Hello, and welcome to the Algonquin Power & Utilities Corp. Third Quarter 2024 Earnings Conference Call. All lines have been placed on mute to prevent any background noise. After the speakers’ remarks, there will be a question-and-answer session. I will now turn the conference over to Mr. Brian Chin, Vice President of Investor Relations. Please go ahead.

Thank you, operator, and good morning, everyone. Thank you for joining us for our third quarter 2024 earnings conference call. Joining me on the call today will be Chris Huskilson, Chief Executive Officer; Darren Myers, Chief Financial Officer; and Sarah MacDonald, Chief Transformation Officer. To accompany today's earnings call, we have a supplemental webcast presentation available on our website, algonquinpower.com. Our financial statements and management discussion and analysis are also available on the website as well as on SEDAR+ and EDGAR. We would like to remind you that our discussion during the call will include certain forward-looking information and non-GAAP measures. Actual results could differ materially from any forecast or projection contained in such forward-looking information. Certain material factors and assumptions were applied in making the forecasts and projections reflected in such forward-looking information. Please note and review the related disclaimers located on Slide 2 of our earnings call presentation on our website. Please also refer to our most recent MD&A filed as indicated earlier and available on our website for important additional information. On the call this morning, Chris will provide an update on the company's ongoing strategic transition to a pure-play regulated utility. Darren will then review key highlights pertaining to our regulated business and our third quarter financial results, followed by some final remarks from Chris. We will then open the lines for questions. We ask that you kindly restrict your questions to two then re-queue if you have any additional questions to allow others the opportunity to participate. And with that, I'll turn it over to Chris.

Thank you, Brian, and good morning, everyone. Thank you once again for your interest in Algonquin and for supporting us on our continued journey towards a pure-play regulated utility. I'd like to start with a quick review of how far we've come in our strategic transition. But first, I want to welcome Sarah MacDonald, our Chief Transformation Officer, to the call. Welcome, Sarah. In 2023, we made the strategic decision to simplify and focus the business as a core regulated utility. It was and continues to be our belief that separating the regulated and renewables platform would, after a transition period, allow both businesses to be more ideally capitalized and ultimately lead to longer-term growth and value. We began to streamline our capital structure early this year. This started with paying off our margin loan with Atlantica and collapsing our development joint venture this past winter and successfully remarketing our green equity units this past spring. In May of this year, we announced our support for Atlantica's strategic sale agreement, which is now expected to close on December 12, 2024. In August, we announced an agreement to sell our renewables business, excluding the Hydro fleet, for up to $2.5 billion, representing an attractive valuation for our platform. This transaction is expected to close in the fourth quarter of 2024 or the first quarter of 2025. These changes are a considerable evolution for the business. Upon closing of the renewables and Atlantica transactions, we will effectively be a regulated utility business with significantly reduced complexity. As we've mentioned in the past, we will be looking to monetize our Hydro fleet as part of the separation transaction. We continue to focus our efforts on successfully closing the renewables transaction. As such, we have not yet officially launched the process for Hydro. We would expect to begin the sale process sometime in the first half of 2025 once the renewables transaction is closed. It's important to note that the Hydro business represents an annual EBITDA run rate of approximately $25 million, and we intend to only enter into a transaction if it creates value for our shareholders. At the end of the day, we are confident in the actions we are taking to position the business to deliver customer value and growth through simplification and focus. While the journey at times has been challenging, I'm excited to lead the company through this transition period to brighter days ahead. While we've been executing our strategic simplification plan, we've also been busy optimizing the core regulated business. When I started as CEO, I highlighted that one of my main priorities was to get the regulated business up and running. Early in the company's history, the primary growth – sorry, early in the company's history, the business primarily grew in a piecemeal fashion. Our opportunity is to more effectively standardize and apply best practices to create additional value for our customers and shareholders. Despite near-term challenges, I'm confident we're taking the right steps. First, we completed the rollout of our customer-first SAP-based IT platform in the spring. We’re in the typical stage where we’re adapting to our new system and our processes. We recently rolled out the next phase of business services, which will help simplify and harmonize customer service and back-office processes, leveraging our new platform. These key milestones in our transition to a more focused regulated utility business. Although our system implementation has caused some short-term regulatory lag and has in part impacted the timing of rate cases, we are excited by the longer-term potential these steps will provide. Second, we’re evaluating our regulated utility infrastructure expertise. We’ve added new members to our Board and new executive leadership, all of whom have extensive regulated experience. Third, we’re reorganizing our utility structure to group by commodity to drive best practices throughout our network. We have revamped several of our internal processes in an effort to drive more consistent results. These approaches are ones that I have successfully used in the past and I’m beginning to see positive change and increased accountability within the organization. To be clear, this is a journey, but we’re heading in the right direction. Looking ahead, one of our main priorities is to recover and earn a return on capital that we’ve already invested but have not yet captured in authorized rates. There are three large rate cases that we expect will improve our return on capital. I’m pleased to say that we recently filed rate cases for Empire Electric in Missouri and CalPeco in California, and expect to file Litchfield Park in Arizona in the first half of 2025. The general rate case for Empire Electric Missouri was filed yesterday and includes a request to increase rate base by approximately $534 million. The filing includes a 53.1% equity layer and a 10% allowed return on equity, resulting in a requested revenue requirement increase of approximately $92.1 million. Historically, Empire Electric rate cases take about one year to resolve. CalPeco’s general rate case was filed in September and includes a request to increase rate base by approximately $154 million through 2025. The filing is based on a 52.5% equity layer and an 11% allowed return on equity, resulting in a requested revenue requirement increase of approximately $39.8 million. Based on typical timing, we would expect this rate case to be resolved sometime in the first half of 2026. Concurrent with the rate case, we filed a request to adjust rates retroactively. We’re aiming to file a rate case at the Litchfield water and sewer facility in Arizona in the first half of 2025. As we indicated on prior calls, the Sarival wastewater plant is a substantial investment in the community, serving significant manufacturing development along a key corridor in the Greater Phoenix area. The plant itself represents approximately $108 million in investment, offset by approximately $23 million in connection fees. This results in a request to increase rate base by approximately $85 million. Historically, Arizona rate cases can take up to 18 months to complete, so we expect financial benefit from the rate case to start in 2026. These three rate cases constitute over $700 million in potential net increases in our authorized rate base. As we turn to 2025, it will be the first year we will be in a position to focus completely on our regulated business. As I mentioned on our last call, there’s no question that our short-term results will be impacted by the timing of rate cases. On the other hand, we are taking the right steps, and I’m confident that we have a tremendous opportunity to improve our rate case outcomes, leverage our IT platform, and run the business more effectively. The filings of Empire and CalPeco, along with other actions I’ve described, are positioning us well to increase our momentum beyond 2025. And with that, I’ll ask Darren to review this quarter’s operational and financial results.

Thank you, Chris, and good morning, everyone. I’ll start off my commentary today with an overview of key rate case developments. During the third quarter, we received the final order for our New York Water utility authorizing a $38.6 million increase in revenues over a three-year rate plan, which came into effect on September 1. As highlighted by Chris, in the third quarter, the company filed an application at our CalPeco Electric utility in California, seeking an increase in revenues of $39.8 million based on an ROE of 11% and an equity ratio of 52.5%. We also recently filed an application at our Empire Electric Missouri utility seeking a revenue increase of approximately $92 million based on an ROE of 10% and an equity ratio of 53.1%. As we look forward, we plan to file rate cases at Litchfield Water and Sewer, New England Gas, and St. Lawrence Gas in either the fourth quarter of 2024 or the first half of 2025. As we have mentioned on prior calls, 2024 represents the largest number of concurrent rate cases in the company's history. At this time, the company has 13 pending rate reviews, which represent approximately $205 million in revenue requests. Turning now to financial results. This quarter, we separated our results into continuing operations and discontinued operations. Let me provide further color to help you better understand the moving parts. Our continuing operations include our regulated business, hydro business, and ownership stake in Atlantica. It also includes all debt except debt specific to our renewables business. We continue to record our ownership stake in Atlantica and associate dividends in continuing operations based on Generally Accepted Accounting Principles. We now expect Atlantica to close on December 12, 2024. Our discontinued operations include our non-hydro renewables business, including taxes and associated tax credits and $1.25 billion in specific debt related to our renewables business. In terms of the numbers, our third quarter financial performance for continuing operations saw year-over-year growth in revenue and adjusted EBITDA of 1% and 4%, respectively, primarily due to the implementation of new rates across several of the regulated business electric, natural gas, and water facilities. Our revenue growth was partially offset by lower pass-through commodity costs. We recorded year-over-year decreases in adjusted net earnings and adjusted net earnings per share of 5% and 20%, respectively. While our results benefited from new rates, they were more than offset by higher operating expenses as well as depreciation and interest expense. Adjusted net earnings per share was also negatively impacted by the previously disclosed issuance of 76.9 million common shares in connection with the company's green equity units through a mandatory conversion back in June. On a segmented basis, adjusted EBITDA growth for the regulated business in the third quarter was up 3% year-over-year due to the implementation of new rates at several of the company's electric, gas, and water facilities as well as higher HLBV income as a result of normalized wind resources and the recovery of securitized regulatory assets at Empire. These gains were partially offset by higher operating expenses, as mentioned earlier. A few other comments on our balance sheet as we move closer towards closing our Atlantica and Renewables transactions. Our Q3 balance sheet debt, including continued and discontinued operations, is $8.7 billion, which increased from Q2, in part from the buyout of a construction loan at Carvers Creek. We expect to have approximately $1.7 billion to $1.8 billion in net proceeds from the renewable sale after off-balance sheet construction loan obligations and other renewable liabilities are satisfied. Final net proceeds received may vary due to items such as construction spending variances, tax credit timing, and monetization. It's worth noting that included in the $1.7 billion to $1.8 billion, we now expect to receive approximately $150 million of net proceeds associated with tax attributes in certain projects in late 2025. Let me have a few call-outs on our year-to-date earnings and some reminders for next year. Year-to-date, our continuing operations adjusted net earnings is $187 million and our adjusted earnings per share for continuing operations is $0.25. Included in that is $65 million in Atlantica dividends year-to-date, or approximately $0.09 in adjusted net earnings per share. As you think about next year, there are a few pieces we may call out. If you combine the proceeds of both transactions, ignoring timing, we would expect to receive $2.8 billion to $2.9 billion. As you consider our pro forma adjusted net earnings per share, you need to take into account that based on our Q3 balance sheet, $1.25 billion of proceeds would go towards discontinued operations debt paydown, leaving $1.55 billion to $1.65 billion for deleveraging against the continuing operations. So as you think about our pro forma continuing operations number, you would need to incorporate the continuing operations deleveraging and then remove the Atlantica dividends. As we've noted before, we are not providing 2025 guidance at this point. As a reminder, our results on a per-share basis will be affected by the full-year effect of the settlement of our equity units from earlier this year. We plan to provide guidance when we report our fourth quarter results. In summary, we are on track to achieving a number of key milestones on our path to simplification and becoming a pure-play regulated business. This is a journey, and we are focused on taking the right steps to create long-term value.

Thank you, Darren. We're pleased with the progress that we're making on our journey to transform Algonquin into a pure-play regulated utility. We've already achieved several of the key initiatives we listed at the start of our strategic transition. We believe we have provided meaningful steps on how we intend to get there. These steps, past, present, and future, have the same goals: strengthen the balance sheet, optimize the payout ratio, support future earnings and dividend growth, simplify and refocus the business, and ultimately provide exceptional service and value to our customers and our shareholders. With that, I'll turn the call back over to the operator for some questions.

Thank you. Your first question comes from the line of Rupert Merer with National Bank. Please go ahead.

Hello, good morning, everyone.

Good morning, Rupert.

If I could start by asking about your rate case submissions. I believe you've now submitted rate cases for $700 million of your target recovery that includes Litchfield coming up, of course. I believe there's another $300 million to come. Can you give us more color on that? What would be included in that $300 million? And what would be the timing on submitting rate cases to get you up to your full $1 billion?

Yes. Hi, Rupert. We're not going to provide specific details on what's left. I mean, obviously, we’re going to continue to file rate cases. We've already filed a significant two cases, and we're focused on Litchfield next and a number of others.

Yes. And I think, Rupert, one of the things we've been fairly clear on is that, number one, the number is going to be a moving target as we continue to invest in the business. And number two, we see this occurring into 2027.

If I could just focus on the Empire rate case then, that one seems like it has the potential to be completed most quickly and possibly completed before the end of next year. So what impact could that have on 2025? And how much of it could be retroactive?

Well, I think as we said in the prepared remarks, historically you can't predict exactly when these will settle; however, it's about 12 months. So we just put the rate case in and it would be prospective. There’ll be a small amount of impact next year, but not meaningful for 2025. And then, of course, in 2026, we'll be getting the full benefit.

Great. Maybe one quick follow-up here. I think you were looking also at some deferrals of depreciation, which you'd have to go to the regulators to see those allowances. Can you give us an update on how that might be progressing?

Yes. We're currently waiting on applications we submitted in New Hampshire and in Arizona, and we don’t have an answer yet.

Get back in the queue. Thank you.

Thanks, Rupert.

Thanks, Rupert.

Your next question comes from the line of Mark Jarvi with CIBC. Please go ahead.

Thanks for that commentary on some of the helpful measures to get us to sort of pro forma business outlook here. A question on the base set of earnings. I appreciate the intrinsic savings. But the earning on the utility business today, do you think there would be erosion as you get into 2025 with regulatory lag? Or do you think that can be flat to up on what you've shown year-to-date?

Hi, Mark. Yes. I would say we're certainly not going to give guidance today. We do have the benefit of some rate cases that we've been able to settle this year that will go into next year. We're all over our operating expenses, and there are areas where you have some increases in non-controllable spend, but we're also looking for efficiencies. It's a bit early to say what next year is going to be, and we're working hard on our plan there. We will provide further insight on that as we close Q4.

And when you say color on that when you closed Q4 before the Q results?

No. Thanks for that clarification. Our fourth quarter results.

Okay. All right. And then on the rate case filings, I think in Missouri, in particular, as part of your submission, is there anything you guys will be advocating for in terms of riders, measures to minimize regulatory lag just given what you've been through the last couple of years?

In Missouri, we have the PISA opportunity, and pretty much everything that we are applying for is in PISA today. We do have that advantage. There are a few things we are applying for relative to our fuel adjustment mechanism and a few other items. So those are all listed in the case.

Okay. And last question for me is just on New Hampshire, expectations on the path forward there. You've had some sort of extensions there, I think, to November 15. Is there a view that you can work through a settlement? Or is a refiling more likely path?

No, we're expecting to settle both of those cases. I think we've had good discussions with interveners and with the staff. So we're optimistic that the discussions will conclude favorably.

Okay. Thanks.

Thanks, Mark.

Your next question comes from the line of Sean Steuart with TD Cowen. Please go ahead.

Thanks. Good morning, everyone. And thank you for all the detail on the rate case filings. Just one question for me. Wondering if you can give us any updates on the process for Hydro at this point? Is that underway? If so, any context on expressions of interest at this stage?

Well, we've had lots of expressions of interest. That has not been a problem. But we haven't really started the process there. We've been focused on selling the larger asset base and also on the carve-out of the hydro, which are busy activities. We’ve said that sometime in the first half, we'll actually go to market with the hydro, but I want to note that it's not certain that it will sell simply because it does make a significant contribution to the business. They won't affect our ability to be considered pure play. We will sell if we can create some economic value, but if they're better off in the business, we'll keep them there. We will go to market and test that.

Yes, Sean. I know in the past, we said we would be hoping to do that this year. But with everything going on and with our aim to maximize value, we're just going to time that for next year when we have a little more bandwidth to give it the attention it needs.

Okay. Understood. The rest of my questions have been answered. Thanks very much, guys.

Thanks, Sean.

Thank you, Sean.

Your next question comes from the line of Rob Hope with Deutsche Bank. Please go ahead.

Hi everyone.

Good morning, Rob.

A follow-up to Sean's question there. It doesn't seem like you need to sell the hydro assets from a strategic point of view or even a balance sheet point of view. When you think about use of proceeds from the hydro assets, could that push you to share buybacks? Or would that help you accelerate investments into the utility business? Or how do you think about potential levers for proceeds from hydro if you do choose to sell those assets?

Yes, Rob. I'll repeat what we've said before. We are committed to maintaining our investment-grade rating. We intend to use proceeds to maintain flexibility. We want to be self-funding; that is the bigger priority. We certainly don't want to do a buyback and then return to the market after that. The flexibility we have is dependent on getting the regulatory lag lower. There's earnings and FFO created by those rate cases, so a lot depends on timing. Ultimately, we're looking to ensure flexibility and bring more discipline internally on how we time capital spend with our regulatory recovery and then from there, invest in the business.

Yes. And Rob, we’ll consider the balance between what value we get from the hydro within the business versus the value from reinvesting that capital. That will be our guiding principle, focusing on whichever provides the most economic value.

I appreciate that. And then sticking with the power business. As we look through the balance of closing, could we see the purchase price move again? To clarify or confirm, the movement we saw on the net proceeds will be offset by the debt being brought back onto the balance sheet, so the overall economics haven't changed.

Yes. So it moved up by $200 million on the high end to $1.6 billion to $1.8 billion because we brought $200 million on balance sheet, which would have been in previous construction JVs. Now that they're on our books, you naturally see that go higher. So there's no economic effect. We do have a range with additional projects that we need to complete, but we're comfortable with that estimate at this time. We're responsible for completing these even through the time when LS will take ownership. Over the next few months, we'll cover these costs as we get everything finished.

Thank you.

And Rob, to clarify, the timing of those impacts has changed as we noted we will obtain about $150 million of proceeds related to tax attributes of those projects in late 2025. So the timing isn't as aligned with the closing date as before. There's no change in the overall economics, just some nuances to it.

Thank you.

Thanks, Rob.

There are no further questions at this time. I will now turn the call to Mr. Chris Huskilson.

Thank you very much for your interest in Algonquin and for your time today. We'll be heading to EEI, the financial conference in a few days, and we look forward to seeing many of you there. So have a great rest of your day. Thank you.

This concludes today's conference call. You may now disconnect.