Canadian Utilities (CU) M&A announcement summary

Deal rationale and strategic fit

• Merger of equals combines Emera with a regulated utility platform to build a Canadian-headquartered energy infrastructure business with greater scale, financial capacity and operating expertise for rising infrastructure demand.

• Operations span Canada, the U.S., Australia and the Caribbean; Florida and Alberta are expected to contribute ~80% of adjusted earnings, with no single jurisdiction expected to exceed half of rate base.

• Greater access to capital and expertise is intended to support large projects while maintaining local utility accountability and regulatory engagement.

Financial terms and conditions

• Predominantly all-share transaction; utility business valued at ~$14.3B and pro forma enterprise value at ~$72B.

• Class A shareholders receive 0.755 Emera share per share and Class B shareholders 0.819; ATCO Class I and II shareholders receive 0.865 Emera share plus one New ATCO share per share held, subject to assumed-liability adjustments.

• Emera shareholders are expected to own ~60% of the merged entity, with former ATCO and utility shareholders together holding ~40%; preferred shares remain outstanding and fractional Emera shares will not be issued.

• Combined profile includes ~$45B rate base, ~6M customers and 12 regulated utilities; a ~$32B capital plan is planned through 2030.

• Adjusted EPS accretion is expected in the first full year after closing; utility Class A shareholders are expected to receive ~20% dividend accretion, subject to final terms and board discretion.

Synergies and expected cost savings

• Deal thesis centers on growth rather than major synergy extraction; potential benefits include greater purchasing power and lower insurance costs.

• Operational efficiencies will be pursued where they benefit customers, while non-regulated opportunities will be assessed on financial merit.