacement of existing infrastructure primarily related to the Edmonton and U.S. based operations. We also intend to expand our water and electricity commercial services activity.

Demand for water is expected to continue to increase and we anticipate increased requirements for better water management practices including watershed management and conservation. We will pursue expansion of our portfolio of commercial water contracts.

In the quarter, the Company commenced discussions with the City of Lloydminster related to the creation of a municipal utility corporation, potentially partnering with EPCOR. Negotiations have ended with the Town of Innisfil to purchase a 50% share of its electrical distribution company.

EPCOR's Water segment will be filing their 2017 - 2021 Edmonton water and wastewater performance-based rate application in the second quarter of 2016. A decision on the application is expected in the fourth quarter of 2016.

EPCOR's Distribution and Transmission segment received a $9 million refund from the Alberta Electricity System Operator for the 2013 and 2014 Deferral Account Reconciliation in the first quarter of 2016. This amount will be refunded to customers in the third quarter of 2016.

The Energy Services segment received approval of their 2016 - 2018 Energy Price Setting Plan in the first quarter of 2016. The Company is approved to implement the new plan in the third quarter of 2016. The plan will adapt more quickly to changes in wholesale market conditions thereby reducing EPCOR's risk.

QUARTERLY RESULTS

----------------------------------------------------------------------------
----------------------------------------------------------------------------
(Unaudited, $ millions)
Quarters ended                                    Revenues       Net income
----------------------------------------------------------------------------
March 31, 2016                            $            475 $             78
December 31, 2015                                      523               65
September 30, 2015                                     511              (13)
June 30, 2015                                          489              139
March 31, 2015                                         473               69
December 31, 2014                                      499               75
September 30, 2014                                     506               23
June 30, 2014                                          435               55
----------------------------------------------------------------------------

Events for the past eight quarters compared to the same quarters of the prior year that have significantly impacted net income included:

--  March 31, 2016, first quarter results included higher approved
    electricity and water customer rates, gains on sales of surplus lands,
    higher income related to industrial services contracts, and higher
    dividend income from Capital Power. This was partially offset by no
    equity share of income of Capital Power, and lower favorable fair value
    adjustments on financial electricity purchase contracts.

--  December 31, 2015, fourth quarter results included the impairment of the
    available-for-sale investment in Capital Power, no equity share of
    income of Capital Power and lower deferred income tax recovery. This was
    partially offset by higher approved water and electricity customer
    rates, higher billing charge rates, higher customer water consumption,
    and higher favorable fair value adjustments on financial electricity
    purchase contracts.

--  September 30, 2015, third quarter results included the impairment of the
    available-for-sale investment in Capital Power and unfavorable fair
    value adjustments related to the financial electricity purchase
    contracts, partially offset by higher approved water and electricity
    customer rates, higher billing charge rates, and higher Energy Price
    Setting Plan margins.

--  June 30, 2015, second quarter results included gain on sale of a portion
    of investment in Capital Power and gain on reclassification of
    investment in Capital Power to an available-for-sale asset. It also
    included higher approved water and electricity customer rates, higher
    fair value adjustments on financial electricity purchase contracts,
    lower income tax expense due to the re-organization of Energy Services,
    and favorable fair value adjustments related to the interest rate swap.

--  March 31, 2015, first quarter results included higher approved water and
    electricity customer rates, higher fair value adjustments on financial
    electricity purchase contracts, higher equity share of income of Capital
    Power, and lower income tax expense due to the re-organization of Energy
    Services. This was partially offset by a loss on fair value adjustments
    related to the interest rate swap.

--  December 31, 2014, fourth quarter results included higher approved water
    and electricity customer rates, recovery of deferred income taxes due to
    the recognition of loss carry forwards as a result from an increase in
    forecasted taxable income in Energy Services, gain on dilution of
    interest in Capital Power and higher income from our equity share of
    Capital Power, partially offset by higher depreciation on capital assets
    in service, lower fair value adjustments on interest rate swap and
    financial electricity purchase contracts, and lower capitalized interest
    due to lower capital spend during the period.

--  September 30, 2014, third quarter results included higher favorable fair
    value adjustments on financial electricity purchase contracts and higher
    approved water and electricity customer rates, partially offset by lower
    income from our equity share of Capital Power.

--  June 30, 2014, second quarter results included higher favorable fair
    value adjustments on financial electricity purchase contracts and higher
    approved water and electricity customer rates, partially offset by lower
    income from our equity share of Capital Power.

FORWARD - LOOKING INFORMATION

Certain information in this MD&A is forward-looking within the meaning of Canadian securities laws as it relates to anticipated financial performance, events or strategies. When used in this context, words such as "will", "anticipate", "believe", "plan", "intend", "target", and "expect" or similar words suggest future outcomes.

The purpose of forward-looking information is to provide investors with management's assessment of future plans and possible outcomes and may not be appropriate for other purposes.

Material forward-looking information within this MD&A, including related material factors or assumptions and risk factors, are noted in the table below:

----------------------------------------------------------------------------
    Forward-looking        Material Factors or
      Information              Assumptions               Risk Factors
----------------------------------------------------------------------------
The Company expects to  EPCOR is able to generate EPCOR's operations do not
have sufficient         the expected cash flow    generate the expected
liquidity to finance    from operations and       level of cash flow and /
its plans and fund its  various means of funding  or circumstances arise
obligations in 2016.    remain available to the   limiting or restricting
                        Company.                  the Company's ability to
                                                  access funds through the
                                                  various means otherwise
                                                  available.
----------------------------------------------------------------------------
EPCOR plans to          EPCOR is able to find     EPCOR is unsuccessful in
eventually sell all or  suitable lower-risk       finding suitable
a substantial portion   businesses and / or       businesses and / or assets
of its remaining        assets in which to invest to invest in, therefore
interest in Capital     the sell-down proceeds.   negating further sell
Power.                  Market conditions permit  downs to raise funds.
                        the sale of Capital Power The market price of
                        shares at a price         Capital Power shares
                        suitable to EPCOR.        declines to an amount that
                                                  EPCOR no longer deems it
                                                  feasible to sell all or
                                                  substantially all of its
                                                  interest in Capital Power.
----------------------------------------------------------------------------

Whether actual results, performance or achievements will conform to the Company's expectations and predictions is subject to a number of known and unknown risks and uncertainties which could cause actual results to differ from expectations and are identified in the Risk Management section above.

Readers are cautioned not to place undue reliance on forward-looking statements as actual results could differ materially from the plans, expectations, estimates or intentions expressed in the forward-looking statements. Except as required by law, EPCOR disclaims any intention and assumes no obligation to update any forward-looking statement even if new information becomes available, as a result of future events or for any other reason.

ADDITIONAL INFORMATION

Additional information relating to EPCOR including the Company's 2015 Annual Information Form is available on SEDAR at www.sedar.com.

Contacts:
Media Relations:
EPCOR Utilities Inc.
Tim le Riche
(780) 969-8238
tleriche@epcor.com

Corporate Relations:
EPCOR Utilities Inc.
Claudio Pucci
(780) 969-8245 or toll free (877) 969-8280
cpucci@epcor.com

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