6-K - EMA - Equibles

UNITED STATES

SECURITIESAND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of November, 2023

Commission File Number: 000-54516

Emera Incorporated

(Exact name of registrant as specified in its charter)

5151 Terminal Road

Halifax NS B3J 1A1

Canada

(Address ofprincipal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☐ Form 40-F ☑

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	EMERA INCORPORATED
Date: November 13, 2023	By:	\s\ Stephen D. Aftanas
		Name: Stephen D. Aftanas
		Title: Corporate Secretary

EXHIBIT INDEX

Exhibit No.	Description
99.1	Emera Incorporated Management’s Discussion and Analysis of financial position and results<br> of operations as at and for the three and nine month period ended September 30, 2023
99.2	Emera Incorporated Unaudited Condensed Consolidated Interim Financial Statements for the three<br> and nine month period ended September 30, 2023
99.3	Form 52-109F2 Certification of Interim Filings by the<br> Chief Executive Officer
99.4	Form 52-109F2 Certification of Interim Filings by the<br> Chief Financial Officer
99.5	Emera Incorporated Earnings Coverage Ratio for the Twelve Months Ended September <br>30, 2023
99.6	Emera Incorporated Media Release dated November 10, 2023

EX-99.1

Exhibit 99.1

LOGO

Management’s Discussion & Analysis

As at November 10, 2023

Management’s Discussion & Analysis (“MD&A”) provides a review of the results of operations of Emera Incorporated and its subsidiaries and investments during the third quarter of, and year-to-date 2023 relative to the same periods in 2022; and its financial position as at September 30, 2023 relative to December 31, 2022. Throughout this discussion, “Emera” and “Company” refer to Emera Incorporated and all of its consolidated subsidiaries and investments. The Company’s activities are carried out through five reportable segments: Florida Electric Utility, Canadian Electric Utilities, Gas Utilities and Infrastructure, Other Electric Utilities, and Other.

This discussion and analysis should be read in conjunction with the Emera unaudited condensed consolidated interim financial statements and supporting notes as at and for the three and nine months ended September 30, 2023; and the Emera annual MD&A and audited consolidated financial statements and supporting notes as at and for the year ended December 31, 2022. Additional information related to Emera, including the Company’s Annual Information Form, can be found on SEDAR+ at www.sedarplus.ca.

Emera follows United States Generally Accepted Accounting Principles (“USGAAP” or “GAAP”). The accounting policies used by Emera’s rate-regulated entities may differ from those used by Emera’s non-rate-regulated businesses with respect to the timing of recognition of certain assets, liabilities, revenues and expenses. At September 30, 2023, Emera’s rate-regulated subsidiaries and investments include:

Emera Rate-Regulated Subsidiary or Equity<br><br><br>Investment	Accounting Policies Approved/Examined By
Subsidiary
Tampa Electric Company (“TEC”) (1)	Florida Public Service Commission (“FPSC”) and the Federal Energy Regulatory Commission<br>(“FERC”)
Nova Scotia Power Inc. (“NSPI”)	Nova Scotia Utility and Review Board (“UARB”)
Peoples Gas System, Inc. (“PGS”) (1)	FPSC
New Mexico Gas Company, Inc. (“NMGC”)	New Mexico Public Regulation Commission (“NMPRC”)
SeaCoast Gas Transmission, LLC (“SeaCoast”)	FPSC
Emera Brunswick Pipeline Company Limited (“Brunswick Pipeline”)	Canadian Energy Regulator (“CER”)
Barbados Light & Power Company Limited (“BLPC”)	Fair Trading Commission, Barbados (“FTC”)
Grand Bahama Power Company Limited (“GBPC”)	The Grand Bahama Port Authority (“GBPA”)
Equity Investments
NSP Maritime Link Inc. (“NSPML”)	UARB
Labrador Island Link Limited Partnership (“LIL”)	Newfoundland and Labrador Board of Commissioners of Public Utilities (“NLPUB”)
Maritimes & Northeast Pipeline Limited Partnership and Maritimes & Northeast Pipeline, LLC (“M&NP”)	CER and FERC
St. Lucia Electricity Services Limited (“Lucelec”)	National Utility Regulatory Commission<br>(“NURC”)

(1) Effective January 1, 2023, Peoples Gas System ceased to be a division of TEC and the gas utility was reorganized, resulting in a separate legal entity called Peoples Gas System, Inc., a wholly owned direct subsidiary of TECO Gas Operations, Inc.

All amounts are in Canadian dollars (“CAD”), except for the Florida Electric Utility, Gas Utilities and Infrastructure, and Other Electric Utilities sections of the MD&A, which are reported in United States dollars (“USD”) unless otherwise stated.

TABLE OF CONTENTS

Forward-looking Information	2
Introduction and Strategic Overview	3
Non-GAAP Financial Measures and Ratios	4
Consolidated Financial Review	6
Significant Items Affecting Earnings	6
Consolidated Financial Highlights	6
Consolidated Income Statement Highlights	8
Business Overview and Outlook	10
Florida Electric Utility	10
Canadian Electric Utilities	11
Gas Utilities and Infrastructure	13
Other Electric Utilities	14
Other	15
Consolidated Balance Sheet Highlights	15
Other Developments	16
Financial Highlights	16
Florida Electric Utility	16
Canadian Electric Utilities	17
Gas Utilities and Infrastructure	19
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Other Electric Utilities	20
Other	21
Liquidity and Capital Resources	22
Consolidated Cash Flow Highlights	23
Contractual Obligations	24
Debt Management	25
Guarantees and Letters of Credit<br><br><br>Outstanding Stock Data	26<br> <br>27
Transactions with Related Parties	27
Risk Management including Financial Instruments	28
Disclosure and Internal Controls	29
Critical Accounting Estimates	30
Changes in Accounting Policies and Practices	30
Future Accounting Pronouncements	30
Summary of Quarterly Results	30

FORWARD-LOOKING INFORMATION

This MD&A contains “forward-looking information” and statements which reflect the current view with respect to the Company’s expectations regarding future growth, results of operations, performance, carbon dioxide emissions reduction goals, business prospects and opportunities, and may not be appropriate for other purposes within the meaning of applicable Canadian securities laws. All such information and statements are made pursuant to safe harbour provisions contained in applicable securities legislation. The words “anticipates”, “believes”, “budget”, “could”, “estimates”, “expects”, “forecast”, “intends”, “may”, “might”, “plans”, “projects”, “schedule”, “should”, “targets”, “will”, “would” and similar expressions are often intended to identify forward-looking information, although not all forward-looking information contains these identifying words. The forward-looking information reflects management’s current beliefs and is based on information currently available to Emera’s management and should not be read as guarantees of future events, performance or results, and will not necessarily be accurate indications of whether, or the time at which, such events, performance or results will be achieved.

The forward-looking information is based on reasonable assumptions and is subject to risks, uncertainties and other factors that could cause actual results to differ materially from historical results or results anticipated by the forward-looking information. Factors that could cause results or events to differ from current expectations include, without limitation: regulatory and political risk; operating and maintenance risks; changes in economic conditions; commodity price and availability risk; liquidity and capital market risk; future dividend growth; timing and costs associated with certain capital investments; expected impacts on Emera of challenges in the global economy; estimated energy consumption rates; maintenance of adequate insurance coverage; changes in customer energy usage patterns; developments in technology that could reduce demand for electricity; global climate change; weather; unanticipated maintenance and other expenditures; system operating and maintenance risk; derivative financial instruments and hedging; interest rate risk; inflation risk; counterparty risk; disruption of fuel supply; country risks; environmental risks; foreign exchange (“FX”); regulatory and government decisions, including changes to environmental, financial reporting and tax legislation; risks associated with pension plan performance and funding requirements; loss of service area; risk of failure of information technology (“IT”) infrastructure and cybersecurity risks; uncertainties associated with infectious diseases, pandemics and similar public health threats, such as the COVID-19 novel coronavirus pandemic; market energy sales prices; labour relations; and availability of labour and management resources.

Readers are cautioned not to place undue reliance on forward-looking information, as actual results could differ materially from the plans, expectations, estimates or intentions and statements expressed in the forward-looking information. All forward-looking information in this MD&A is qualified in its entirety by the above cautionary statements and, except as required by law, Emera undertakes no obligation to revise or update any forward-looking information as a result of new information, future events or otherwise.

INTRODUCTION AND STRATEGIC OVERVIEW

Based in Halifax, Nova Scotia, Emera owns and operates cost-of-service rate-regulated electric and gas utilities in Canada, the United States and the Caribbean. Cost-of-service utilities provide essential electric and gas services in designated territories under franchises and are overseen by regulatory authorities. Emera’s strategic focus continues to be safely delivering cleaner, affordable and reliable energy to its customers.

The majority of Emera’s investments in rate-regulated businesses are located in Florida with other investments in Nova Scotia, New Mexico and the Caribbean. Emera’s portfolio of regulated utilities provides reliable earnings, cash flow and dividends. Earnings opportunities in regulated utilities are generally driven by the magnitude of net investment in the utility (known as “rate base”), and the amount of equity in the capital structure and the return on that equity (“ROE”) as approved through regulation. Earnings are also affected by sales volumes and operating expenses.

Emera’s capital investment plan is approximately $9 billion over the 2024 through 2026 period with approximately $2 billion of additional potential capital investments over the same period. The capital investment plan and additional potential capital result in a forecasted rate base growth range of approximately 7 per cent to 8 per cent through 2026. The capital investment plan, mainly focused in Florida, continues to include significant investments across the portfolio in renewable and cleaner generation, reliability and system integrity investments, infrastructure modernization, and customer-focused technologies. Emera’s capital investment plan is being funded primarily through internally generated cash flows, debt raised at the operating company level, equity, and select asset sales. Generally, equity requirements in support of the Company’s capital investment plan are expected to be funded through the issuance of preferred equity and the issuance of common equity through Emera’s dividend reinvestment plan (“DRIP”) and at-the-market program (“ATM program”). Maintaining investment-grade credit ratings is a priority of the Company.

Emera has provided annual dividend growth guidance of four to five per cent through 2026. The Company targets a long-term dividend payout ratio of adjusted net income of 70 to 75 per cent and, while the payout ratio is likely to exceed that target through and beyond the forecast period, it is expected to return to that range over time. For further information on the non-GAAP measure “Dividend Payout Ratio of Adjusted Net Income”, refer to the “Non-GAAP Financial Measures and Ratios” section.

Seasonal patterns and other weather events affect demand and operating costs. Similarly, mark-to-market (“MTM”) adjustments and foreign currency exchange can have a material impact on financial results for a specific period. Emera’s consolidated net income and cash flows are impacted by movements in the USD relative to the CAD. Emera may hedge both transactional and translational exposure. These impacts, as well as the timing of capital investments and other factors, mean results in any one quarter are not necessarily indicative of results in any other quarter, or for the year as a whole.

Energy markets worldwide are facing significant change and Emera is well positioned to respond to shifting customer demands, digitization, decarbonization, complex regulatory environments, and decentralized generation.

Customers are looking for more choice, better control, and enhanced reliability in a time where costs of decentralized generation and storage have become more competitive in some regions. Advancing technologies are transforming the way utilities interact with their customers and generate and transmit energy. In addition, climate change and extreme weather are shaping how utilities operate and how they invest in infrastructure. There is also an overall need to replace aging infrastructure and further enhance reliability. Emera will play a role in all of these trends. Emera’s strategy is to fund investments in renewable energy and technology assets which protect the environment and benefit customers through fuel or operating cost savings.

For example, significant investments to facilitate the use of renewable and low-carbon energy include the Maritime Link in Atlantic Canada, and the ongoing construction of solar generation and modernization of the Big Bend Power Station at TEC. Emera’s utilities are also investing in reliability projects and replacing aging infrastructure. All of these projects demonstrate Emera’s strategy of safely delivering cleaner, reliable, and affordable energy for its customers.

Building on its decarbonization progress, Emera is continuing its efforts by establishing clear carbon reduction goals and a vision to achieve net-zero carbon dioxide emissions by 2050.

This vision is inspired by Emera’s strong track record, the Company’s experienced team, and a clear path to Emera’s interim carbon goals. With existing technologies and resources, and subject to supportive government and regulatory decisions, Emera is working to achieve the following goals compared to corresponding 2005 levels:

•	A 55 per cent reduction in carbon dioxide emissions by 2025.
•	The retirement of Emera’s last existing coal unit no later than 2040.
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•	An 80 per cent reduction in carbon dioxide emissions by 2040.
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Achieving the above climate goals on these timelines is subject to the Company’s regulatory obligations and other external factors beyond Emera’s control.

Emera seeks to deliver on its Climate Commitment while maintaining its focus on investing in reliability and staying focused on the cost impacts for customers. Emera is also committed to identifying emerging technologies and continuing to work constructively with policymakers, regulators, partners, investors and customers to achieve these goals and realize its net-zero vision.

Emera is committed to world-class safety, operational excellence, good governance, excellent customer service, reliability, being an employer of choice, and building constructive relationships.

NON-GAAP FINANCIAL MEASURES ANDRATIOS

Emera uses financial measures and ratios that do not have standardized meaning under USGAAP and may not be comparable to similar measures presented by other entities. Emera calculates the non-GAAP measures and ratios by adjusting certain GAAP measures for specific items. Management believes excluding these items better distinguishes ongoing operations of the business and allows investors to better understand and evaluate the business. These measures and ratios are discussed and reconciled below.

Adjusted Net IncomeAttributable to Common Shareholders, Adjusted Earnings (Loss) Per Common Share (“EPS”) – Basic and Dividend Payout Ratio of Adjusted Net Income

Emera calculates an adjusted net income attributable to common shareholders (“adjusted net income”) measure by excluding the effect of MTM adjustments, and the impact of the 2022 NSPML unrecoverable costs.

Management believes excluding from net income the effect of MTM valuations and changes thereto, until settlement, better aligns the intent and financial effect of these contracts with the underlying cash flows, and therefore excludes MTM adjustments for evaluation of performance and incentive compensation. The MTM adjustments are related to the following:

·	held-for-trading (“HFT”)<br>commodity derivative instruments, including adjustments related to the price differential between the point where natural gas is sourced and where it is delivered, and the related amortization of transportation capacity recognized as a result of<br>certain Emera Energy marketing and trading transactions;
·	the business activities of Bear Swamp Power Company LLC (“Bear Swamp”) included in Emera’s equity income;<br>
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·	equity securities held in BLPC and Emera Energy; and
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·	FX hedges entered into to hedge USD denominated operating unit earnings exposure.
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For further detail on these MTM adjustments, refer to the “Consolidated Financial Review”, “Financial Highlights – Other Electric Utilities”, and “Financial Highlights – Other” sections.

In February 2022, the UARB issued a decision to disallow recovery of $9 million in costs ($7 million after-tax) included in NSPML’s final capital cost application. The after-tax unrecoverable costs were recognized in “Income from equity investments” in Emera’s Condensed Consolidated Statements of Income. Management believes excluding these unrecoverable costs from the calculation of adjusted net income better reflects the underlying operations in the period. For further details on the 2022 NSPML unrecoverable costs, refer to the “Financial Highlights – Canadian Electric Utilities” section.

Adjusted EPS – basic and dividend payout ratio of adjusted net income are non-GAAP ratios which are calculated using adjusted net income, as described above. For further details on dividend payout ratio of adjusted net income, see the “Dividend Payout Ratio” section in Emera’s 2022 Annual MD&A.

Emera calculates adjusted net income for the Canadian Electric Utilities, Other Electric Utilities, and Other segments. Reconciliation to the nearest GAAP measure is included in each segment. Refer to “Financial Highlights – Canadian Electric Utilities”, “Financial Highlights – Other Electric Utilities” and “Financial Highlights – Other” sections.

The following reconciles net income attributable to common shareholders to adjusted net income:

For the	Three months ended<br>September 30				Nine months ended<br>September 30
millions of dollars (except per share amounts)	****	2023		2022	****	2023		2022
Net income attributable to common shareholders	$	101	$	167	$	689	$	462
MTM (loss) gain, after-tax (1)	****	(103)		(36)	****	55		(132)
NSPML unrecoverable costs (2)	****	-		-	****	-		(7)
Adjusted net income	$	204	$	203	$	634	$	601
EPS – basic	$	0.37	$	0.63	$	2.53	$	1.75
Adjusted EPS – basic	$	0.75	$	0.76	$	2.33	$	2.27

(1) Net of income tax recovery of $40 million for the three months ended September 30, 2023 (2022 – $14 million recovery) and $24 million income tax expense for the nine months ended September 30, 2023 (2022 – $51 million recovery).

(2) Emera accounts for NSPML as an equity investment and therefore the after-tax unrecoverable costs were recorded in “Income from equity investments” on Emera’s Condensed Consolidated Statements of Income.

EBITDA and Adjusted EBITDA

Earnings before interest, income taxes, depreciation and amortization (“EBITDA”) and adjusted EBITDA are non-GAAP financial measures used by Emera. These financial measures are used by numerous investors and lenders to better understand cash flows and credit quality. EBITDA is useful to assess Emera’s operating performance and indicates the Company’s ability to service or incur debt, invest in capital, and finance working capital requirements.

Similar to adjusted net income calculations described above, adjusted EBITDA represents EBITDA absent the income effect of MTM adjustments and the 2022 NSPML unrecoverable costs.

The following is a reconciliation of net income to EBITDA and Adjusted EBITDA:

For the	Three months ended<br>September 30				Nine months ended<br>September 30
millions of dollars	****	2023		2022	****	2023		2022
Net income (1)	$	118	$	184	$	738	$	510
Interest expense, net	****	235		184	****	684		503
Income tax (recovery) expense	****	(34)		2	****	77		31
Depreciation and amortization	****	266		238	****	785		698
EBITDA	$	585	$	608	$	2,284	$	1,742
MTM (loss) gain, excluding income tax	****	(143)		(50)	****	79		(183)
NSPML unrecoverable costs (2)	****	-		-	****	-		(7)
Adjusted EBITDA	$	728	$	658	$	2,205	$	1,932

(1) Net income is before Non-controlling interest in subsidiaries and Preferred stock dividends.

CONSOLIDATED FINANCIAL REVIEW

Significant Items Affecting Earnings

Earnings Impact of After-Tax MTM (Loss) Gain

MTM loss, after-tax increased $67 million to $103 million in Q3 2023, compared to $36 million in Q3 2022 primarily due to higher amortization of gas transportation assets partially offset by favourable changes in existing positions at Emera Energy Services (“EES”). Year-to-date, the 2022 MTM loss, after-tax of $132 million, decreased $187 million to a $55 million MTM gain, after-tax for the same period in 2023. The year-over-year change was primarily due to favourable changes in existing positions partially offset by higher amortization of gas transportation assets at EES.

Consolidated Financial Highlights

For the<br> <br>millions of dollars	Three months ended<br>September 30				Nine months ended<br>September 30
Adjusted Net Income	****	2023		2022	****	2023		2022
Florida Electric Utility	$	228	$	199	$	512	$	472
Canadian Electric Utilities	****	38		39	****	179		176
Gas Utilities and Infrastructure	****	23		33	****	155		149
Other Electric Utilities	****	17		12	****	31		21
Other	****	(102)		(80)	****	(243)		(217)
Adjusted net income	$	204	$	203	$	634	$	601
MTM (loss) gain, after-tax	****	(103)		(36)	****	55		(132)
NSPML unrecoverable costs	****	-		-	****	-		(7)
Net income attributable to common shareholders	$	101	$	167	$	689	$	462

The following table highlights significant year-over-year changes in adjusted net income from 2022 to 2023:

For the	Three months ended		Nine months ended
millions of dollars	September 30		September 30
Adjusted net income – 2022	$	203	$	601
Operating Unit Performance
Increased earnings at TEC due to new base rates, the impact of a weaker CAD and customer growth driving higher load, partially offset by higher operating, maintenance and general expenses (“OM&G”), interest expense and<br>depreciation		29		40
Increased income from equity investments at NSPML primarily due to the partial reversal of the Maritime Link holdback costs recognized in 2022 and a lower holdback recognized in 2023		8		6
Year-to-date earnings increased at NMGC due to new base rates and higher asset optimization revenue		(1)		23
Decreased earnings at PGS due to higher interest expense and depreciation, partially offset by customer growth. Year-over-year also decreased due to higher OM&G		(4)		(6)
Decreased earnings at NSPI due to higher OM&G, including storm costs, interest expense, and depreciation, partially offset by new base rates and increased sales volumes		(10)		(7)
Quarter-over-quarter earnings decreased at EES as a result of very strong margin results in Q3 2022 due to high natural gas pricing and volatility		(13)		(1)
Corporate
Increased income tax recovery primarily due to increased losses before provision for income taxes		5		12
Increased interest expense, pre-tax		(12)		(42)
Other Variances		(1)		8
Adjusted net income – 2023	$	204	$	634

For further details of contributions by reportable segments, refer to the “Financial Highlights” section.

For the	Nine months ended September 30
millions of dollars	****	2023		2022
Operating cash flow before changes in working capital	$	1,813	$	806
Change in working capital	****	5		149
Operating cash flow	$	1,818	$	955
Investing cash flow	$	(2,045)	$	(1,685)
Financing cash flow	$	166	$	844

For further discussion of cash flow, refer to the “Consolidated Cash Flow Highlights” section.

As at	September 30		December 31
millions of dollars	****	2023		2022
Total assets	$	39,147	$	39,742
Total long-term debt (including current portion)	$	16,919	$	16,318

Consolidated Income Statement Highlights

For the<br> <br>millions of dollars	Three months ended<br>September 30						Nine months ended<br>September 30
(except per share amounts)	****	2023		2022		Variance	****	2023		2022		Variance
Operating revenues	$	1,740	$	1,835	$	(95)	$	5,591	$	5,230	$	361
Operating expenses	****	1,468		1,496		28	****	4,302		4,321		19
Income from operations	$	272	$	339	$	(67)	$	1,289	$	909	$	380
Interest expense, net	$	235	$	184	$	(51)	$	684	$	503	$	(181)
Net income attributable to common shareholders	$	101	$	167	$	(66)	$	689	$	462	$	227
Adjusted net income	$	204	$	203	$	1	$	634	$	601	$	33
Weighted average shares of common stock outstanding (in millions)	****	273.6		266.6		7.0	****	272.2		264.3		7.9
EPS – basic	$	0.37	$	0.63	$	(0.26)	$	2.53	$	1.75	$	0.78
EPS – diluted	$	0.37	$	0.63	$	(0.26)	$	2.53	$	1.74	$	0.79
Adjusted EPS – basic	$	0.75	$	0.76	$	(0.01)	$	2.33	$	2.27	$	0.06
Dividends per common share declared	$	0.6900	$	0.6625	$	0.0275	$	2.0700	$	1.9875	$	0.0825
Adjusted EBITDA	$	728	$	658	$	70	$	2,205	$	1,932	$	273

Operating Revenues

For Q3 2023, operating revenues decreased $95 million compared to Q3 2022 and, absent increased MTM loss of $101 million, increased $6 million. The increase was due to new base rates at TEC and NSPI; storm cost recovery surcharge revenue at TEC; and the impact of a weaker CAD. These increases were partially offset by lower fuel revenues at TEC, NMGC, NSPI and PGS; lower off-system sales at PGS; and decreased marketing and trading margin at EES.

Year-to-date in 2023, operating revenues increased $361 million compared to 2022 and, absent decreased MTM loss of $224 million, increased by $137 million. The increase was due to the impact of a weaker CAD; new base rates at TEC, NSPI and NMGC; storm cost recovery surcharge revenue at TEC; increased customer growth at TEC, NSPI and PGS; and increased asset optimization revenue at NMGC. These increases were partially offset by lower fuel revenues at TEC, NSPI, PGS, NMGC and BLPC; a change in fuel cost recovery methodology for an industrial customer at NSPI; and decreased off-system sales at PGS.

Operating Expenses

Operating expenses for Q3 2023 decreased $28 million and year-to-date 2023 decreased $19 million, compared to the same periods in 2022. The decreases in both periods were due to lower fuel expenses at TEC, PGS, NMGC and BLPC; partially offset by the impact of a weaker CAD; and higher OM&G at TEC primarily due to storm restoration costs recognized related to the storm cost recovery surcharge revenue and higher storm restoration costs at NSPI. Year-over-year decrease is also due to a change in fuel cost recovery methodology for an industrial customer, partially offset by the recognition of the Nova Scotia Renewable Electricity Regulations (“RER”) penalty at NSPI.

Interest Expense, Net

Interest expense, net for Q3 2023 increased $51 million and year-to-date 2023 increased $181 million, compared to the same periods in 2022. The increases in both periods were due to higher interest rates; higher borrowings to support capital investments and ongoing operations; and the impact of a weaker CAD.

Net Income and Adjusted Net Income

For Q3 2023, net income attributable to common shareholders, compared to Q3 2022, was unfavourably impacted by the $67 million increase in after-tax MTM losses. Absent the MTM changes, adjusted net income increased $1 million. The increase was primarily due to increased earnings at TEC and NSPML, and higher income tax recovery at Corporate. These were partially offset by decreased earnings at EES, NSPI and PGS; and increased Corporate interest expense due to higher interest rates and increased total debt.

Year-to-date 2023, net income attributable to common shareholders, compared to the same period in 2022, was favourably impacted by the $187 million decrease in after-tax MTM losses and by the $7 million in NSPML unrecoverable costs recognized in 2022. Absent these changes, adjusted net income increased $33 million. The increase was primarily due to increased earnings at TEC, NMGC and NSPML; the impact of a weaker CAD on the translation of Emera’s non-Canadian affiliates; and higher income tax recovery at Corporate. These were partially offset by increased Corporate interest expense due to higher interest rates and increased total debt, and decreased earnings at NSPI and PGS.

EPS and Adjusted EPS – Basic

EPS – basic was lower in Q3 2023 due to the decreased earnings as discussed above and the impact of the increase in weighted average shares outstanding. Adjusted EPS – basic was lower in Q3 2023 primarily due to the impact of the increase in weighted average shares outstanding.

EPS and adjusted EPS – basic were higher year-to-date in 2023 due to increased earnings as discussed above, partially offset by the impact of the increase in weighted average shares outstanding.

Effect of Foreign Currency Translation

Results of foreign operations are translated at the weighted average rate of exchange, and assets and liabilities of foreign operations are translated at period end rates. For additional details on the effects of foreign currency translation, refer to the Company’s 2022 annual MD&A.

The relevant CAD/USD exchange rates for 2023 and 2022 are as follows:

	Three months ended<br>September 30				Nine months ended<br>September 30				Year ended<br> December 31
For the	****	2023		2022	****	2023		2022		2022
Weighted average CAD/USD	$	1.34	$	1.35	$	1.34	$	1.30	$	1.34
Period end CAD/USD exchange rate	$	1.35	$	1.37	$	1.35	$	1.37	$	1.35

The table below includes Emera’s significant segments whose contributions to adjusted net income are recorded in USD currency:

For the				Nine months ended<br>September 30
millions of	2023		2022	****	2023		2022
Florida Electric Utility	170	$	153	$	381	$	367
Gas Utilities and Infrastructure (1)	12		19	****	101		98
Other Electric Utilities	13		9	****	23		16
Other segment (2)	(32)		(30)	****	(77)		(80)
Total (3)	163	$	151	$	428	$	401

All values are in US Dollars.

(1) Includes USD net income from PGS, NMGC, SeaCoast and M&NP.

(2) Includes Emera Energy’s USD adjusted net income from EES, Bear Swamp and interest expense on Emera Inc.’s USD denominated debt.

(3) Net of $57 million MTM loss, after-tax for the three months ended September 30, 2023 (2022 – $22 million loss) and $43 million MTM gain, after-tax, for the nine months ended September 30, 2023 (2022 – $92 million loss).

The translation impact of the change in FX rates on foreign denominated earnings decreased net income by $9 million in Q3 2023 and increased net income by $33 million year-to-date, compared to the same periods in 2022. The translation impact of a weaker CAD on foreign denominated earnings increased adjusted net income by $5 million in Q3 2023 and $23 million year-to-date compared to the same periods in 2022. Impacts of the changes in the translation of the CAD include the impacts of corporate FX hedges used to mitigate translation risk of USD earnings in the Other segment.

BUSINESS OVERVIEW AND OUTLOOK

There have been no material changes in Emera’s business overview and outlook from the Company’s 2022 annual MD&A except for the updates as disclosed below. Emera’s year-to-date results have been impacted by macroeconomic conditions, specifically higher interest rates as well as other impacts of inflation. These macroeconomic conditions are likely to continue for the near term. For information on general economic risk, including interest rate and inflation risk, refer to the “Enterprise Risk and Risk Management – General Economic Risk” in Emera’s 2022 annual MD&A. For details on Emera’s reportable segments, refer to note 1 of the Q3 2023 unaudited condensed consolidated interim financial statements.

Florida Electric Utility

TEC anticipates earning within its ROE range in 2023. New base rates effective January 1, 2023, as a result of the 2021 settlement agreement, will result in higher 2023 USD earnings than in 2022. Normalizing 2022 for weather, TEC sales volumes in 2023 are projected to be higher than in 2022 due to customer growth. TEC expects customer growth rates in 2023 to be comparable to 2022, reflective of the current expected economic growth in Florida.

On January 23, 2023, TEC petitioned the FPSC for recovery of the storm reserve regulatory asset and the replenishment of the balance in the storm reserve to the previous approved storm reserve level of $56 million USD, for a total of $131 million USD. The storm cost recovery surcharge was approved by the FPSC on March 7, 2023, and TEC began applying the surcharge on April 2023 bills. Subsequently, on November 9, 2023, the FPSC approved TEC’s petition, filed on August 16, 2023, to update the total storm cost collection to $134 million USD. It also changed the collection of the expected remaining balance of $29 million USD as of December 31, 2023, from over the first three months of 2024 to over the 12 months of 2024. The storm recovery is subject to review of the underlying costs for prudency by the FPSC and issuance of an order by the FPSC is expected by Q3 2024.

In Q3 2023, TEC was impacted by Hurricane Idalia. The related storm restoration costs were $36 million USD, which were charged to the storm reserve regulatory asset, resulting in minimal impact to earnings. TEC will determine the timing of the request for recovery of Hurricane Idalia costs at a future time.

On January 23, 2023, TEC requested an adjustment to its fuel charges to recover the 2022 fuel under-recovery of $518 million USD over a period of 21 months. The request also included an adjustment to 2023 projected fuel costs to reflect the reduction in natural gas prices since September 2022 for a projected reduction of $170 million USD for the balance of 2023. The changes were approved by the FPSC on March 7, 2023, and were effective beginning on April 1, 2023.

In 2023, capital investment in the Florida Electric Utility segment is expected to be $1.3 billion USD (2022 – $1.1 billion USD), including allowance for funds used during construction (“AFUDC”). Capital projects include solar investments, grid modernization and storm hardening investments.

Canadian Electric Utilities

NSPI

NSPI anticipates earning below its allowed ROE range in 2023 and expects earnings and sales volumes to be higher in 2023 than 2022.

On October 31, 2023, NSPI submitted an application to the UARB to defer $25 million in incremental operating costs incurred during Hurricane Fiona storm restoration efforts in September 2022. NSPI is seeking amortization of the costs over a period to be approved by the UARB during a future rate setting process. At September 30, 2023, the $25 million is deferred to “Other long-term assets”, pending UARB approval. A decision is expected from the UARB in 2024.

On September 16, 2023, Nova Scotia was struck by post-tropical storm Lee and as a result, approximately 280,000 customers lost power. The total cost of storm restoration was $19 million, with $10 million charged to OM&G, $5 million capitalized to property, plant and equipment (“PP&E) and $4 million deferred to the UARB approved storm rider. The storm rider for each of 2023, 2024, and 2025 allows NSPI to apply to the UARB for deferral and recovery of expenses if major storm restoration expenses exceed approximately $10 million in any given year. The application for deferral of the storm rider is made in the year following the year of the incurred costs, with recovery beginning in the year after the application.

On March 27, 2023, the UARB issued its final order approving the new electricity rates related to the General Rate Application settlement agreement between NSPI, key customer representatives and participating interest groups. The new electricity rates were effective on February 2, 2023.

Energy from renewable sources has increased due to the improved delivery of the NS Block of energy from Nalcor Energy’s (“Nalcor”) Muskrat Falls hydroelectric project (“Muskrat Falls”) to NSPI. For more information on the commissioning of LIL, refer to the “LIL” section below. For more information related to Nalcor’s delivery obligations of the NS Block of energy and the option for NSPI to purchase additional market-priced energy, refer to the “Business Overview and Outlook – Canadian Electric Utilities” section of Emera’s 2022 annual MD&A.

In 2023, NSPI’s capital investment is expected to be approximately $440 million (2022 – $540 million), including AFUDC. NSPI is investing primarily in capital projects required to support power system reliability and reliable service for customers.

Environmental Legislation and Regulation

NSPI is subject to environmental laws and regulations set by both the Government of Canada and the Province of Nova Scotia (the “Province”). For further discussion on environmental legislation and regulations and associated risks, refer to the “Business Overview and Outlook – Canadian Electric Utilities” and “Enterprise Risk and Risk Management” sections respectively of Emera’s 2022 annual MD&A. Recent developments related to provincial and federal environmental laws and regulations are outlined below.

Nova Scotia Cap-and-Trade Program Regulations:

On March 16, 2023, the Province amended the Nova Scotia Cap-and-Trade Program Regulations, providing NSPI with additional emissions allowances sufficient to achieve compliance for the 2019 through 2022 compliance period. Accrued compliance costs of $166 million related to the anticipated purchase of emissions credits were reversed in Q1 2023. Credits NSPI purchased from provincial auctions in the amount of $6 million will not be refunded and NSPI does not anticipate further costs related to the Nova Scotia Cap-and-Trade Program.

Carbon Pricing Regulations:

In November 2022, the Province enacted amendments to the Environment Act which provided the framework for Nova Scotia to implement an output-based pricing system (“OBPS”) to comply with the federal government’s 2023 through 2030 carbon pollution pricing regulations, effective January 1, 2023. The federal government approved the Province’s proposed system, however the OBPS will be subject to an interim review by the federal government of the standards effective for 2026. Although subsequent provincial regulations are required to detail how the OBPS will operate, the Province has shared preliminary standards with NSPI. The OBPS implements greenhouse gas (“GHG”) emissions performance standards for large industrial GHG emitters that vary by fuel type. GHG emissions in excess of the prescribed intensity standards will be subject to a carbon price that starts at $65 per tonne in 2023 and will increase by $15 per tonne annually, reaching $170 per tonne by 2030. NSPI’s regulatory framework provides for the recovery of costs prudently incurred to comply with carbon pricing programs pursuant to NSPI’s fuel adjustment mechanism (“FAM”).

Nova Scotia Renewable Electricity Regulations (“RER”):

On April 6, 2023, the Province levied a $10 million penalty on NSPI for non-compliance with the RER compliance period ending in 2022. The penalty was recorded in OM&G on the Condensed Consolidated Statements of Income. On May 26, 2023, NSPI initiated an appeal of the penalty through a proceeding with the UARB, as permitted under the RER. On October 12, 2023, the UARB decided that it will hear the appeal by giving due deference to the Province’s decision but permitting the filing of new evidence to support the parties’ positions. The preliminary hearing to determine the process and timeline of the proceeding is scheduled for November 14, 2023.

Other Legislation

Performance Standards Penalty Amendment:

On April 12, 2023, the Province enacted amendments to the Public Utilities Act which increased the cumulative total of administrative penalties that could be levied by the UARB against NSPI for non-compliance with current and future performance standards in a calendar year from $1 million to $25 million. Any administrative penalties levied against NSPI must be credited to customers and NSPI cannot recover administrative penalties imposed through rates.

Electricity Act Amendment:

On November 9, 2023, the Province passed amendments to the Electricity Act, subject to Royal Assent, which permit the Governor in Council to approve energy storage projects proposed by a public utility and owned wholly or in majority by the public utility if the project is in the best interest of ratepayers. Further, the amendments expand the ability of the Province to require NSPI to enter into power purchase agreements with renewable generation facilities by further empowering the Province to require NSPI to enter into an agreement for the sale of the electricity to specified customers. This would allow specified customers to buy renewable electricity from specified producers, with NSPI managing the transmission and sale of the energy.

Emera Newfoundland & Labrador Holdings Inc. (“ENL”)

Total equity earnings from NSPML and LIL are expected to be higher in 2023, compared to 2022. Both the NSPML and LIL investments are recorded as “Investments subject to significant influence” on Emera’s Condensed Consolidated Balance Sheets.

NSPML

In December 2022, NSPML received UARB approval to collect up to $164 million from NSPI for the recovery of costs associated with the Maritime Link in 2023, subject to a monthly holdback of up to $2 million, which will increase to $4 million beginning December 2023, as discussed below.

On October 4, 2023, the UARB issued its decision on the allocation and determination of the $18 million ($14 million related to 2022 and $4 million related to Q1 2023) of Maritime Link holdback. The UARB determined that all delivered NS Block energy, including make-up energy, be included in determining the amount of holdback. This results in $12 million of the previously recorded holdback to remain credited to customers through NSPI’s FAM, with the remainder released to NSPML and recorded in Emera’s “Income from equity investments”, subject to a compliance filing. The UARB also confirmed that the holdback will cease once 90 per cent of deliveries are achieved for 12 consecutive months and the net outstanding balance of undelivered energy is less than 10 per cent of the contracted annual amount of the NS Block. In addition, the UARB increased the monthly holdback amount from $2 million to $4 million beginning December 1, 2023. A final order by the UARB with respect to the compliance filing is expected in Q4 2023.

NSPML did not record additional holdback in Q3 2023, which is subject to UARB confirmation and the UARB granting relief in September relating to a planned outage of the LIL. For more information on the commissioning of the LIL, refer to the “LIL” section below.

On August 11, 2023, NSPML submitted an application to the UARB requesting recovery of approximately $164 million in Maritime Link costs for 2024. A decision is expected in Q4 2023.

NSPML does not anticipate any significant capital investment in 2023.

LIL

ENL is a limited partner with Nalcor in the LIL. Construction of the LIL is complete and the Newfoundland Electrical System Operator confirmed the asset to be operating suitably to support reliable system operation and full functionality at 700MW, which was validated by the Government of Canada’s Independent Engineer issuing its Commissioning Certificate on April 13, 2023.

Upon issuance of the Commissioning Certificate, AFUDC equity earnings ceased and cash equity earnings and return of equity to Emera commenced.

Equity earnings from the LIL investment are based on the book value of the equity investment and the approved ROE of 8.5 per cent. Emera’s current equity investment is $750 million, comprised of $410 million in equity contribution and $340 million of accumulated equity earnings. Emera’s total equity contribution in the LIL, excluding accumulated equity earnings, is estimated to be $650 million once the final costing has been confirmed by Nalcor to determine the amount of the remaining investment.

Gas Utilities and Infrastructure

Gas Utilities and Infrastructure 2023 USD earnings are anticipated to be consistent with 2022, primarily due to a base rate increase at NMGC, offset by slightly lower earnings at PGS, as discussed below.

PGS expects 2023 rate base growth to be consistent with 2022, with slightly lower USD earnings as a result of the effect of macroeconomic conditions, such as inflation and interest costs, which will more than offset higher revenue from new customers. As a result, PGS expects to earn below its allowed ROE range in 2023.

On April 4, 2023, PGS filed a rate case with the FPSC and a hearing for the matter was held in September 2023. On November 9, 2023, the FPSC approved a $118 million USD increase to base revenues which includes $11 million USD transferred from the cast iron and bare steel replacement rider, for a net incremental increase of $107 million USD to base revenues. This reflects a 10.15 per cent midpoint ROE with an allowed equity capital structure of 54.7 per cent. A final order reflecting new rates is expected in December 2023 with the new rates to be in effect in January 2024.

The 2020 PGS rate case settlement provides the ability to reverse a total of $34 million USD of accumulated depreciation through 2023. PGS reversed $26 million USD of accumulated depreciation through September 30, 2023, including $14 million USD reversed in 2022. The reversal of the remaining accumulated depreciation is expected to occur by December 31, 2023.

NMGC expects 2023 rate base and USD earnings to be higher in 2023 than 2022. Higher 2023 earnings are primarily due to base rate increases effective January 2023. NMGC anticipates earning near its authorized ROE in 2023 and expects customer growth rates to be consistent with historical trends.

On September 14, 2023, NMGC filed a rate case with the NMPRC for new rates to become effective October 2024. NMGC requested a $49 million USD increase in annual base revenues primarily as a result of increased operating costs and capital investments in pipeline projects and related infrastructure. The case includes a requested ROE of 10.5 per cent. A final order from the NMPRC is expected by Q3 2024.

In 2023, capital investment in the Gas Utilities and Infrastructure segment is expected to be approximately $500 million USD (2022 – $436 million USD), including AFUDC. PGS will make investments to expand and maintain its system and support customer growth. NMGC will continue to make investments to maintain the safety and reliability of its system and support customer growth.

Other Electric Utilities

Absent the impact of the GBPC impairment charge in Q4 2022, Other Electric Utilities’ USD earnings in 2023 are expected to increase over the prior year primarily as a result of higher earnings due to higher base rates at BLPC.

On October 4, 2021, BLPC submitted a general rate review application to the FTC. On September 16,^^2022, the FTC granted BLPC interim rate relief, allowing an increase in base rates of approximately $1 million USD per month. Interim rate relief is effective from September 16, 2022 until the implementation of final rates. On February 15, 2023, the FTC issued a decision on the BLPC rate review application which included the following significant items: an allowed regulatory ROE of 11.75 per cent, an equity capital structure of 55 per cent, a directive to update the major components of rate base to September 16, 2022, and a directive to establish regulatory liabilities related to the self-insurance fund of $50 million USD and prior year benefits recognized on remeasurement of deferred income taxes of $5 million USD, and a regulatory asset related to accumulated depreciation of $11 million USD. The FTC also requested a compliance filing before setting final rates which was submitted by BLPC on March 8, 2023. On March 7, 2023, BLPC filed a Motion for Review and Variation of FTC’s decision and applied for a Stay of the Decision. The FTC determined that it would hear the Motion for Review by way of an oral hearing and parties were invited to submit and exchange written submissions on these matters during Q2 2023. On May 12, 2023, the FTC granted the Stay of the Decision until the determination of the Motion for Review and Variation. The Motion was heard in August 2023 and BLPC is awaiting FTC’s decision. The final impacts to BLPC’s rate base and final rates are not yet determinable and have not been recorded but management does not expect the final decision to have a material impact on Emera’s adjusted net income. BLPC expects a final order from the FTC in Q4 2023.

In 2023, capital investment in the Other Electric Utilities segment is expected to be approximately $60 million USD (2022 – $48 million USD).

Other

Earnings from EES are generally dependent on market conditions. In particular, volatility in natural gas and electricity markets, which can be influenced by weather, local supply constraints and other supply and demand factors, can provide higher levels of margin opportunity. The business is seasonal, with Q1 and Q4 usually providing the greatest opportunity for earnings. EES is generally expected to deliver annual adjusted net income within its guidance range of $15 to $30 million USD ($45 to $70 million USD of margin).

Absent the TECO Guatemala Holdings (“TGH”) award in Q4 2022, the adjusted net loss from the Other segment is expected to be higher in 2023 due to increased interest expense, partially offset by decreased taxes due to a higher net loss. For details on the TGH award refer to the “Significant Items Affecting Earnings” section in Emera’s 2022 annual MD&A.

The Other segment does not anticipate any significant capital investment in 2023.

CONSOLIDATED BALANCE SHEET HIGHLIGHTS

Significant changes in the Consolidated Balance Sheets between December 31, 2022 and September 30, 2023 include:

millions of dollars	Increase<br>(Decrease)		Explanation
Assets
Cash and cash equivalents	$	(56)	Decreased due to investment in PP&E at the regulated utilities and dividends paid on common stock. These were partially offset by cash from operations, and proceeds from long-term debt issuances at NSPI
Inventory	****	71	Increased due to higher levels of fuel and materials inventory at NSPI and TEC and higher cost of fuel at NSPI, partially offset by lower commodity prices and natural gas volumes at EES
Derivative instruments (current and<br><br><br>long-term)	****	(117)	Decreased due to settlements of derivative instruments and decreased pricing on power derivative instruments at NSPI, partially offset by the reversal of 2022 contracts and changes in existing positions at EES
Regulatory assets (current and long-term)	****	(440)	Decreased due to higher fuel clause recoveries at TEC and the reversal of accrued Cap-and-Trade emission compliance charges at NSPI. These were<br>partially offset by increased FAM deferrals at NSPI due to an under-recovery of fuel costs and a change in fuel cost recovery methodology for an industrial customer, and higher deferred income tax regulatory asset at NSPI
Receivables and other assets<br><br><br>(current and long-term)	****	(1,249)	Decreased due to lower gas transportation assets, decreased cash collateral and lower trade receivables as a result of lower commodity prices at EES, and settlement of the gas hedge receivable and seasonal trends at NMGC. These were<br>partially offset by higher trade receivables at TEC
PP&E, net of accumulated depreciation and amortization	****	1,219	Increased due to capital additions in excess of depreciation and amortization

millions of dollars	Increase<br>(Decrease)		Explanation
Liabilities and Equity
Short-term debt and long-term debt (including current portion)	$	541	Issuance of debt at NSPI and proceeds from committed credit facilities at Emera, partially offset by net repayments under committed credit facilities at NSPI and repayment of debt at NMGC
Accounts payable	****	(601)	Decreased due to lower commodity prices at EES and NMGC, decreased cash collateral position on derivative instruments and lower fuel related payables at NSPI, and seasonal trends at NMGC
Deferred income tax liabilities, net of deferred income tax assets	****	163	Increased due to tax deductions in excess of accounting depreciation related to PP&E, partially offset by a decrease in net regulatory assets
Derivative instruments (current and long-term)	****	(598)	Decreased due to the reversal of 2022 contracts and changes in existing positions, partially offset by new contracts in 2023 at EES
Regulatory liabilities (current and long-term)	****	(365)	Decreased due to settlement of NMGC gas hedges and decreased deferrals related to derivative instruments at NSPI
Other liabilities (current and long-term)	****	(54)	Decreased due to the reversal of accrued Cap-and-Trade emissions compliance charges at NSPI partially offset by the timing of interest payments at<br>TEC
Common stock	****	231	Increased due to shares issued
Retained earnings	****	127	Increased due to net income in excess of dividends paid

OTHER DEVELOPMENTS

Increase in CommonDividend

On September 20, 2023, the Emera Board of Directors approved an increase in the annual common share dividend rate to $2.87 from $2.76 per common share. The first payment will be effective November 15, 2023. Emera also extended its dividend growth rate target of four to five per cent through 2026.

FINANCIAL HIGHLIGHTS

Florida Electric Utility

All amounts are reported in USD, unless otherwise stated.

For the	Three months ended<br>September 30				Nine months ended<br>September 30
millions of USD (except as indicated)	2023		2022		2023		2022
Operating revenues – regulated electric	$	795	$	753	$	2,024	$	1,926
Regulated fuel for generation and purchased power	$	210	$	270	$	520	$	631
Contribution to consolidated net income	$	170	$	153	$	381	$	367
Contribution to consolidated net income – CAD	$	228	$	199	$	512	$	472
Electric sales volumes (Gigawatt hours (“GWh”))	****	6,919		6,259	****	16,529		16,002
Electric production volumes (GWh)	****	6,749		6,341	****	17,065		16,675
Average fuel cost in dollars per megawatt hour (“MWh”)	$	31	$	43	$	30	$	38

The impact of the change in the FX rate increased CAD earnings for the three and nine months ended September 30, 2023 by $6 million and $21 million, respectively.

Highlights of the net income changes are summarized in the following table:

For the<br> <br>millions of USD	Three months ended<br>September 30		Nine months ended<br>September 30
Contribution to consolidated net income – 2022	$	153	$	367
Increased operating revenues – regulated electric due to storm cost recovery surcharge revenue, new base rates and customer growth driving higher load, partially offset by changes in fuel recovery clause revenue		42		98
Decreased regulated fuel for generation and purchased power due to lower natural gas prices		60		111
Increased OM&G primarily due to storm restoration cost recognition related to the storm surcharge and timing of deferred clause recoveries		(53)		(111)
Increased depreciation and amortization due to additions to facilities and generation projects placed in service		(7)		(25)
Increased interest expense, net due to higher interest rates and higher borrowings to support capital investments and ongoing operations		(13)		(52)
Increased provincial, state and municipal taxes due to higher retail sales and higher taxable property placed in service		(11)		(25)
Decreased income tax expense primarily due to production tax credits related to solar facilities		-		13
Other		(1)		5
Contribution to consolidated net income – 2023	$	170	$	381

Canadian Electric Utilities

For the	Three months ended<br>September 30				Nine months ended<br>September 30
millions of dollars (except as indicated)	2023		2022		2023		2022
Operating revenues – regulated electric	$	388	$	370	$	1,232	$	1,254
Regulated fuel for generation and purchased power (1)	$	213	$	239	$	543	$	777
Contribution to consolidated adjusted net income	$	38	$	39	$	179	$	176
NSPML unrecoverable costs	$	-	$	-	$	-	$	(7)
Contribution to consolidated net income	$	38	$	39	$	179	$	169
Electric sales volumes (GWh)	****	2,331		2,262	****	7,777		7,833
Electric production volumes (GWh)	****	2,471		2,397	****	8,255		8,320
Average fuel costs in dollars per MWh (2)	$	86	$	100	$	66	$	93

(1) Regulated fuel for generation and purchased power includes NSPI’s FAM deferral on the Condensed Consolidated Statements of Income, however, it is excluded in the segment overview.

(2) Average fuel costs for the nine months ended September 30, 2023 include the reversal of the $166 million of Nova Scotia Cap-and-Trade Program provision (2022 – $152 million expense).

Canadian Electric Utilities’ contribution to consolidated adjusted net income is summarized in the following table:

For the	Three months ended<br>September 30				Nine months ended<br>September 30
millions of dollars	2023		2022		2023		2022
NSPI	$	10	$	20	$	101	$	108
Equity investment in LIL	****	15		14	****	44		40
Equity investment in NSPML (1)	****	13		5	****	34		28
Contribution to consolidated adjusted net income	$	38	$	39	$	179	$	176

(1) Excludes $7 million in NSPML unrecoverable costs, after-tax, for the nine months ended September 30, 2022.

Highlights of the net income changes are summarized in the following table:

For the<br> <br>millions of dollars	Three months ended<br>September 30		Nine months ended<br>September 30
Contribution to consolidated net income – 2022	$	39	$	169
Increased operating revenues - regulated electric quarter-over-quarter due to new rates and increased residential, commercial, and other sales volumes, partially offset by decreased industrial sales volumes. Year-over-year decrease<br>primarily due to changes in fuel cost recovery methodology for an industrial customer^(1)^, partially offset by quarter-over-quarter impacts noted above		18		(22)
Decreased regulated fuel for generation and purchased power primarily due to the reversal of the Nova Scotia Cap-and-Trade Program provision, compared<br>to an expense in 2022, partially offset by increased commodity prices. Year-over-year decrease also partially offset by the Nova Scotia OBPS carbon tax accrual		26		234
Decreased FAM deferral primarily due to the reversal of the Nova Scotia Cap-and-Trade Program provision, partially offset by increased under-recovery of<br>fuel cost and changes in the fuel recovery methodology for an industrial customer^(1)^		(14)		(143)
Increased OM&G quarter-over-quarter due to higher costs for storm restoration and vegetation management, year-over-year also due to recognition of the RER penalty at NSPI		(22)		(38)
Increased depreciation and amortization due to increased PP&E in service		(3)		(14)
Increased interest expense, net due to increased interest rates and higher debt levels		(9)		(29)
Increased income from equity investments primarily due to the partial reversal in 2023 of the Maritime Link holdback costs recognized in 2022 and a lower holdback recognized in 2023 at NSPML, and higher earnings from LIL		9		10
Increased income tax expense quarter-over-quarter at NSPI due to decreased tax deductions in excess of accounting depreciation related to PP&E and an increase in the benefit of tax loss carryforwards recognized as a deferred<br>income tax regulatory liability		(11)		(2)
NSPML unrecoverable costs in 2022		-		7
Other		5		7
Contribution to consolidated net income – 2023	$	38	$	179

(1) For more information on the changes in fuel cost recovery methodology for an industrial customer, refer to note 6 in the Q3 2023 unaudited condensed consolidated interim financial statements

The Nova Scotia Cap-and-Trade Program provision related to the accrued cost of acquiring emissions credits for the 2019 through 2022 compliance period. As of December 31, 2022, NSPI had recognized a cumulative $166 million accrual in fuel costs related to the anticipated purchase of emissions credits and $6 million related to credits purchased from provincial auction. The accrued compliance costs of $166 million were reversed in Q1 2023 and NSPI does not anticipate further costs related to the Nova Scotia Cap-and-Trade Program. For further information on the reversal of this non-cash accrual and the FAM regulatory balance, refer to the “Business Overview and Outlook – Canadian Electric Utilities – NSPI” section and note 6 in the Q3 2023 unaudited condensed consolidated interim financial statements.

Gas Utilities and Infrastructure

All amounts are reported in USD, unless otherwise stated.

For the	Three months ended<br>September 30				Nine months ended<br>September 30
millions of USD (except as indicated)	2023		2022		2023		2022
Operating revenues – regulated gas (1)	$	193	$	260	$	824	$	924
Operating revenues – non-regulated	****	4		4	****	12		10
Total operating revenue	$	197	$	264	$	836	$	934
Regulated cost of natural gas	$	44	$	115	$	292	$	433
Contribution to consolidated net income	$	17	$	25	$	115	$	117
Contribution to consolidated net income – CAD	$	23	$	33	$	155	$	149
Gas sales volumes (millions of Therms)	****	705		636	****	2,333		2,123

(1) Operating revenues – regulated gas includes $12 million of finance income from Brunswick Pipeline (2022 – $11 million) for the three months ended September 30, 2023 and $35 million (2022 – $34 million) for the nine months ended September 30, 2023.

Gas Utilities and Infrastructure’s contribution is summarized in the following table:

For the	Three months ended<br>September 30				Nine months ended<br>September 30
millions of USD	2023		2022		2023		2022
PGS	$	13	$	16	$	58	$	65
NMGC	****	(4)		(4)	****	29		13
Other	****	8		13	****	28		39
Contribution to consolidated net income	$	17	$	25	$	115	$	117

The impact of the change in the FX rate increased CAD earnings for the three and nine months ended September 30, 2023 by $1 million and $8 million, respectively.

Highlights of the net income changes are summarized in the following table:

For the<br> <br>millions of USD	Three months ended<br>September 30		Nine months ended<br>September 30
Contribution to consolidated net income – 2022	$	25	$	117
Decreased operating revenues – regulated gas due to lower fuel revenues at PGS and NMGC, and off-system sales at PGS, partially offset by new base rates at NMGC and customer growth at<br>PGS		(67)		(110)
Increased asset optimization revenue at NMGC		-		12
Decreased regulated cost of natural gas sold due to lower natural gas prices at PGS and NMGC		71		141
Increased OM&G year-over-year primarily due to higher labour and benefit costs, and timing of deferred clause recoveries at PGS		1		(10)
Increased depreciation and amortization expense due to asset growth at PGS and NMGC		(5)		(9)
Increased interest expense, net due to higher interest rates and increased borrowings to support ongoing operations and capital investments		(8)		(23)
Other		-		(3)
Contribution to consolidated net income – 2023	$	17	$	115

Other Electric Utilities

All amounts are reported in USD, unless otherwise stated.

For the				Nine months ended<br>September 30
millions of (except as indicated)		2022		2023		2022
Operating revenues – regulated electric	108	$	104	$	286	$	300
Regulated fuel for generation and purchased power	57	$	58	$	147	$	169
Contribution to consolidated adjusted net income	13	$	9	$	23	$	16
Contribution to consolidated adjusted net income – CAD	17	$	12	$	31	$	21
Equity securities MTM loss	(1)	$	(1)	$	-	$	(5)
Contribution to consolidated net income	12	$	8	$	23	$	11
Contribution to consolidated net income – CAD	16	$	10	$	31	$	14
Electric sales volumes (GWh)	344		329	****	937		938
Electric production volumes (GWh)	371		356	****	1,017		1,015
Average fuel costs in dollars per MWh	154	$	163	$	145	$	167
Other Electric Utilities’ contribution to consolidated<br>adjusted net income is summarized in the following table:
For the				Nine months ended<br>September 30
millions of		2022		2023		2022
BLPC	6	$	3	$	14	$	6
C	7		6	****	11		9
Other	-		-	****	(2)		1
Contribution to consolidated adjusted net income	13	$	9	$	23	$	16

All values are in British Pounds.

The impact of the change in the FX rate on CAD earnings for the three months and nine months ended September 30, 2023 was minimal.

Highlights of the net income changes are summarized in the following table:

For the millions of		Nine months ended<br>September 30
Contribution to consolidated net income – 2022	8	$	11
Increased operating revenues – regulated electric quarter-over-quarter due to interim rates at BLPC. Decreased year-over-year due to lower fuel revenues at BLPC and the sale of Dominica Electricity Services Ltd. in Q1 2022,<br>partially offset by interim rates at BLPC and increased sales volumes at C	4		(14)
Decreased regulated fuel for generation and purchased power year-over-year due to lower fuel prices and changes in generation mix at BLPC	1		22
Decreased MTM loss on equity securities held at BLPC	-		5
Other	(1)		(1)
Contribution to consolidated net income – 2023	12	$	23

All values are in British Pounds.

Other

For the	Three months ended<br>September 30				Nine months ended<br>September 30
millions of dollars	2023		2022		2023		2022
Marketing and trading margin (1) (2)	$	-	$	24	$	61	$	71
Other non-regulated operating revenue	****	7		3	****	22		13
Total operating revenues – non-regulated	$	7	$	27	$	83	$	84
Contribution to consolidated adjusted net income (loss)	$	(102)	$	(80)	$	(243)	$	(217)
MTM (loss) gain, after-tax (3)	****	(102)		(34)	****	55		(125)
Contribution to consolidated net income (loss)	$	(204)	$	(114)	$	(188)	$	(342)

(1) Marketing and trading margin represents EES’s purchases and sales of natural gas and electricity, pipeline and storage capacity costs and energy asset management services’ revenues.

(2) Marketing and trading margin excludes a MTM loss, pre-tax of $101 million in Q3 2023 (2022 – $32 million loss) and $85 million gain year-to-date (2022 – $149 million loss).

(3) Net of income tax recovery of $40 million for the three months ended September 30, 2023 (2022 – $14 million recovery) and $24 million income tax expense for the nine months ended September 30, 2023 (2022 – $51 million recovery).

Other’s contribution to consolidated adjusted net income (loss) is summarized in the following table:

For the	Three months ended<br>September 30				Nine months ended<br>September 30
millions of dollars	2023		2022		2023		2022
Emera Energy	$	3	$	8	$	39	$	29
Corporate – see breakdown of adjusted contribution below	****	(99)		(84)	****	(265)		(230)
Block Energy LLC (1)	****	(5)		(3)	****	(14)		(13)
Other	****	(1)		(1)	****	(3)		(3)
Contribution to consolidated adjusted net income (loss)	$	(102)	$	(80)	$	(243)	$	(217)

(1) Previously Emera Technologies LLC

Highlights of the net income changes are summarized in the following table:

For the<br> <br>millions of dollars	Three months ended<br>September 30		Nine months ended<br>September 30
Contribution to consolidated net income (loss) – 2022	$	(114)	$	(342)
Decreased marketing and trading margin quarter-over-quarter reflects very strong margin results in Q3 2022 due to high natural gas pricing and volatility. Year-over-year decrease reflects less favourable market conditions,<br>specifically lower natural gas prices and volatility and higher fixed cost commitments for gas transportation in 2023 compared to 2022		(24)		(10)
Increased interest expense, pre-tax, due to higher interest rates<br><br><br>and increased total debt		(13)		(43)
Increased income tax recovery primarily due to increased losses before provision for income taxes		19		19
Decreased MTM loss, after-tax quarter-over-quarter primarily due to higher amortization of gas transportation assets partially offset by favourable changes in existing positions at EES.<br>Increased MTM gain, after-tax year-over-year primarily due to favourable changes in existing positions at EES and gains on Corporate FX hedges partially offset by amortization of gas transportation assets at<br>EES		(66)		182
Other		(6)		6
Contribution to consolidated net income (loss) – 2023	$	(204)	$	(188)

Corporate

Corporate’s adjusted loss is summarized in the following table:

For the	Three months ended<br>September 30				Nine months ended<br>September 30
millions of dollars	****	2023		2022	****	2023		2022
Operating expenses (1)	$	32	$	27	$	66	$	63
Interest expense	****	84		72	****	241		199
Income tax recovery	****	(34)		(29)	****	(86)		(74)
Preferred dividends	****	16		16	****	48		47
Other (2) (3)	****	1		(2)	****	(4)		(5)
Corporate adjusted net loss (4)	$	(99)	$	(84)	$	(265)	$	(230)

(1) Operating expenses include OM&G and depreciation.

(2) Other includes realized gains and losses on FX hedges entered into to hedge USD denominated operating unit earnings exposure.

(3) Includes a realized net loss, pre-tax of $2 million ($1 million after-tax) for the three months ended September 30, 2023 (2022 – $1 million net loss, pre-tax and $1 million loss, after-tax) and a $7 million net loss, pre-tax ($5 million after-tax) for the nine months ended September 30, 2023 (2022 – $1 million net loss, pre-tax and $1 million loss, after-tax) on FX hedges, as discussed above.

(4) Excludes a MTM loss, after-tax, of $11 million for the three months ended September 30, 2023 (2022 – $22 million loss, after-tax) and a MTM gain, after-tax of $5 million for the nine months ended September 30, 2023 (2022 – $21 million loss, after-tax).

LIQUIDITY AND CAPITAL RESOURCES

The Company generates internally sourced cash from its various regulated and non-regulated energy investments. Utility customer bases are diversified by both sales volumes and revenues among customer classes. Emera’s non-regulated businesses provide diverse revenue streams and counterparties to the business. Circumstances that could affect the Company’s ability to generate cash include changes to global macro-economic conditions, downturns in markets served by Emera, impact of fuel commodity price changes on collateral requirements and timely recoveries of fuel costs from customers, the loss of one or more large customers, regulatory decisions affecting customer rates and the recovery of regulatory assets, and changes in environmental legislation. Emera’s subsidiaries are generally in a financial position to contribute cash dividends to Emera provided they do not breach their debt covenants, where applicable, after giving effect to the dividend payment, and maintain their credit metrics.

Emera’s future liquidity and capital needs will be predominately for working capital requirements, ongoing rate base investment, business acquisitions, greenfield development, dividends and debt servicing. Emera has an approximate $9 billion capital investment plan over the 2024 through 2026 period with approximately $2 billion of additional potential capital investments over the same period. The capital investment plan, mainly focused in Florida, continues to include significant investments across the portfolio in renewable and cleaner generation, reliability and system integrity investments, infrastructure modernization, and customer-focused technologies. Capital investments at the regulated utilities are subject to regulatory approval.

Emera plans to use cash from operations, debt raised at the utilities, equity, and select asset sales to support normal operations, repayment of existing debt, and capital requirements. Debt raised at certain of the Company’s utilities is subject to applicable regulatory approvals. Generally, equity requirements in support of the Company’s capital investment plan are expected to be funded through the issuance of preferred equity and the issuance of common equity through Emera’s DRIP and ATM programs.

Emera has credit facilities with varying maturities that cumulatively provide $5.5 billion of credit, with approximately $1.8 billion undrawn and available at September 30, 2023. The Company was holding a cash balance of $273 million at September 30, 2023. For further discussion, refer to the “Debt Management” section below. For additional information regarding the credit facilities, refer to notes 18 and 19 in the Q3 2023 unaudited condensed consolidated interim financial statements.

Consolidated Cash Flow Highlights

Significant changes in the Condensed Consolidated Statements of Cash Flows between the nine months ended September 30, 2023 and 2022 include:

millions of dollars	****	2023		2022		Change
Cash, cash equivalents, and restricted cash, beginning of period	$	332	$	417	$	(85)
Provided by (used in):
Operating cash flow before changes in working capital	****	1,813		806		1,007
Change in working capital	****	5		149		(144)
Operating activities	$	1,818	$	955	$	863
Investing activities	****	(2,045)		(1,685)		(360)
Financing activities	****	166		844		(678)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash	****	2		18		(16)
Cash, cash equivalents, and restricted cash, end of period	$	273	$	549	$	(276)

Cash Flow from Operating Activities

Net cash provided by operating activities increased $863 million to $1,818 million for the nine months ended September 30, 2023, compared to $955 million for the same period in 2022.

Cash from operations before changes in working capital increased $1,007 million. This increase was due to higher fuel clause recoveries and higher storm cost recoveries at TEC, and decreased fuel for generation and purchased power expense at NSPI driven by the decreased Nova Scotia Cap-and-Trade Program provision. This was partially offset by a decrease in regulatory liabilities due to 2022 gas hedge settlements at NMGC.

Changes in working capital decreased operating cash flows by $144 million year-over-year. This decrease was due to the timing of accounts payable payments at NSPI and TEC, unfavourable changes in cash collateral positions at NSPI, decreased accrual for the Nova Scotia Cap-and-Trade emissions compliance charges, and unfavourable change in fuel inventory at NSPI. This was partially offset by favourable changes in cash collateral positions at Emera Energy, and favourable changes in accounts receivable at NMGC due to the receipt of its 2022 gas hedge settlement.

Cash Flow from Investing Activities

Net cash used in investing activities increased $360 million to $2,045 million for the nine months ended September 30, 2023, compared to $1,685 million for the same period in 2022. The increase was due to higher capital investment in 2023.

Capital investments, including AFUDC, for the nine months ended September 30, 2023, were $2,090 million compared to $1,742 million for the same period in 2022. Details of the 2023 capital investment by segment are shown below:

·	$1,212 million – Florida Electric Utility (2022 – $980 million);
·	$346 million – Canadian Electric Utilities (2022 – $311 million);
---	---
·	$482 million – Gas Utilities and Infrastructure (2022 – $405 million);
---	---
·	$43 million – Other Electric Utilities (2022 – $43 million); and
---	---
·	$7 million – Other (2022 – $3 million).
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Cash Flow from Financing Activities

Net cash provided by financing activities decreased $678 million to $166 million for the nine months ended September 30, 2023, compared to $844 million for the same period in 2022. This decrease was due to lower proceeds from long-term debt at TEC, lower proceeds from short-term debt at Emera and TECO Finance, higher repayments of committed credit facilities at NSPI, and lower issuance of common stock. This was partially offset by proceeds from long-term debt at NSPI, retirement of long-term debt at TEC in 2022, and higher net proceeds from committed credit facilities at Emera.

Contractual Obligations

As at September 30, 2023, contractual commitments for each of the next five years and in aggregate thereafter consisted of the following:

millions of dollars	2023		2024		2025		2026		2027		Thereafter		Total
Long-term debt principal	$	18		1,594		227		3,101		1,043		10,964	$	16,947
Interest payment obligations (1)		343		791		744		655		556		7,395		10,484
Transportation (2)		199		642		498		414		398		2,999		5,150
Purchased power (3)		74		260		241		257		306		3,591		4,729
Fuel, gas supply and storage		314		590		218		65		5		1		1,193
Capital projects		655		234		25		5		-		-		919
Asset retirement obligations		6		2		2		3		1		413		427
Pension and post-retirement obligations (4)		10		30		30		82		59		170		381
Equity investment commitments (5)		-		240		-		-		-		-		240
Other		38		152		141		55		47		218		651
	$	1,657	$	4,535	$	2,126	$	4,637	$	2,415	$	25,751	$	41,121

(1) Future interest payments are calculated based on the assumption that all debt is outstanding until maturity. For debt instruments with variable rates, interest is calculated for all future periods using the rates in effect at September 30, 2023, including any expected required payment under associated swap agreements.

(2) Purchasing commitments for transportation of fuel and transportation capacity on various pipelines. Includes a commitment of $137 million related to a gas transportation contract between PGS and SeaCoast through 2040.

(3) Annual requirement to purchase electricity production from Independent Power Producers or other utilities over varying contract lengths.

(4) The estimated contractual obligation is calculated as the current legislatively required contributions to the registered funded pension plans (excluding the possibility of wind-up), plus the estimated costs of further benefit accruals contracted under NSPI’s Collective Bargaining Agreement and estimated benefit payments related to other unfunded benefit plans.

(5) Emera has a commitment to make equity contributions to the LIL. The commercial agreements between Emera and Nalcor require true ups to finalize the respective investment obligations of the parties in relation the Maritime Link and LIL which is expected to be made in 2024.

NSPI has a contractual obligation to pay NSPML for use of the Maritime Link over approximately 38 years from its January 15, 2018 in-service date. In February 2022, the UARB issued its decision and Board Order approving NSPML’s requested rate base of approximately $1.8 billion. In December 2022, the UARB approved the collection of $164 million from NSPI for the recovery of Maritime Link costs in 2023. The timing and amounts payable to NSPML for the remainder of the 38-year commitment period are subject to UARB approval.

Construction of the LIL is complete and the Newfoundland Electrical System Operator confirmed the asset to be operating suitably to support reliable system operation and full functionality at 700MW, which was validated by the Government of Canada’s Independent Engineer issuing its Commissioning Certificate on April 13, 2023.

Emera has committed to obtain certain transmission rights for Nalcor, if requested, to enable it to transmit energy which is not otherwise used in Newfoundland and Labrador or Nova Scotia. Nalcor has the right to transmit this energy from Nova Scotia to New England energy markets effective August 15, 2021 and continuing for 50 years. As transmission rights are contracted, the obligations are included within “Other” in the above table.

Debt Management

In addition to funds generated from operations, Emera and its subsidiaries have, in aggregate, access to committed syndicated revolving and non-revolving bank lines of credit in either CAD or USD, per the table below as at September 30, 2023.

millions of dollars		CreditFacilities		Utilized		UndrawnandAvailable
Emera – Unsecured committed revolving credit facility	June 2027	$	900	$	678	$	222
TEC (in ) – Unsecured committed revolving credit facility	December 2026		800		759		41
NSPI – Unsecured committed revolving credit facility	December 2027		800		317		483
Emera – Unsecured non-revolving facility	December 2023		400		400		-
Emera – Unsecured non-revolving facility	February 2024		400		-		400
Emera – Unsecured non-revolving facility	August 2024		400		400		-
TEC (in ) – Unsecured non-revolving facility	December 2023		400		400		-
TECO Finance (in ) – Unsecured committed revolving credit facility	December 2026		400		215		185
NSPI – Unsecured non-revolving facility	July 2024		400		400		-
TEC (in ) - Unsecured revolving facility	February 2024		200		-		200
TEC (in ) - Unsecured revolving facility	April 2024		200		-		200
NMGC (in ) – Unsecured revolving credit facility	December 2026		125		80		45
NMGC (in ) – Unsecured non-revolving facility	March 2024		45		45		-
Other (in ) – Unsecured committed revolving credit facilities	Various		21		8		13

All values are in US Dollars.

Emera and its subsidiaries have certain financial and other covenants associated with their debt and credit facilities. Covenants are tested regularly, and the Company is in compliance with covenant requirements as at September 30, 2023.

Recent significant financing activity for Emera and its subsidiaries are discussed below by segment:

Florida Electric Utilities

On April 3, 2023, TEC entered into a 364-day, $200 million USD senior unsecured revolving credit facility which matures on April 1, 2024. The credit agreement contains customary representations and warranties, events of default and financial and other covenants, and bears interest at a variable interest rate, based on either the term secured overnight financing rate (“SOFR”), Wells Fargo’s prime rate, the federal funds rate or the one-month SOFR, plus a margin. Proceeds from this facility will be used for general corporate purposes.

On March 1, 2023, TEC entered into a 364-day, $200 million USD senior unsecured revolving credit facility which matures on February 28, 2024. The credit facility contains customary representations and warranties, events of default and financial and other covenants, and bears interest at a variable interest rate, based on either the term SOFR, the Bank of Nova Scotia’s prime rate, the federal funds rate or the one-month SOFR, plus a margin. Proceeds from this facility will be used for general corporate purposes.

Canadian Electric Utilities

On March 24, 2023, NSPI issued $500 million in unsecured notes. The issuance included $300 million unsecured notes that bear interest at 4.95 per cent with a maturity date of November 15, 2032, and $200 million unsecured notes that bear interest at 5.36 per cent with a maturity date of March 24, 2053. Proceeds from these issuances were added to the general funds of the Company and applied primarily to refinance existing indebtedness, to finance capital investment and for general corporate purposes.

Gas Utilities and Infrastructure

On October 19, 2023, NMGC issued $100 million USD in senior unsecured notes that bear interest at 6.36 per cent with a maturity date of October 19, 2033. Proceeds from the issuance were used to repay short-term borrowings. The $100 million USD that was repaid was classified as long-term debt at September 30, 2023.

Other Electric Utilities

On May 24, 2023, GBPC issued a $28 million USD non-revolving term loan that bears interest at 4.00 per cent with a maturity date of May 24, 2028. Proceeds from this issuance were used to repay GBPC’s $28 million USD bond, which matured in May 2023.

Other

On August 18, 2023, Emera entered into a $400 million non-revolving term facility which matures on February 19, 2024. The credit agreement contains customary representations and warranties, events of default and financial and other covenants, and bears interest at Bankers’ Acceptances or prime rate advances, plus a margin. Proceeds from this facility will be used for general corporate purposes.

On June 30, 2023, Emera amended its $400 million unsecured non-revolving facility to extend the maturity date from August 2, 2023 to August 2, 2024. There were no other changes in commercial terms from the prior agreement.

On May 2, 2023, Emera issued $500 million in senior unsecured notes that bear interest at 4.84 per cent with a maturity date of May 2, 2030. The proceeds were used to repay Emera’s $500 million unsecured fixed rate notes, which matured in June 2023.

Guarantees and Letters of Credit

Emera’s guarantees and letters of credit are consistent with those disclosed in the Company’s 2022 annual MD&A, with material updates as noted below:

NSPI renewed guarantees of $15 million USD with terms of varying lengths. As at September 30, 2023, NSPI had $109 million USD (2022 – $119 million USD) of guarantees outstanding with terms of varying lengths, all of which are issued on behalf of its subsidiary, NS Power Energy Marking Incorporated.

The Company has standby letters of credit and surety bonds in the amount of $80 million USD (December 31, 2022 – $145 million USD) to third parties that have extended credit to Emera and its subsidiaries. These letters of credit and surety bonds typically have a one-year term and are renewed annually, as required.

Outstanding Stock Data

Common Stock

Issued and outstanding:	millions of<br>shares		millions of<br>dollars
Balance, December 31, 2022		269.95	$	7,762
Issued under the DRIP, net of discounts		3.84		205
Senior management stock options exercised and Employee Share Purchase<br>Plan		0.51		26
Balance, September 30, 2023	****	274.30	$	7,993

As at November 7, 2023, the amount of issued and outstanding common shares was 274.4 million.

If all outstanding stock options were converted as at November 7, 2023, an additional 3.1 million common shares would be issued and outstanding.

ATM Equity Program

On October 3, 2023, Emera filed a short form base shelf prospectus (“Base Shelf”), primarily in support of the planned renewal of its ATM Program in Q4 2023 that will allow the Company to issue up to $600 million of common shares from treasury to the public from time to time, at the Company’s discretion, at the prevailing market price. The ATM Program will be renewed upon the filing of a prospectus supplement to the Company’s Base Shelf and an equity distribution agreement. Once renewed, this ATM Program is expected to remain in effect until November 4, 2025.

Preferred Stock

As at November 7, 2023, Emera had the following preferred shares issued and outstanding: Series A – 4.9 million; Series B – 1.1 million; Series C – 10.0 million; Series E – 5.0 million; Series F – 8.0 million; Series H – 12.0 million; Series J – 8.0 million, and Series L – 9.0 million. Emera’s preferred shares do not have voting rights unless the Company fails to pay, in aggregate, eight quarterly dividends.

On July 6, 2023, Emera announced that it would not redeem the 10 million outstanding Cumulative Rate Reset Preferred Shares, Series C (“Series C Shares”) or the 12 million outstanding Cumulative Minimum Rate Reset First Preferred Shares, Series H (“Series H Shares”) on August 15, 2023.

On August 4, 2023, Emera announced that after having taken into account all conversion notices received from holders, no Series C Shares were converted into Cumulative Floating Rate First Preferred Shares, Series D Shares and no Series H shares were converted into Cumulative Floating Rate First Preferred Shares, Series I shares. The holders of the Series C Shares are entitled to receive a dividend of 6.434 per cent per annum on the Series C Shares during the five-year period commencing on August 15, 2023, and ending on (and inclusive of) August 14, 2028 ($0.40213 per Series C Share per quarter). The holders of the Series H Shares are entitled to receive a dividend of 6.324 per cent per annum on the Series H Shares during the five-year period commencing on August 15, 2023, and ending on (and inclusive of) August 14, 2028 ($0.39525 per Series H Share per quarter).

TRANSACTIONS WITH RELATED PARTIES

In the ordinary course of business, Emera provides energy and other services and enters into transactions with its subsidiaries, associates and other related companies on terms similar to those offered to non-related parties. Intercompany balances and intercompany transactions have been eliminated on consolidation, except for the net profit on certain transactions between non-regulated and regulated entities, in accordance with accounting standards for rate-regulated entities. All material amounts are under normal interest and credit terms.

Significant transactions between Emera and its associated companies are as follows:

·	Transactions between NSPI and NSPML related to the Maritime Link assessment are reported in the Condensed Consolidated<br>Statements of Income. NSPI’s expense is reported in Regulated fuel for generation and purchased power, totalling $44 million for the three months ended September 30, 2023 (2022 – $41 million) and $122 million for the nine<br>months ended September 30, 2023 (2022 – $118 million). NSPML is accounted for as an equity investment and therefore, the corresponding earnings related to this revenue are reflected in Income from equity investments. For further details,<br>refer to the “Business Overview and Outlook - Canadian Electric Utilities – ENL” and “Contractual Obligations” sections.
·	Natural gas transportation capacity purchases from M&NP are reported in the Condensed Consolidated Statements of<br>Income. Purchases from M&NP reported net in Operating revenues – non-regulated, totalled $2 million for the three months ended September 30, 2023 (2022 – $1 million) and<br>$10 million for the nine months ended September 30, 2023 (2022 – $7 million).
---	---

Transactions between NSPI and NSPML related to the Maritime Link assessment are reported in the Condensed Consolidated Statements of Income. NSPI’s expense is reported in Regulated fuel for generation and purchased power, totalling $44 million for the three months ended September 30, 2023 (2022 – $41 million) and $122 million for the nine months ended September 30, 2023 (2022 – $118 million). NSPML is accounted for as an equity investment and therefore, the corresponding earnings related to this revenue are reflected in Income from equity investments. For further details, refer to the “Business Overview and Outlook - Canadian Electric Utilities – ENL” and “Contractual Obligations” sections.

Natural gas transportation capacity purchases from M&NP are reported in the Condensed Consolidated Statements of Income. Purchases from M&NP reported net in Operating revenues – non-regulated, totalled $2 million for the three months ended September 30, 2023 (2022 – $1 million) and $10 million for the nine months ended September 30, 2023 (2022 – $7 million).

---

There were no significant receivables or payables between Emera and its associated companies reported on Emera’s Condensed Consolidated Balance Sheets as at September 30, 2023 and at December 31, 2022.

RISK MANAGEMENT AND FINANCIAL INSTRUMENTS

There have been no material changes in Emera’s risk management profile and practices from those disclosed in the Company’s 2022 annual MD&A.

Derivative Assets and LiabilitiesRecognized on the Balance Sheet

As at<br> <br>millions of dollars	September 302023		December 31<br>2022
Regulatory Deferral:
Derivative instrument assets (1)	$	86	$	238
Derivative instrument liabilities (2)	****	(26)		(25)
Regulatory assets (1)	****	28		30
Regulatory liabilities (2)	****	(71)		(230)
Net asset	$	17	$	13
HFT Derivatives:
Derivative instrument assets (1)	$	186	$	153
Derivative instrument liabilities (2)	****	(419)		(1,025)
Net liability	$	(233)	$	(872)
Other Derivatives:
Derivative instrument assets (1)	$	7	$	5
Derivative instrument liabilities (2)	****	(35)		(28)
Net liability	$	(28)	$	(23)

(1) Current and other assets.

(2) Current and long-term liabilities.

Realized and Unrealized Gains (Losses) Recognized in Net Income

	Three months ended				Nine months ended
For the	September 30				September 30
millions of dollars	****	2023		2022	****	2023		2022
Regulatory Deferral:
Regulated fuel for generation and purchased power (1)	$	6	$	51	$	70	$	142
HFT Derivatives:
Non-regulated operating revenues	$	90	$	(567)	$	907	$	(635)
Other Derivatives:
OM&G	$	(20)	$	(12)	$	(12)	$	(21)
Other income, net	****	(18)		(32)	****	-		(31)
Net losses	$	(38)	$	(44)	$	(12)	$	(52)
Total net gains (losses)	$	58	$	(560)	$	965	$	(545)

(1) Realized gains (losses) on derivative instruments settled and consumed in the period, hedging relationships that have been terminated or the hedged transaction is no longer probable. Realized gains (losses) recorded in inventory will be recognized in “Regulated fuel for generation and purchased power” when the hedged item is consumed.

As at	September 30, 2023				December 31, 2022
millions of dollars	Interest ratehedge		FX forwards		Interest rate<br>hedge		FX<br> forwards
Total unrealized gain in AOCI – net of tax	$	14	$	1	$	16	$	-

For the three and nine months ended September 30, 2023, unrealized gains of $1 million (2022 – $1 million) and $2 million (2022 – $2 million) respectively, have been reclassified from accumulated other comprehensive income (“AOCI”) into interest expense.

DISCLOSURE AND INTERNAL CONTROLS

Management is responsible for establishing and maintaining adequate disclosure controls and procedures (“DC&P”) and internal control over financial reporting (“ICFR”), as defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings. The Company’s internal control framework is based on the criteria published in the Internal Control - Integrated Framework (2013), a report issued by the Committee of Sponsoring Organizations of the Treadway Commission. Management, including the Chief Executive Officer and Chief Financial Officer, evaluated the design of the Company’s DC&P and ICFR as at September 30, 2023, to provide reasonable assurance regarding the reliability of financial reporting in accordance with USGAAP.

Management recognizes the inherent limitations in internal control systems, no matter how well designed. Control systems determined to be appropriately designed can only provide reasonable assurance with respect to the reliability of financial reporting and may not prevent or detect all misstatements.

There were no changes in the Company’s ICFR during the quarter ended September 30, 2023 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

CRITICAL ACCOUNTING ESTIMATES

The preparation of unaudited condensed consolidated interim financial statements in accordance with USGAAP requires management to make estimates and assumptions. These may affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. Significant areas requiring use of management estimates relate to rate-regulated assets and liabilities, accumulated reserve for cost of removal, pension and post-retirement benefits, unbilled revenue, useful lives for depreciable assets, goodwill and long-lived assets impairment assessments, income taxes, asset retirement obligations, and valuation of financial instruments. Management evaluates the Company’s estimates on an ongoing basis based upon historical experience, current and expected conditions and assumptions believed to be reasonable at the time the assumption is made, with any adjustments recognized in income in the year they arise. There were no material changes in the nature of the Company’s critical accounting estimates from those disclosed in Emera’s 2022 annual MD&A.

CHANGES IN ACCOUNTING POLICIES AND PRACTICES

FutureAccounting Pronouncements

The Company considers the applicability and impact of all Accounting Standard Updates (“ASU”) issued by the Financial Accounting Standards Board (“FASB”). ASUs issued by FASB, but which are not yet effective, were assessed and determined to be either not applicable to the Company or to have an insignificant impact on the unaudited condensed consolidated interim financial statements.

SUMMARY OF QUARTERLY RESULTS

For the quarter ended<br> <br>millions of dollars<br><br><br>(except per share amounts)	Q3<br><br><br>2023		Q2<br><br><br>2023		Q1<br><br><br>2023		Q4<br><br><br>2022		Q3<br><br><br>2022		Q2<br><br><br>2022		Q1<br><br><br>2022		Q4<br><br><br>2021
Operating revenues	$	1,740	$	1,418	$	2,433	$	2,358	$	1,835	$	1,380	$	2,015	$	1,868
Net income (loss) attributable to common shareholders	$	101	$	28	$	560	$	483	$	167	$	(67)	$	362	$	324
Adjusted net income	$	204	$	162	$	268	$	249	$	203	$	156	$	242	$	168
EPS – basic	$	0.37	$	0.10	$	2.07	$	1.80	$	0.63	$	(0.25)	$	1.38	$	1.24
EPS – diluted	$	0.37	$	0.10	$	2.07	$	1.80	$	0.63	$	(0.25)	$	1.38	$	1.20
Adjusted EPS – basic	$	0.75	$	0.60	$	0.99	$	0.93	$	0.76	$	0.59	$	0.92	$	0.64

Quarterly operating revenues and adjusted net income are affected by seasonality. The first quarter provides strong earnings contributions due to a significant portion of the Company’s operations being in northeastern North America, where winter is the peak electricity usage season. The third quarter provides strong earnings contributions due to summer being the heaviest electric consumption season in Florida. Seasonal and other weather patterns, as well as the number and severity of storms, can affect demand for energy and the cost of service. Quarterly results could also be affected by items outlined in the “Significant Items Affecting Earnings” section.

EX-99.2

Exhibit 99.2

EMERA INCORPORATED

Unaudited CondensedConsolidated

Interim Financial Statements

September 30, 2023 and 2022

Emera Incorporated

Condensed Consolidated Statements of Income (Unaudited)

	Three months ended				Nine months ended
For the	September 30				September 30
millions of dollars (except per share amounts)	2023		2022		2023		2022
Operating revenues
Regulated electric	$	1,598	$	1,489	$	4,333	$	4,111
Regulated gas	****	257		338	****	1,100		1,179
Non-regulated	****	(115)		8	****	158		(60)
Total operating revenues (note 5)	****	1,740		1,835	****	5,591		5,230
Operating expenses
Regulated fuel for generation and purchased power	****	530		612	****	1,401		1,630
Regulated cost of natural gas	****	58		149	****	392		554
Operating, maintenance and general expenses (“OM&G”)	****	497		399	****	1,398		1,164
Provincial, state and municipal taxes	****	117		98	****	326		275
Depreciation and amortization	****	266		238	****	785		698
Total operating expenses	****	1,468		1,496	****	4,302		4,321
Income from operations	****	272		339	****	1,289		909
Income from equity investments (note 7)	****	32		32	****	103		92
Other income (expense), net	****	15		(1)	****	107		43
Interest expense, net (note 8)	****	235		184	****	684		503
Income before provision for income taxes	****	84		186	****	815		541
Income tax (recovery) expense (note 9)	****	(34)		2	****	77		31
Net income	****	118		184	****	738		510
Non-controlling interest in subsidiaries	****	1		1	****	1		1
Preferred stock dividends	****	16		16	****	48		47
Net income attributable to common shareholders	$	101	$	167	$	689	$	462
Weighted average shares of common stock outstanding (in millions) (note 11)
Basic	****	273.6		266.6	****	272.2		264.3
Diluted	****	273.8		267.0	****	272.5		264.8
Earnings per common share (note 11)
Basic	$	0.37	$	0.63	$	2.53	$	1.75
Diluted	$	0.37	$	0.63	$	2.53	$	1.74
Dividends per common share declared	$	0.6900	$	0.6625	$	2.0700	$	1.9875

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

Emera Incorporated

Condensed Consolidated Statements of Comprehensive Income (Unaudited)

	Three months ended				Nine months ended
For the	September 30				September 30
millions of dollars	2023		2022		2023		2022
Net income	$	118	$	184	$	738	$	510
Other comprehensive income (loss), net of tax
Foreign currency translation adjustment (1)	****	233		616	****	(14)		763
Unrealized (losses) gains on net investment hedges (2) (3)	****	(33)		(95)	****	3		(116)
Cash flow hedges
Net derivative gains	****	-		-	****	1		-
Less: reclassification adjustment for gains included in income	****	(1)		(1)	****	(2)		(2)
Net effects of cash flow hedges	****	(1)		(1)	****	(1)		(2)
Unrealized losses on<br>available-for-sale investment	****	-		(1)	****	-		(1)
Net change in unrecognized pension and post-retirement benefit obligation	****	1		2	****	(4)		(6)
Other comprehensive income (loss) (4)	$	200	$	521	$	(16)	$	638
Comprehensive income	****	318		705	****	722		1,148
Comprehensive income attributable to non-controlling<br>interest	****	1		1	****	1		1
Comprehensive income of Emera Incorporated	$	317	$	704	$	721	$	1,147

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

(1) Net of tax expense of $3 million (2022 – $10 million expense) for the three months ended September 30, 2023 and tax recovery of $4 million (2022 – $10 million expense) for the nine months ended September 30, 2023.

(2) The Company has designated $1.2 billion United States dollar (“USD”) denominated Hybrid Notes as a hedge of the foreign currency exposure of its net investment in USD denominated operations.

(3) Net of tax expense of nil (2022 – $2 million recovery) for the three months ended September 30, 2023 and tax expense of nil (2022 – $6 million recovery) for the nine months ended September 30, 2023.

(4) Net of tax expense of $3 million (2022 – $8 million expense) for the three months ended September 30, 2023 and tax recovery of $4 million (2022 – $4 million expense) for the nine months ended September 30, 2023.

Emera Incorporated

Condensed Consolidated Balance Sheets (Unaudited)

As at		December 31
millions of dollars		2022
Assets
Current assets
Cash and cash equivalents	254	$	310
Restricted cash (note 23)	19		22
Inventory	840		769
Derivative instruments (notes 13 and 14)	220		296
Regulatory assets (note 6)	391		602
Receivables and other current assets (note 16)	1,651		2,897
	3,375		4,896
Property, plant and equipment (“PP&E”), net of<br>accumulated depreciation and amortization of 10,011 and 9,574, respectively	24,215		22,996
Other assets
Deferred income taxes (note 9)	243		237
Derivative instruments (notes 13 and 14)	59		100
Regulatory assets (note 6)	2,789		3,018
Net investment in direct finance and sales type leases	589		604
Investments subject to significant influence (note 7)	1,418		1,418
Goodwill	6,001		6,012
Other long-term assets	458		461
	11,557		11,850
Total assets	39,147	$	39,742
Liabilities and Equity
Current liabilities
Short-term debt (note 18)	2,666	$	2,726
Current portion of long-term debt (note 19)	676		574
Accounts payable	1,424		2,025
Derivative instruments (notes 13 and 14)	392		888
Regulatory liabilities (note 6)	225		495
Other current liabilities	490		579
	5,873		7,287
Long-term liabilities
Long-term debt (note 19)	16,243		15,744
Deferred income taxes (note 9)	2,365		2,196
Derivative instruments (notes 13 and 14)	88		190
Regulatory liabilities (note 6)	1,683		1,778
Pension and post-retirement liabilities (note 17)	251		281
Other long-term liabilities (note 7)	860		825
	21,490		21,014
Equity
Common stock (note 10)	7,993		7,762
Cumulative preferred stock	1,422		1,422
Contributed surplus	82		81
Accumulated other comprehensive income (“AOCI”) (note 12)	562		578
Retained earnings	1,711		1,584
Total Emera Incorporated equity	11,770		11,427
Non-controlling interest in subsidiaries	14		14
Total equity	11,784		11,441
Total liabilities and equity	39,147	$	39,742

All values are in US Dollars.

Commitments and contingencies (note 20)	Approved on behalf of the Board of Directors
The accompanying notes are an integral part of	“M. Jacqueline Sheppard”	“Scott Balfour”
these condensed consolidated interim financial statements.	Chair of the Board	President and Chief Executive Officer

Emera Incorporated

Condensed Consolidated Statements of Cash Flows (Unaudited)

For the	Nine months ended September 30
millions of dollars	2023		2022
Operating activities
Net income	$	738	$	510
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	****	794		703
Income from equity investments, net of dividends	****	(17)		(43)
Allowance for funds used during construction (“AFUDC”) – equity	****	(27)		(37)
Deferred income taxes, net	****	57		7
Net change in pension and post-retirement liabilities	****	(56)		(40)
Fuel adjustment mechanism (“FAM”)	****	(35)		(185)
Net change in fair value (“FV”) of derivative instruments	****	(633)		804
Net change in regulatory assets and liabilities	****	387		(471)
Net change in capitalized transportation capacity	****	556		(620)
Other operating activities, net	****	49		178
Changes in non-cash working capital (note 22)	****	5		149
Net cash provided by operating activities	****	1,818		955
Investing activities
Additions to PP&E	****	(2,063)		(1,704)
Other investing activities	****	18		19
Net cash used in investing activities	****	(2,045)		(1,685)
Financing activities
Change in short-term debt, net	****	47		661
Proceeds from long-term debt, net of issuance costs	****	537		772
Retirement of long-term debt	****	(113)		(359)
Net proceeds (repayments) under committed credit facilities	****	93		(82)
Issuance of common stock, net of issuance costs	****	23		256
Dividends on common stock	****	(358)		(352)
Dividends on preferred stock	****	(48)		(47)
Other financing activities	****	(15)		(5)
Net cash provided by financing activities	****	166		844
Effect of exchange rate changes on cash, cash equivalents and restricted cash	****	2		18
Net increase (decrease) in cash, cash equivalents, and restricted cash	****	(59)		132
Cash, cash equivalents and restricted cash, beginning of period	****	332		417
Cash, cash equivalents and restricted cash, end of period	$	273	$	549
Cash, cash equivalents, and restricted cash consists of:
Cash	$	250	$	360
Short-term investments	****	4		166
Restricted cash	****	19		23
Cash, cash equivalents and restricted cash	$	273	$	549

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

Emera Incorporated

Condensed Consolidated Statements of Changes in Equity (Unaudited)

millions of dollars		Preferred<br> <br><br><br><br>Stock		Contributed<br> <br><br><br><br>Surplus		AOCI		Retained<br> <br><br><br><br>Earnings		Non-<br> <br><br><br><br>Controlling<br> <br><br><br><br>Interest		Total<br> <br><br><br><br>Equity
For the three months ended September 30, 2023
Balance, June 30, 2023	7,922	$	1,422	$	81	$	362	$	1,798	$	14	$	11,599
Net income of Emera Incorporated	-	****	-	****	-	****	-	****	117	****	1	****	118
Other comprehensive income, net of tax expense of 3 million	-	****	-	****	-	****	200	****	-	****	-	****	200
Dividends declared on preferred stock (1)	-	****	-	****	-	****	-	****	(16)	****	-	****	(16)
Dividends declared on common stock (0.6900/share)	-	****	-	****	-	****	-	****	(188)	****	-	****	(188)
Issued under the Dividend Reinvestment Program (“DRIP”), net of discounts	66	****	-	****	-	****	-	****	-	****	-	****	66
Senior management stock options exercised and Employee Common Share Purchase Plan (“ECSPP”)	5	****	-	****	1	****	-	****	-	****	-	****	6
Other	-	****	-	****	-	****	-	****	-	****	(1)	****	(1)
Balance, September 30, 2023	7,993	$	1,422	$	82	$	562	$	1,711	$	14	$	11,784
For the nine months ended September 30, 2023
Balance, December 31, 2022	7,762	$	1,422	$	81	$	578	$	1,584	$	14	$	11,441
Net income of Emera Incorporated	-	****	-	****	-	****	-	****	737	****	1	****	738
Other comprehensive loss, net of tax recovery of 4 million	-	****	-	****	-	****	(16)	****	-	****	-	****	(16)
Dividends declared on preferred stock (2)	-	****	-	****	-	****	-	****	(48)	****	-	****	(48)
Dividends declared on common stock (2.0700/share)	-	****	-	****	-	****	-	****	(562)	****	-	****	(562)
Issued under the DRIP, net of discounts	205	****	-	****	-	****	-	****	-	****	-	****	205
Senior management stock options exercised and ECSPP	26	****	-	****	1	****	-	****	-	****	-	****	27
Other	-	****	-	****	-	****	-	****	-	****	(1)	****	(1)
Balance, September 30, 2023	7,993	$	1,422	$	82	$	562	$	1,711	$	14	$	11,784

All values are in US Dollars.

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

(1) Series A; $0.1364/share, Series B; $0.3955/share, Series C; $0.2951/share, Series E; $0.2813/share, Series F; $0.2626/share; Series H; $0.3063/share; Series J; $0.2656/share and Series L; $0.2875/share

(2) Series A; $0.4092/share, Series B; $1.1302/share, Series C; $0.8852/share, Series E; $0.8438/share, Series F; $0.7879/share; Series H; $0.9188/share; Series J; $0.7969/share and Series L; $0.8625/share

Emera Incorporated

Condensed Consolidated Statements of Changes in Equity (Unaudited)

millions of dollars		Preferred<br> <br><br><br><br>Stock		Contributed<br> <br><br><br><br>Surplus		AOCI		Retained<br> <br><br><br><br>Earnings		Non-<br> <br><br><br><br>Controlling<br> <br><br><br><br>Interest		Total<br> <br><br><br><br>Equity
For the three months ended September 30, 2022
Balance, June 30, 2022	7,509	$	1,422	$	80	$	142	$	1,295	$	14	$	10,462
Net income of Emera Incorporated	-		-		-		-		183		1		184
Other comprehensive income, net of tax expense of 8 million	-		-		-		521		-		-		521
Dividends declared on preferred stock (1)	-		-		-		-		(16)		-		(16)
Dividends declared on common stock (0.6625/share)	-		-		-		-		(176)		-		(176)
Issuance of common stock under the at-the-market (“ATM”) program, net of after-tax issuance<br>costs	105		-		-		-		-		-		105
Issued under the DRIP, net of discounts	54		-		-		-		-		-		54
Senior management stock options exercised and ECSPP	7		-		-		-		-		-		7
Other	-		-		-		-		(1)		(1)		(2)
Balance, September 30, 2022	7,675	$	1,422	$	80	$	663	$	1,285	$	14	$	11,139
For the nine months ended September 30, 2022
Balance, December 31, 2021	7,242	$	1,422	$	79	$	25	$	1,348	$	34	$	10,150
Net income of Emera Incorporated	-		-		-		-		509		1		510
Other comprehensive income, net of tax expense of 4 million	-		-		-		638		-		-		638
Dividends declared on preferred stock (2)	-		-		-		-		(47)		-		(47)
Dividends declared on common stock (1.9875/share)	-		-		-		-		(524)		-		(524)
Disposal of non-controlling interest of Dominica Electricity Services Ltd (“Domlec”)	-		-		-		-		-		(20)		(20)
Issuance of common stock under ATM program, net of after-tax issuance costs	233		-		-		-		-		-		233
Issued under the DRIP, net of discount	171		-		-		-		-		-		171
Senior management stock options exercised and ECSPP	29		-		1		-		-		-		30
Other	-		-		-		-		(1)		(1)		(2)
Balance, September 30, 2022	7,675	$	1,422	$	80	$	663	$	1,285	$	14	$	11,139

All values are in US Dollars.

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

(1) Series A; $0.1364/share, Series B; $0.1803/share, Series C; $0.2951/share, Series E; $0.2813/share, Series F; $0.2626/share; Series H; $0.3063/share; Series J; $0.2656/share and Series L; $0.2875/share

(2) Series A; $0.4092/share, Series B; $0.4326/share, Series C; $0.8852/share, Series E; $0.8438/share, Series F; $0.7879/share, Series H; $0.9188/share, Series J; $0.7969/share and Series L; $0.8625/share

Emera Incorporated

Notes to the Condensed Consolidated Interim Financial Statements (Unaudited)

As at September 30, 2023 and 2022

1. SUMMARY OF SIGNIFICANTACCOUNTING POLICIES

Nature of Operations

Emera Incorporated (“Emera” or the “Company”) is an energy and services company which invests in electricity generation, transmission and distribution, and gas transmission and distribution.

At September 30, 2023, Emera’s reportable segments include the following:

·	Florida Electric Utility, which consists of Tampa Electric (“TEC”), a vertically integrated regulated electric<br>utility in West Central Florida.
·	Canadian Electric Utilities, which includes:
---	---
·	Nova Scotia Power Inc. (“NSPI”), a vertically integrated regulated electric utility and the primary electricity<br>supplier in Nova Scotia; and
---	---
·	Emera Newfoundland & Labrador Holdings Inc. (“ENL”), consisting of two transmission investments related<br>to an 824 megawatt (“MW”) hydroelectric generating facility at Muskrat Falls on the Lower Churchill River in Labrador developed by Nalcor Energy. ENL’s two investments are:
---	---
·	a 100 per cent investment in NSP Maritime Link Inc. (“NSPML”), which developed the Maritime Link Project, a<br>$1.8 billion transmission project, including AFUDC; and
---	---
·	a 31 per cent investment in the partnership capital of Labrador-Island Link Limited Partnership (“LIL”), a<br>$3.7 billion electricity transmission project in Newfoundland and Labrador.
---	---
·	Gas Utilities and Infrastructure, which includes:
---	---
·	Peoples Gas System, Inc. (“PGS”), a regulated gas distribution utility operating across Florida. Effective<br>January 1, 2023, Peoples Gas System ceased to be a division of Tampa Electric Company and the gas utility was reorganized, resulting in a separate legal entity called Peoples Gas System, Inc., a wholly owned direct subsidiary of TECO Gas<br>Operations, Inc.;
---	---
·	New Mexico Gas Company, Inc. (“NMGC”), a regulated gas distribution utility serving customers in New Mexico;<br>
---	---
·	Emera Brunswick Pipeline Company Limited (“Brunswick Pipeline”), a<br>145-kilometre pipeline delivering re-gasified liquefied natural gas from Saint John, New Brunswick to the United States border under a<br>25-year firm service agreement with Repsol Energy North America Canada Partnership (“Repsol Energy”), which expires in 2034;
---	---
·	SeaCoast Gas Transmission, LLC (“SeaCoast”), a regulated intrastate natural gas transmission company offering<br>services in Florida; and
---	---
·	a 12.9 per cent interest in Maritimes & Northeast Pipeline (“M&NP”), a 1,400-kilometre pipeline, that transports natural gas throughout markets in Atlantic Canada and the northeastern United States.
---	---
·	Other Electric Utilities, which includes Emera (Caribbean) Incorporated (“ECI”), a holding company with regulated<br>electric utilities that include:
---	---
·	The Barbados Light & Power Company Limited (“BLPC”), a vertically integrated regulated electric utility<br>on the island of Barbados;
---	---
·	Grand Bahama Power Company Limited (“GBPC”), a vertically integrated regulated electric utility on Grand Bahama<br>Island; and
---	---
·	a 19.5 per cent equity interest in St. Lucia Electricity Services Limited (“Lucelec”), a vertically<br>integrated regulated electric utility on the island of St. Lucia.
---	---

·	Emera’s other reportable segment includes investments in energy-related<br>non-regulated companies which includes:
·	Emera Energy, which consists of:
---	---
·	Emera Energy Services (“EES”), a physical energy business that purchases and sells natural gas and electricity<br>and provides related energy asset management services;
---	---
·	Brooklyn Power Corporation (“Brooklyn Energy”), a 30 MW biomass<br>co-generation electricity facility in Brooklyn, Nova Scotia; and
---	---
·	a 50.0 per cent joint venture interest in Bear Swamp Power Company LLC (“Bear Swamp”), a pumped storage<br>hydroelectric facility in northwestern Massachusetts.
---	---
·	Emera US Finance LP (“Emera Finance”) and TECO Finance, Inc. (“TECO Finance”), financing subsidiaries<br>of Emera;
---	---
·	Block Energy LLC (previously Emera Technologies LLC), a wholly owned technology company focused on finding ways to deliver<br>renewable and resilient energy to customers;
---	---
·	Emera US Holdings Inc., a wholly owned holding company for certain of Emera’s assets located in the United States; and<br>
---	---
·	Other investments.
---	---

Basis of Presentation

These unaudited condensed consolidated interim financial statements are prepared and presented in accordance with United States Generally Accepted Accounting Principles (“USGAAP”). The significant accounting policies applied to these unaudited condensed consolidated interim financial statements are consistent with those disclosed in the audited consolidated financial statements as at and for the year ended December 31, 2022.

In the opinion of management, these unaudited condensed consolidated interim financial statements include all adjustments that are of a recurring nature and necessary to fairly state the financial position of Emera. Financial results for this interim period are not necessarily indicative of results that may be expected for any other interim period or for the year ending December 31, 2023.

All dollar amounts are presented in Canadian dollars, unless otherwise indicated.

Use of Management Estimates

Seasonal Nature of Operations

Interim results are not necessarily indicative of results for the full year, primarily due to seasonal factors. Electricity and gas sales, and related transmission and distribution, vary during the year. The first quarter provides strong earnings contributions due to a significant portion of the Company’s operations being in northeastern North America, where winter is the peak electricity usage season. The third quarter provides strong earnings contributions due to summer being the heaviest electric consumption season in Florida. Certain quarters may also be impacted by weather and the number and severity of storms.

2. FUTURE ACCOUNTING PRONOUNCEMENTS

3. DISPOSITIONS

On March 31, 2022, Emera completed the sale of its 51.9 per cent interest in Domlec for proceeds which approximated its carrying value. Domlec was included in the Company’s Other Electric reportable segment up to its date of sale. The sale did not have a material impact on earnings.

4. SEGMENT INFORMATION

Emera manages its reportable segments separately due in part to their different operating, regulatory and geographical environments. Segments are reported based on each subsidiary’s contribution of revenues, net income attributable to common shareholders and total assets, as reported to the Company’s chief operating decision maker.

millions of dollars	Florida<br>Electric<br>Utility		Canadian<br>Electric<br>Utilities		Gas Utilities<br>and<br>Infrastructure		Other<br>Electric<br>Utilities		Other		Inter-<br>Segment<br>Eliminations		Total
For the three months ended September 30, 2023
Operating revenues from external customers (1)	$	1,064	$	388	$	263	$	145	$	(120)	$	-	$	1,740
Inter-segment revenues (1)		2		-		1		-		26		(29)		-
Total operating revenues		1,066		388		264		145		(94)		(29)		1,740
Regulated fuel for generation and purchased power		282		173		-		76		-		(1)		530
Regulated cost of natural gas		-		-		58		-		-		-		58
OM&G		237		92		94		31		46		(3)		497
Provincial, state and municipal taxes		83		12		20		1		1		-		117
Depreciation and amortization		143		68		36		17		2		-		266
Income from equity investments		-		29		5		1		(3)		-		32
Other income (expense), net		17		8		1		1		(37)		25		15
Interest expense, net (2)		67		43		34		5		86		-		235
Income tax expense (recovery)		43		(1)		5		-		(81)		-		(34)
Non-controlling interest in subsidiaries		-		-		-		1		-		-		1
Preferred stock dividends		-		-		-		-		16		-		16
Net income (loss) attributable to common shareholders	$	228	$	38	$	23	$	16	$	(204)	$	-	$	101
For the nine months ended September 30, 2023
Operating revenues from external customers (1)	$	2,715	$	1,232	$	1,117	$	385	$	142	$	-	$	5,591
Inter-segment revenues (1)		6		-		8		-		26		(40)		-
Total operating revenues		2,721		1,232		1,125		385		168		(40)		5,591
Regulated fuel for generation and purchased power		699		512		-		197		-		(7)		1,401
Regulated cost of natural gas		-		-		392		-		-		-		392
OM&G		621		283		295		93		123		(17)		1,398
Provincial, state and municipal taxes		218		34		68		3		3		-		326
Depreciation and amortization		425		206		98		50		6		-		785
Income from equity investments		-		81		16		2		4		-		103
Other income, net		53		22		7		5		4		16		107
Interest expense, net (2)		204		128		91		17		244		-		684
Income tax expense (recovery)		95		(7)		49		-		(60)		-		77
Non-controlling interest in subsidiaries		-		-		-		1		-		-		1
Preferred stock dividends		-		-		-		-		48		-		48
Net income (loss) attributable to common shareholders	$	512	$	179	$	155	$	31	$	(188)	$	-	$	689
As at September 30, 2023
Total assets	$	21,467	$	8,414	$	7,671	$	1,334	$	1,518	$	(1,257)	$	39,147

(1) All significant inter-company balances and transactions have been eliminated on consolidation except for certain transactions between non-regulated and regulated entities. Management believes elimination of these transactions would understate PP&E, OM&G, or regulated fuel for generation and purchased power. Inter-company transactions that have not been eliminated are measured at the amount of consideration established by the related parties. Eliminated transactions are included in determining reportable segments.

(2) Segment net income is reported on a basis that includes internally allocated financing costs of $26 million for the three months ended September 30, 2023, and $69 million for the nine months ended September 30, 2023 between the Florida Electric Utility, Gas Utilities and Infrastructure and Other segments.

millions of dollars	Florida<br>Electric<br>Utility		Canadian<br>Electric<br>Utilities		Gas Utilities<br>and<br>Infrastructure		Other<br>Electric<br>Utilities		Other		Inter-<br>Segment<br>Eliminations		Total
For the three months ended September 30, 2022
Operating revenues from external customers (1)	$	982	$	370	$	343	$	136	$	4	$	-	$	1,835
Inter-segment revenues (1)		2		-		1		-		(9)		6		-
Total operating revenues		984		370		344		136		(5)		6		1,835
Regulated fuel for generation and purchased power		353		185		-		75		-		(1)		612
Regulated cost of natural gas		-		-		149		-		-		-		149
OM&G		161		74		94		31		40		(1)		399
Provincial, state and municipal taxes		67		11		19		-		1		-		98
Depreciation and amortization		129		65		28		14		2		-		238
Income from equity investments		-		20		6		1		5		-		32
Other income (expense), net		16		7		4		(1)		(19)		(8)		(1)
Interest expense, net (2)		49		34		21		5		75		-		184
Income tax expense (recovery)		42		(11)		10		-		(39)		-		2
Non-controlling interests		-		-		-		1		-		-		1
Preferred stock dividends		-		-		-		-		16		-		16
Net income (loss) attributable to common shareholders	$	199	$	39	$	33	$	10	$	(114)	$	-	$	167
For the nine months ended September 30, 2022
Operating revenues from external customers **** (1)	$	2,471	$	1,254	$	1,191	$	386	$	(72)	$	-	$	5,230
Inter-segment revenues (1)		5		-		4		-		7		(16)		-
Total operating revenues		2,476		1,254		1,195		386		(65)		(16)		5,230
Regulated fuel for generation and purchased power		813		603		-		217		-		(3)		1,630
Regulated cost of natural gas		-		-		554		-		-		-		554
OM&G		450		249		270		93		114		(12)		1,164
Provincial, state and municipal taxes		177		32		62		2		2		-		275
Depreciation and amortization		373		192		81		46		6		-		698
Income from equity investments		-		64		15		3		10		-		92
Other income (expense), net		44		18		11		(2)		(29)		1		43
Interest expense, net (2)		127		99		57		14		206		-		503
Income tax expense (recovery)		108		(8)		48		-		(117)		-		31
Non-controlling interest in subsidiaries		-		-		-		1		-		-		1
Preferred stock dividends		-		-		-		-		47		-		47
Net income (loss) attributable to common shareholders	$	472	$	169	$	149	$	14	$	(342)	$	-	$	462
As at December 31, 2022
Total assets	$	21,053	$	8,223	$	7,737	$	1,337	$	2,835	$	(1,443)	$	39,742

(2) Segment net income is reported on a basis that includes internally allocated financing costs of $4 million for the three months ended September 30, 2022, and $10 million for the nine months ended September 30, 2022 between the Gas Utilities and Infrastructure and Other segments.

5. REVENUE

The following disaggregates the Company’s revenue by major source:

	Electric						Gas		Other
millions of dollars	Florida<br><br><br>Electric<br> <br>Utility		Canadian<br><br><br>Electric<br> <br>Utilities		Other<br><br><br>Electric<br> <br>Utilities		Gas Utilities<br><br><br>and<br> <br>Infrastructure		Other		Inter-<br><br><br>Segment<br> <br>Eliminations		Total
For the three months ended September 30, 2023
Regulated Revenue
Residential	$	761	$	179	$	54	$	100	$	-	$	-	$	1,094
Commercial		313		111		74		76		-		-		574
Industrial		76		81		9		23		-		(1)		188
Other electric		96		8		2		-		-		-		106
Regulatory deferrals		(184)		-		3		-		-		-		(181)
Other (1)		4		9		3		44		-		(2)		58
Finance income (2)(3)		-		-		-		16		-		-		16
Regulated revenue		1,066		388		145		259		-		(3)		1,855
Non-Regulated Revenue
Marketing and trading margin (4)		-		-		-		-		-		-		-
Other non-regulated operating revenue		-		-		-		5		7		(6)		6
Mark-to-market (3)		-		-		-		-		(101)		(20)		(121)
Non-regulated revenue		-		-		-		5		(94)		(26)		(115)
Total operating revenues	$	1,066	$	388	$	145	$	264	$	(94)	$	(29)	$	1,740
For the nine months ended September 30, 2023
Regulated Revenue
Residential	$	1,777	$	671	$	136	$	529	$	-	$	-	$	3,113
Commercial		813		345		204		311		-		-		1,673
Industrial		205		159		25		68		-		(8)		449
Other electric		311		29		5		-		-		-		345
Regulatory deferrals		(399)		-		9		-		-		-		(390)
Other (1)		14		28		6		154		-		(6)		196
Finance income (2)(3)		-		-		-		47		-		-		47
Regulated revenue		2,721		1,232		385		1,109		-		(14)		5,433
Non-Regulated Revenue
Marketing and trading margin (4)		-		-		-		-		61		-		61
Other non-regulated operating revenue		-		-		-		16		22		(18)		20
Mark-to-market (3)		-		-		-		-		85		(8)		77
Non-regulated revenue		-		-		-		16		168		(26)		158
Total operating revenues	$	2,721	$	1,232	$	385	$	1,125	$	168	$	(40)	$	5,591

(1) Other includes rental revenues which do not represent revenue from contracts with customers.

(2) Revenue related to Brunswick Pipeline’s service agreement with Repsol Energy.

(3) Revenue which does not represent revenues from contracts with customers.

(4) Includes gains (losses) on settlement of energy related derivatives, which do not represent revenue from contracts with customers.

	Electric						Gas		Other
millions of dollars	Florida<br><br><br>Electric<br> <br>Utility		Canadian<br><br><br>Electric<br> <br>Utilities		Other<br><br><br>Electric<br> <br>Utilities		Gas Utilities<br><br><br>and<br> <br>Infrastructure		Other		Inter-<br><br><br>Segment<br> <br>Eliminations		Total
For the three months ended September 30, 2022
Regulated Revenue
Residential	$	581	$	157	$	49	$	125	$	-	$	-	$	912
Commercial		253		99		73		91		-		1		517
Industrial		60		98		10		23		-		(4)		187
Other electric		102		7		(2)		-		-		-		107
Regulatory deferrals		(15)		-		4		-		-		-		(11)
Other (1)		3		9		2		86		-		-		100
Finance income (2)(3)		-		-		-		15		-		-		15
Regulated revenue		984		370		136		340		-		(3)		1,827
Non-Regulated Revenue
Marketing and trading margin (4)		-		-		-		-		24		-		24
Other non-regulated operating revenue		-		-		-		4		3		(3)		4
Mark-to-market (3)		-		-		-		-		(32)		12		(20)
Non-regulated revenue		-		-		-		4		(5)		9		8
Total operating revenues	$	984	$	370	$	136	$	344	$	(5)	$	6	$	1,835
For the nine months ended September 30, 2022
Regulated Revenue
Residential	$	1,367	$	624	$	137	$	541	$	-	$	-	$	2,669
Commercial		644		318		209		323		-		-		1,494
Industrial		165		266		25		60		-		(4)		512
Other electric		309		21		5		-		-		-		335
Regulatory deferrals		(22)		-		4		-		-		-		(18)
Other (1)		13		25		6		215		-		(5)		254
Finance income (2)(3)		-		-		-		44		-		-		44
Regulated revenue		2,476		1,254		386		1,183		-		(9)		5,290
Non-Regulated Revenue
Marketing and trading margin (4)		-		-		-		-		71		-		71
Other non-regulated operating revenue		-		-		-		12		13		(9)		16
Mark-to-market (3)		-		-		-		-		(149)		2		(147)
Non-regulated revenue		-		-		-		12		(65)		(7)		(60)
Total operating revenues	$	2,476	$	1,254	$	386	$	1,195	$	(65)	$	(16)	$	5,230

(1) Other includes rental revenues which do not represent revenue from contracts with customers.

(2) Revenue related to Brunswick Pipeline’s service agreement with Repsol Energy.

(3) Revenue which does not represent revenues from contracts with customers.

(4) Includes gains (losses) on settlement of energy related derivatives, which do not represent revenue from contracts with customers.

Remaining PerformanceObligations

Remaining performance obligations primarily represent gas transportation contracts, lighting contracts, and long-term steam supply arrangements with fixed contract terms. As of September 30, 2023, the aggregate amount of the transaction price allocated to remaining performance obligations was $461 million (2022 – $465 million). This amount includes $137 million of future performance obligations related to a gas transportation contract between SeaCoast and PGS through 2040. This amount excludes contracts with an original expected length of one year or less and variable amounts for which Emera recognizes revenue at the amount to which it has the right to invoice for services performed. Emera expects to recognize revenue for the remaining performance obligations through 2043.

6. REGULATORY ASSETS AND LIABILITIES

A summary of regulatory assets and liabilities is provided below. For a detailed description regarding the nature of the Company’s regulatory assets and liabilities, refer to note 7 in Emera’s 2022 annual audited consolidated financial statements. Updates to regulatory environments are included below.

As at millions of dollars		December 31<br>2022
Regulatory assets
Deferred income tax regulatory assets	1,225	$	1,166
TEC capital cost recovery for early retired assets	674		674
Cost recovery clauses	284		707
Pension and post-retirement medical plan	371		369
FAM	343		307
TEC storm reserve	53		103
Deferrals related to derivative instruments	28		30
Environmental remediations	28		27
Stranded cost recovery	27		27
C storm restoration	26		35
NMGC winter event gas cost recovery	24		69
Other	97		106
	3,180	$	3,620
Current	391	$	602
Long-term	2,789		3,018
Total regulatory assets	3,180	$	3,620
Regulatory liabilities
Accumulated reserve – cost of removal	886	$	895
Deferred income tax regulatory liabilities	846		877
Deferrals related to derivative instruments	71		230
Cost recovery clauses	61		70
BLPC Self-insurance fund (“SIF”) (note 23)	30		30
NMGC gas hedge settlements	-		162
Other	14		9
	1,908	$	2,273
Current	225	$	495
Long-term	1,683		1,778
Total regulatory liabilities	1,908	$	2,273

All values are in British Pounds.

Florida Electric Utility

TEC StormReserve:

On January 23, 2023, TEC petitioned the Florida Public Service Commission (“FPSC”) for recovery of the storm reserve regulatory asset and the replenishment of the balance in the storm reserve to the previous approved storm reserve level of $56 million USD, for a total of $131 million USD. The storm cost recovery surcharge was approved by the FPSC on March 7, 2023, and TEC began applying the surcharge on April 2023 bills. Subsequently, on November 9, 2023, the FPSC approved TEC’s petition, filed on August 16, 2023, to update the total storm cost collection to $134 million USD. It also changed the collection of the expected remaining balance of $29 million USD as of December 31, 2023, from over the first three months of 2024 to over the 12 months of 2024. The storm recovery is subject to review of the underlying costs for prudency by the FPSC and issuance of an order by the FPSC is expected by Q3 2024.

Fuel Recovery:

Canadian Electric Utilities

NSPI

Hurricane Fiona:

On October 31, 2023, NSPI submitted an application to the Nova Scotia Utility and Review Board (“UARB”) to defer $25 million in incremental operating costs incurred during Hurricane Fiona storm restoration efforts in September 2022. NSPI is seeking amortization of the costs over a period to be approved by the UARB during a future rate setting process. At September 30, 2023, the $25 million is deferred to “Other long-term assets”, pending UARB approval. A decision is expected from the UARB in 2024.

NSPI Storm Rider:

On September 16, 2023, Nova Scotia was struck by post-tropical storm Lee and as a result, approximately 280,000 customers lost power. The total cost of storm restoration was $19 million, with $10 million charged to OM&G, $5 million capitalized to PP&E and $4 million deferred to the UARB approved storm rider. The storm rider for each of 2023, 2024, and 2025 allows NSPI to apply to the UARB for deferral and recovery of expenses if major storm restoration expenses exceed approximately $10 million in any given year. The application for deferral of the storm rider is made in the year following the year of the incurred costs, with recovery beginning in the year after the application.

Extra Large Industrial Active Demand Tariff:

On July 5, 2023, NSPI received approval from the UARB to change the methodology in which fuel cost recovery from an industrial customer is calculated. Due to significant volatility in commodity prices in 2022, the previous methodology did not result in a reasonable determination of the fuel cost to serve this customer. The change in methodology, effective January 1, 2022, results in a shifting of fuel costs from this industrial customer to the FAM. This adjustment has been recorded in Q2 2023 resulting in a $51 million increase to the FAM regulatory asset and an offsetting decrease to unbilled revenue within Receivables and other current assets. This adjustment had minimal impact on earnings.

General Rate Application:

Nova Scotia Cap-and-Trade Program:

As of December 31, 2022, the FAM included a cumulative $166 million in fuel costs related to the accrued purchase of emissions credits and $6 million related to credits purchased from provincial auctions. On March 16, 2023, the Province of Nova Scotia amended the Nova Scotia Cap-and-Trade Program Regulations, providing NSPI with additional emissions allowances sufficient to achieve compliance for the 2019 through 2022 period. Accrued compliance costs of $166 million related to the anticipated purchase of emissions credits were reversed in Q1 2023. Credits NSPI purchased from provincial auctions in the amount of $6 million will not be refunded and NSPI does not anticipate further costs related to the Nova Scotia Cap-and-Trade Program.

NSPML

NSPML did not record additional holdback in Q3 2023, which is subject to UARB confirmation and the UARB granting relief in September relating to a planned outage of the LIL.

On August 11, 2023, NSPML submitted an application to the UARB requesting recovery of approximately $164 million in Maritime Link costs for 2024. A decision is expected in Q4 2023.

Gas Utilities and Infrastructure

PGS

NMGC

On September 14, 2023, NMGC filed a rate case with the New Mexico Public Regulation Commission (“NMPRC”) for new rates to become effective October 2024. NMGC requested a $49 million USD increase in annual base revenues primarily as a result of increased operating costs and capital investments in pipeline projects and related infrastructure. The case includes a requested ROE of 10.5 per cent. A final order from the NMPRC is expected by Q3 2024.

Other Electric Utilities

BLPC

Clean Energy Transition Program (“CETP”):

On May 31, 2023, the Fair Trading Commission, Barbados (“FTC”) approved BLPC’s application to establish an alternative cost recovery mechanism to recover prudently incurred costs associated with its CETP (the “Decision”). The mechanism is intended to facilitate the timely recovery between rate cases of costs associated with approved renewable energy assets. BLPC will be required to submit an individual application for the recovery of costs of each asset through the cost recovery mechanism, meeting the minimum criteria as set out in the Decision. On October 5, 2023, BLPC applied to the FTC to recover the costs of a battery storage system through the CETP.

General Rate Review Application:

On October 4, 2021, BLPC submitted a general rate review application to the FTC. On September 16, 2022, the FTC granted BLPC interim rate relief, allowing an increase in base rates of approximately $1 million USD per month. Interim rate relief is effective from September 16, 2022 until the implementation of final rates. On February 15, 2023, the FTC issued a decision on the BLPC rate review application which included the following significant items: an allowed regulatory ROE of 11.75 per cent, an equity capital structure of 55 per cent, a directive to update the major components of rate base to September 16, 2022, and a directive to establish regulatory liabilities related to the SIF of $50 million USD and prior year benefits recognized on remeasurement of deferred income taxes of $5 million USD, and a regulatory asset related to accumulated depreciation of $11 million USD. The FTC also requested a compliance filing before setting final rates which was submitted by BLPC on March 8, 2023. On March 7, 2023, BLPC filed a Motion for Review and Variation of FTC’s decision and applied for a Stay of the Decision. The FTC determined that it would hear the Motion for Review by way of an oral hearing and parties were invited to submit and exchange written submissions on these matters during Q2 2023. On May 12, 2023, the FTC granted the Stay of the Decision until the determination of the Motion for Review and Variation. The Motion was heard in August 2023 and BLPC is awaiting FTC’s decision. BLPC expects a final order from the FTC in Q4 2023.

7. INVESTMENTS SUBJECT TO SIGNIFICANT INFLUENCE AND EQUITY INCOME

			Carrying Value<br>as at		Equity Income (loss) for<br>the three months ended				Equity Income for the<br>nine months ended				Percentage<br>of
	September 30		December 31		September 30				September 30				Ownership
millions of dollars	****	2023		2022	****	2023		2022	****	2023		2022	****	2023
LIL (1)	$	750	$	740	$	16	$	15	$	47	$	43		31.0
NSPML	****	497		501	****	13		5	****	34		21		100.0
M&NP (2)	****	122		128	****	5		6	****	16		15		12.9
Lucelec (2)	****	49		49	****	1		1	****	2		3		19.5
Bear Swamp (3)	****	-		-	****	(3)		5	****	4		10		50.0
	$	1,418	$	1,418	$	32	$	32	$	103	$	92

(1) Emera indirectly owns 100 per cent of the LIL Class B units, which comprises 24.5 per cent of the total units issued. Emera’s percentage ownership in LIL is subject to change, based on the balance of capital investments required from Emera and Nalcor Energy to complete construction of the LIL. Emera’s ultimate percentage investment in LIL will be determined upon final costing of all transmission projects related to the Muskrat Falls development, including the LIL, Labrador Transmission Assets and Maritime Link Projects, such that Emera’s total investment in the Maritime Link and LIL will equal 49 per cent of the cost of all of these transmission developments.

(2) Although Emera’s ownership percentage of these entities is relatively low, it is considered to have significant influence over the operating and financial decisions of these companies through Board representation. Therefore, Emera records its investment in these entities using the equity method.

(3) The investment balance in Bear Swamp is in a credit position primarily as a result of a $179 million distribution received in 2015. Bear Swamp’s credit investment balance of $91 million (2022 – $95 million) is recorded in Other long-term liabilities on the Condensed Consolidated Balance Sheets.

Emera accounts for its variable interest investment in NSPML as an equity investment (note 23). NSPML’s consolidated summarized balance sheet is as follows:

As at	September 30		December 31
millions of dollars	2023		2022
Current assets	$	46	$	17
PP&E	****	1,486		1,517
Regulatory assets	****	268		265
Non-current assets	****	29		29
Total assets	$	1,829	$	1,828
Current liabilities	$	59	$	48
Long-term debt (1)	****	1,129		1,149
Non-current liabilities	****	144		130
Equity	****	497		501
Total liabilities and equity	$	1,829	$	1,828

(1) The project debt has been guaranteed by the Government of Canada.

8. INTEREST EXPENSE, NET

Interest expense, net consisted of the following:

	Three months ended				Nine months ended
For the	September 30				September 30
millions of dollars	2023		2022		2023		2022
Interest on debt	$	244	$	189	$	706	$	514
Allowance for borrowed funds used during construction	****	(4)		(6)	****	(11)		(15)
Other	****	(5)		1	****	(11)		4
	$	235	$	184	$	684	$	503

9. INCOME TAXES

The income tax provision differs from that computed using the enacted combined Canadian federal and provincial statutory income tax rate for the following reasons:

	Three months ended				Nine months ended
For the	September 30				September 30
millions of dollars	2023		2022		2023		2022
Income before provision for income taxes	$	84	$	186	$	815	$	541
Statutory income tax rate	****	29%		29%	****	29%		29%
Income taxes, at statutory income tax rate	****	24		54	****	236		157
Deferred income taxes on regulated income recorded as regulatory assets and regulatory liabilities	****	(8)		(20)	****	(53)		(55)
Foreign tax rate variance	****	(14)		(14)	****	(33)		(30)
Amortization of deferred income tax regulatory liabilities	****	(16)		(14)	****	(32)		(27)
Tax credits	****	(15)		(3)	****	(32)		(7)
Tax effect of equity earnings	****	(4)		(2)	****	(11)		(7)
Other	****	(1)		1	****	2		-
Income tax (recovery) expense	$	(34)	$	2	$	77	$	31
Effective income tax rate	****	(40%)		1%	****	9%		6%

On August 16, 2022, the United States Inflation Reduction Act (“IRA”) was signed into legislation. The IRA includes numerous tax incentives for clean energy, such as the extension and modification of existing investment and production tax credits for projects placed in service through 2024 and introduces new technology-neutral clean energy related tax credits beginning in 2025. As of September 30, 2023, the Company has recorded a $26 million regulatory liability in recognition of its obligation to pass the incremental tax benefits realized to customers.

10. COMMON STOCK

Authorized: Unlimited number of non-par value common shares.

Issued and outstanding:	millions of shares		millions of dollars
Balance, December 31, 2022		269.95	$	7,762
Issued under the DRIP, net of discounts		3.84		205
Senior management stock options exercised and ECSPP		0.51		26
Balance, September 30, 2023	****	274.30	$	7,993

ATM Equity Program

11. EARNINGS PER SHARE

The following table reconciles the computation of basic and diluted earnings per share:

For the	Three months ended<br>September 30				Nine months ended<br>September 30
millions of dollars (except per share amounts)	2023		2022		2023		2022
Numerator
Net income attributable to common shareholders	$	100.6	$	167.1	$	688.5	$	461.6
Diluted numerator	****	100.6		167.1	****	688.5		461.6
Denominator
Weighted average shares of common stock outstanding – basic	****	273.6		266.6	****	272.2		264.3
Stock-based compensation	****	0.2		0.4	****	0.3		0.5
Weighted average shares of common stock outstanding – diluted	****	273.8		267.0	****	272.5		264.8
Earnings per common share
Basic	$	0.37	$	0.63	$	2.53	$	1.75
Diluted	$	0.37	$	0.63	$	2.53	$	1.74

12. ACCUMULATED OTHER COMPREHENSIVE INCOME

The components of AOCI, net of tax, are as follows:

millions of dollars	Unrealized<br>gain (loss) on<br>translation of<br>self-sustaining<br>foreign<br>operations		Net change in<br>net investment<br>hedges		Gains<br>(losses) on<br>derivatives<br>recognized<br>as cash flow<br>hedges		Net change<br><br><br>in available-<br> <br>for-sale<br>investments		Net change in<br>unrecognized<br>pension and<br>post-<br>retirement<br>benefit costs		Total<br>AOCI
For the nine months ended September 30, 2023
Balance, January 1, 2023	$	639	$	(62)	$	16	$	(2)	$	(13)	$	578
Other comprehensive (loss) income before reclassifications	****	(14)	****	3	****	1	****	-	****	-	****	(10)
Amounts reclassified from AOCI	****	-	****	-	****	(2)	****	-	****	(4)	****	(6)
Net current period other comprehensive (loss) income	****	(14)	****	3	****	(1)	****	-	****	(4)	****	(16)
Balance, September 30, 2023	$	625	$	(59)	$	15	$	(2)	$	(17)	$	562
For the nine months ended September 30, 2022
Balance, January 1, 2022	$	10	$	35	$	18	$	(1)	$	(37)	$	25
Other comprehensive income (loss) before reclassifications		763		(116)		-		(1)		-		646
Amounts reclassified from AOCI		-		-		(2)		-		(6)		(8)
Net current period other comprehensive income (loss)		763		(116)		(2)		(1)		(6)		638
Balance, September 30, 2022	$	773	$	(81)	$	16	$	(2)	$	(43)	$	663

The reclassifications out of AOCI are as follows:

For the		Three months ended<br>September 30				Nine months ended<br>September 30
millions of dollars		2023		2022		2023	2022
	Affected line item in the Condensed		Amounts reclassified from AOCI
	Consolidated Interim Financial Statements
Gain on derivatives recognized as cash flow hedges
Interest rate hedge	Interest expense, net	$	(1)	$	(1)	$ (2)	$	(2)
Net change in unrecognized pension and post-retirement benefit costs
Actuarial losses	Other income, net	$	-	$	2	$ -	$	6
Amounts reclassified into obligations	Pension and post-retirement<br><br><br>benefits	****	1		-	(4)		(12)
Total		****	1		2	(4)		(6)
Total reclassifications out of AOCI, for the period		$	-	$	1	$ (6)	$	(8)

13. DERIVATIVE INSTRUMENTS

The Company enters into futures, forwards, swaps and option contracts as part of its risk management strategy to limit exposure to:

·	commodity price fluctuations related to the purchase and sale of commodities in the course of normal operations;<br>
·	foreign exchange (“FX”) fluctuations on foreign currency denominated purchases and sales;
---	---
·	interest rate fluctuations on debt securities; and
---	---
·	share price fluctuations on stock-based compensation.
---	---

The Company also enters into physical contracts for energy commodities. Collectively, these contracts are considered “derivatives”. The Company accounts for derivatives under one of the following four approaches:

Physical contracts that meet the normal purchases normal sales (“NPNS”) exemption are not recognized on the balance sheet; they are recognized in income when they settle. A physical contract generally qualifies for the NPNS exemption if the transaction is reasonable in relation to the Company’s business needs, the counterparty owns or controls resources within the proximity to allow for physical delivery, the Company intends to receive physical delivery of the commodity, and the Company deems the counterparty credit worthy. The Company continually assesses contracts designated under the NPNS exemption and will discontinue treatment of these contracts under this exception if the criteria are no longer met.

Derivatives that qualify for hedge accounting are recorded at FV on the balance sheet. Derivatives qualify for hedge accounting if they meet stringent documentation requirements and can be proven to effectively hedge the identified cash flow risk both at the inception and over the term of the derivative. Specifically, for cash flow hedges, the change in the FV of derivatives is deferred to AOCI and recognized in income in the same period the related hedged item is realized.

---

Where documentation or effectiveness requirements are not met, the derivatives are recognized at FV with any changes in FV recognized in net income in the reporting period, unless deferred as a result of regulatory accounting.

Derivatives entered into by NSPI, NMGC and GBPC that are documented as economic hedges, and for which the NPNS exception has not been taken, are subject to regulatory accounting treatment. These derivatives are recorded at FV on the balance sheet as derivative assets or liabilities. The change in FV of the derivatives is deferred to a regulatory asset or liability. The gain or loss is recognized in the hedged item when the hedged item is settled. Management believes that any gains or losses resulting from settlement of these derivatives related to fuel for generation and purchased power will be refunded to or collected from customers in future rates. TEC and PGS have no derivatives related to hedging as a result of a FPSC approved five-year moratorium on hedging of natural gas purchases which ends on December 31, 2024.

Derivatives that do not meet any of the above criteria are designated as held-for-trading (“HFT”) derivatives and are recorded on the balance sheet at FV, with changes normally recorded in net income of the period, unless deferred as a result of regulatory accounting. The Company has not elected to designate any derivatives to be included in the HFT category where another accounting treatment would apply.

---

Derivative assets and liabilities relating to the foregoing categories consisted of the following:

	Derivative Assets				Derivative Liabilities
As at<br> <br>millions of dollars	September 302023		December 31<br>2022		September 302023		December 312022
Regulatory deferral:
Commodity swaps and forwards	$	88	$	186	$	39	$	42
FX forwards	****	10		18	****	-		1
Physical natural gas purchases	****	1		52	****	-		-
	****	99		256	****	39		43
HFT derivatives:
Power swaps and physical contracts	****	35		89	****	33		77
Natural gas swaps, futures, forwards, physical contracts	****	332		340	****	567		1,224
	****	367		429	****	600		1,301
Other derivatives:
Equity derivatives	****	-		-	****	17		5
FX forwards	****	7		5	****	18		23
	****	7		5	****	35		28
Total gross derivatives	****	473		690	****	674		1,372
Impact of master netting agreements:
Regulatory deferral	****	(13)		(18)	****	(13)		(18)
HFT derivatives	****	(181)		(276)	****	(181)		(276)
Total impact of master netting agreements	****	(194)		(294)	****	(194)		(294)
Total derivatives	$	279	$	396	$	480	$	1,078
Current (1)	****	220		296	****	392		888
Long-term (1)	****	59		100	****	88		190
Total derivatives	$	279	$	396	$	480	$	1,078

(1) Derivative assets and liabilities are classified as current or long-term based upon the maturities of the underlying contracts.

Cash Flow Hedges

On May 26, 2021, a treasury lock was settled for a gain of $19 million that is being amortized through interest expense over 10 years as the underlying hedged item settles. The Company has FX forwards to hedge the currency risk for revenue streams denominated in foreign currency for Brunswick Pipeline.

The amounts related to cash flow hedges recorded in AOCI consisted of the following:

As at	September 30, 2023				December 31, 2022
	****	Interest rate	****	FX		Interest rate		FX
millions of dollars	****	hedge	****	forwards		hedge		forwards
Total unrealized gain in AOCI – net of tax	$	14	$	1	$	16	$	-

For the three and nine months ended September 30, 2023, unrealized gains of $1 million (2022 – $1 million) and $2 million (2022 – $2 million) respectively, have been reclassified from AOCI into interest expense. The Company expects $3 million of unrealized gains currently in AOCI to be reclassified into net income within the next 12 months.

As at September 30, 2023, the Company had the following notional volumes of outstanding derivatives designated as cash flow hedges that are expected to settle as outlined below:

millions	2023
FX forwards (USD) sales	$	13

Regulatory Deferral

The Company has recorded the following changes with respect to derivatives receiving regulatory deferral:

millions of dollars	****	Physicalnatural gaspurchases	****	Commodityswaps andforwards	****	FXforwards		Physical<br>natural gas<br>purchases		Commodity<br>swaps and<br>forwards		FX<br>forwards
For the three months ended September 30					****	2023						2022
Unrealized gain (loss) in regulatory assets	$	-	$	11	$	4	$	-	$	(30)	$	1
Unrealized gain in regulatory liabilities	****	-	****	12	****	6		8		92		15
Realized (gain) loss in regulatory assets	****	-	****	(5)	****	-		-		19		-
Realized gain in regulatory liabilities	****	-	****	(1)	****	-		-		(12)		-
Realized (gain) loss in inventory (1)	****	-	****	2	****	(1)		-		(42)		-
Realized gain in regulated fuel for generation and purchased power (2)	****	(6)	****	-	****	-		(5)		(45)		(1)
Total change in derivative instruments	$	(6)	$	19	$	9	$	3	$	(18)	$	15
For the nine months ended September 30					****	2023						2022
Unrealized gain (loss) in regulatory assets	$	-	$	(18)	$	1	$	-	$	(68)	$	2
Unrealized gain (loss) in regulatory liabilities	****	(3)	****	(47)	****	4		47		421		17
Realized (gain) loss in regulatory assets	****	-	****	(5)	****	-		-		35		-
Realized (gain) loss in regulatory liabilities	****	-	****	3	****	-		-		(34)		-
Realized (gain) loss in inventory (1)	****	-	****	7	****	(10)		-		(84)		4
Realized gain in regulated fuel for generation and purchased power (2)	****	(48)	****	(20)	****	(2)		(39)		(103)		-
Other	****	-	****	(15)	****	-		-		-		-
Total change in derivative instruments	$	(51)	$	(95)	$	(7)	$	8	$	167	$	23

(1) Realized (gains) losses will be recognized in fuel for generation and purchased power when the hedged item is consumed.

(2) Realized (gains) losses on derivative instruments settled and consumed in the period and hedging relationships that have been terminated or the hedged transaction is no longer probable.

As at September 30, 2023, the Company had the following notional volumes designated for regulatory deferral that are expected to settle as outlined below:

millions		2024-2026
Physical natural gas purchases:
Natural gas (MMBtu)	1		-
Commodity swaps and forwards purchases:
Natural gas (MMBtu)	8		30
Power (MWh)	1		2
Coal (metric tonnes)	-		1
FX swaps and forwards:
FX contracts (millions of )	72	$	261
Weighted average rate	1.3347		1.3136
% of requirements	98%		33%

All values are in US Dollars.

HFT Derivatives

The Company has recognized the following realized and unrealized gains (losses) with respect to HFT derivatives:

For the	Three months ended<br>September 30				Nine months ended<br>September 30
millions of dollars	2023		2022		2023		2022
Power swaps and physical contracts in non-regulated operating<br>revenues	$	(2)	$	5	$	(2)	$	9
Natural gas swaps, forwards, futures and physical contracts in non-regulated operating revenues	****	92		(572)	****	909		(644)
Total gains (losses) in net income	$	90	$	(567)	$	907	$	(635)

As at September 30, 2023, the Company had the following notional volumes of outstanding HFT derivatives that are expected to settle as outlined below:

millions
Natural gas purchases (MMBtu)	114	230	60	45	38
Natural gas sales (MMBtu)	190	384	151	16	12
Power purchases (MWh)	1	1	-	-	-
Power sales (MWh)	1	1	-	-	-

Other Derivatives

As at September 30, 2023, the Company had equity derivatives in place to manage the cash flow risk associated with forecasted future cash settlements of deferred compensation obligations and FX forwards in place to manage cash flow risk associated with forecasted USD cash inflows. The equity derivatives hedge the return on 2.8 million shares and extends until December 2023. The FX forwards have a combined notional amount of $559 million USD and expire in 2023 through 2025.

The Company has recognized the following realized and unrealized gains (losses) with respect to other derivatives:

millions of dollars	FXforwards		Equityderivatives		FX<br><br><br>forwards		Equity<br>derivatives
For the three months ended September 30			****	2023				2022
Unrealized loss in OM&G	$	-	$	(20)	$	-	$	(12)
Unrealized loss in other income, net	****	(16)	****	-		(31)		-
Realized loss in other income, net	****	(2)	****	-		(1)		-
Total losses in net income	$	(18)	$	(20)	$	(32)	$	(12)
For the nine months ended September 30			****	2023				2022
Unrealized loss in OM&G	$	-	$	(12)	$	-	$	(21)
Unrealized gain (loss) in other income, net	****	7	****	-		(30)		-
Realized loss in other income, net	****	(7)	****	-		(1)		-
Total losses in net income	$	-	$	(12)	$	(31)	$	(21)

Credit Risk

The Company is exposed to credit risk with respect to amounts receivable from customers, energy marketing collateral deposits and derivative assets. Credit risk is the potential loss from a counterparty’s non-performance under an agreement. The Company manages credit risk with policies and procedures for counterparty analysis, exposure measurement, and exposure monitoring and mitigation. Credit assessments are conducted on all new customers and counterparties, and deposits or collateral are requested on any high-risk accounts.

The Company assesses the potential for credit losses on a regular basis and, where appropriate, maintains provisions. With respect to counterparties, the Company has implemented procedures to monitor the creditworthiness and credit exposure of counterparties and to consider default probability in valuing the counterparty positions. The Company monitors counterparties’ credit standing, including those that are experiencing financial problems, have significant swings in default probability rates, have credit rating changes by external rating agencies, or have changes in ownership. Net liability positions are adjusted based on the Company’s current default probability. Net asset positions are adjusted based on the counterparty’s current default probability. The Company internally assesses credit risk for counterparties that are not rated.

It is possible that volatility in commodity prices could cause the Company to have material credit risk exposures with one or more counterparties. If such counterparties fail to perform their obligations under one or more agreements, the Company could suffer a material financial loss. The Company transacts with counterparties as part of its risk management strategy for managing commodity price, FX and interest rate risk. Counterparties that exceed established credit limits can provide a cash deposit or letter of credit to the Company for the value in excess of the credit limit where contractually required. The Company also obtains cash deposits from electric customers. The Company uses the cash as payment for the amount receivable or returns the deposit/collateral to the customer/counterparty where it is no longer required by the Company.

The Company enters into commodity master arrangements with its counterparties to manage certain risks, including credit risk to these counterparties. The Company generally enters into International Swaps and Derivatives Association agreements, North American Energy Standards Board agreements and/or Edison Electric Institute agreements. The Company believes entering into such agreements offers protection by creating contractual rights relating to creditworthiness, collateral, non-performance and default.

As at September 30, 2023, the Company had $160 million (December 31, 2022 – $131 million) in financial assets considered to be past due, which had been outstanding for an average 58 days. The FV of these financial assets was $142 million (December 31, 2022 – $114 million), the difference of which is included in the allowance for credit losses. These assets primarily relate to accounts receivable from electric and gas revenue.

Cash Collateral

The Company’s cash collateral positions consisted of the following:

As at	September 30		December 31
millions of dollars	2023		2022
Cash collateral provided to others	$	38	$	224
Cash collateral received from others	$	10	$	112

Collateral is posted in the normal course of business based on the Company’s creditworthiness, including its senior unsecured credit rating as determined by certain major credit rating agencies. Certain derivatives contain financial assurance provisions that require collateral to be posted if a material adverse credit-related event occurs. If a material adverse event resulted in the senior unsecured debt falling below investment grade, the counterparties to such derivatives could request ongoing full collateralization.

As at September 30, 2023, the total FV of derivatives in a liability position was $480 million (December 31, 2022 – $1,078 million). If the credit ratings of the Company were reduced below investment grade, the full value of the net liability position could be required to be posted as collateral for these derivatives.

14. FV MEASUREMENTS

The Company is required to determine the FV of all derivatives except those which qualify for the NPNS exemption (see note 13), and uses a market approach to do so. The three levels of the FV hierarchy are defined as follows:

Level 1 – Where possible, the Company bases the fair valuation of its financial assets and liabilities on quoted prices in active markets (“quoted prices”) for identical assets and liabilities.

Level 2 – Where quoted prices for identical assets and liabilities are not available, the valuation of certain contracts must be based on quoted prices for similar assets and liabilities with an adjustment related to location differences. Also, certain derivatives are valued using quotes from over-the-counter clearing houses.

Level 3 – Where the information required for a Level 1 or Level 2 valuation is not available, derivatives must be valued using unobservable or internally developed inputs. The primary reasons for a Level 3 classification are as follows:

·	While valuations were based on quoted prices, significant assumptions were necessary to reflect seasonal or monthly shaping<br>and locational basis differentials.
·	The term of certain transactions extends beyond the period when quoted prices are available, and accordingly, assumptions<br>were made to extrapolate prices from the last quoted period through the end of the transaction term.
---	---
·	The valuations of certain transactions were based on internal models, although quoted prices were utilized in the<br>valuations.
---	---

Derivative assets and liabilities are classified in their entirety, based on the lowest level of input that is significant to the FV measurement.

The following tables set out the classification of the methodology used by the Company to FV its derivatives:

As at	September 30, 2023
millions of dollars	Level 1		Level 2		Level 3		Total
Assets
Regulatory deferral:
Commodity swaps and forwards	$	30	$	45	$	-	$	75
FX forwards	****	-	****	10	****	-	****	10
Physical natural gas purchases	****	-	****	-	****	1	****	1
	****	30	****	55	****	1	****	86
HFT derivatives:
Power swaps and physical contracts	****	1	****	27	****	-	****	28
Natural gas swaps, futures, forwards, physical contracts and related transportation	****	14	****	116	****	28	****	158
	****	15	****	143	****	28	****	186
Other derivatives:
FX forwards	****	-	****	7	****	-	****	7
	****	-	****	7	****	-	****	7
Total assets	****	45	****	205	****	29	****	279
Liabilities
Regulatory deferral:
Commodity swaps and forwards	****	22	****	4	****	-	****	26
	****	22	****	4	****	-	****	26
HFT derivatives:
Power swaps and physical contracts	****	1	****	27	****	-	****	28
Natural gas swaps, futures, forwards and physical contracts	****	4	****	36	****	351	****	391
	****	5	****	63	****	351	****	419
Other derivatives:
FX forwards	****	-	****	18	****	-	****	18
Equity derivatives	****	17	****	-	****	-	****	17
	****	17	****	18	****	-	****	35
Total liabilities	****	44	****	85	****	351	****	480
Net assets (liabilities)	$	1	$	120	$	(322)	$	(201)

As at	December 31, 2022
millions of dollars	Level 1		Level 2		Level 3		Total
Assets
Regulatory deferral:
Commodity swaps and forwards	$	120	$	48	$	-	$	168
FX forwards		-		18		-		18
Physical natural gas purchases and sales		-		-		52		52
		120		66		52		238
HFT derivatives:
Power swaps and physical contracts		9		31		4		44
Natural gas swaps, futures, forwards, physical contracts and related transportation		3		72		34		109
		12		103		38		153
Other derivatives:
FX forwards		-		5		-		5
Total assets		132		174		90		396
Liabilities
Regulatory deferral:
Commodity swaps and forwards		15		9		-		24
FX forwards		-		1		-		1
		15		10		-		25
HFT derivatives:
Power swaps and physical contracts		2		28		1		31
Natural gas swaps, futures, forwards and physical contracts		51		118		825		994
		53		146		826		1,025
Other derivatives:
FX forwards		-		23		-		23
Equity derivatives		5		-		-		5
		5		23		-		28
Total liabilities		73		179		826		1,078
Net assets (liabilities)	$	59	$	(5)	$	(736)	$	(682)

The change in the FV of the Level 3 financial assets for the three months ended September 30, 2023 was as follows:

	Regulatory Deferral		HFT Derivatives
millions of dollars	Physical natural gas<br>purchases		Power		Natural gas		Total
Balance, beginning of period		$ 7	$	-	$	25	$	32
Realized gains included in fuel for generation and purchased power		(6)		-		-		(6)
Total realized and unrealized gains included in non-regulated<br>operating revenues		-		-		3		3
Balance, September 30, 2023	****	$ 1	$	-	$	28	$	29

The change in the FV of the Level 3 financial liabilities for the three months ended September 30, 2023 was as follows:

	HFT Derivatives
millions of dollars	Power		Natural gas		Total
Balance, beginning of period	$	1	$	356	$	357
Total realized and unrealized gains included in non-regulated<br>operating revenues		(1)		(5)		(6)
Balance, September 30, 2023	$	-	$	351	$	351

The change in the FV of the Level 3 financial assets for the nine months ended September 30, 2023 was as follows:

	Regulatory Deferral		HFT Derivatives
millions of dollars	Physical natural gas<br>purchases		Power		Natural gas		Total
Balance, beginning of period		$ 52	$	4	$	34	$	90
Realized gains included in fuel for generation and purchased power		(48)		-		-		(48)
Unrealized losses included in regulatory liabilities		(3)		-		-		(3)
Total realized and unrealized losses included in non-regulated operating revenues		-		(4)		(6)		(10)
Balance, September 30, 2023	****	$ 1	$	-	$	28	$	29

The change in the FV of the Level 3 financial liabilities for the nine months ended September 30, 2023 was as follows:

	HFT Derivatives
millions of dollars	Power		Natural gas		Total
Balance, beginning of period	$	1		$ 825	$	826
Total realized and unrealized gains included in non-regulated<br>operating revenues		(1)		(474)		(475)
Balance, September 30, 2023	$	-	****	$ 351	$	351

Significant unobservable inputs used in the FV measurement of Emera’s natural gas and power derivatives include third-party sourced pricing for instruments based on illiquid markets. Significant increases (decreases) in any of these inputs in isolation would result in a significantly lower (higher) FV measurement. Other unobservable inputs used include internally developed correlation factors and basis differentials; own credit risk; and discount rates. Internally developed correlations and basis differentials are reviewed on a quarterly basis based on statistical analysis of the spot markets in the various illiquid term markets. Discount rates may include a risk premium for those long-term forward contracts with illiquid future price points to incorporate the inherent uncertainty of these points. Any risk premiums for long-term contracts are evaluated by observing similar industry practices and in discussion with industry peers.

The Company uses a modelled pricing valuation technique for determining the FV of Level 3 derivative instruments. The following table outlines quantitative information about the significant unobservable inputs used in the FV measurements categorized within Level 3 of the FV hierarchy:

	September 30, 2023
As at<br> <br>millions of dollars	FV				SignificantUnobservable Input		Low
	Assets		Liabilities
Regulatory deferral – Physical natural gas purchases	$	1	$	-		Third-party pricing		3.61	3.61	$3.61
HFT derivatives – Natural gas swaps, futures, forwards and physical contracts	****	28	****	351		Third-party pricing		1.17	17.85	$6.83
Total	$	29	$	351
Net liability			$	322

All values are in US Dollars.

(1) Unobservable inputs were weighted by the relative FV of the instruments.

Long-term debt is a financial liability not measured at FV on the Condensed Consolidated Balance Sheets. The balance consisted of the following:

As at	Carrying
millions of dollars	Amount		FV		Level 1		Level 2		Level 3		Total
September 30, 2023	$	16,919	$	14,761	$	146	$	14,368	$	247	$	14,761
December 31, 2022	$	16,318	$	14,670	$	-	$	14,284	$	386	$	14,670

The Company has designated $1.2 billion USD denominated Hybrid Notes as a hedge of the foreign currency exposure of its net investment in USD denominated operations. An after-tax foreign currency loss of $33 million was recorded in AOCI for the three months ended September 30, 2023 (2022 – $95 million after-tax loss) and an after-tax foreign currency gain of $3 million was recorded for the nine months ended September 30, 2023 (2022 – $116 million after-tax loss).

15. RELATED PARTY TRANSACTIONS

Significant transactions between Emera and its associated companies are as follows:

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16. RECEIVABLES AND OTHER CURRENT ASSETS

As at	September 30		December 31
millions of dollars	2023		2022
Customer accounts receivable – billed	$	817	$	1,096
Capitalized transportation capacity (1)	****	258		781
Customer accounts receivable – unbilled	****	312		424
Prepaid expenses	****	134		82
Income tax receivable	****	13		9
Allowance for credit losses	****	(18)		(17)
NMGC gas hedge settlement receivable (2)	****	-		162
Other	****	135		360
Total receivables and other current assets	$	1,651	$	2,897

(1) Capitalized transportation capacity represents the value of transportation/storage received by EES on asset management agreements at the inception of the contracts. The asset is amortized over the term of each contract.

(2) Offsetting amount is included in regulatory liabilities for NMGC as gas hedges are part of the purchased gas adjustment clause. Refer to note 7 in Emera’s 2022 annual audited consolidated financial statements.

17. EMPLOYEE BENEFIT PLANS

Emera maintains a number of contributory defined-benefit and defined-contribution pension plans, which cover substantially all of its employees. In addition, the Company provides non-pension benefits for its retirees. These plans cover employees in Nova Scotia, New Brunswick, Newfoundland and Labrador, Florida, New Mexico, Barbados, and Grand Bahama Island.

Emera’s net periodic benefit cost included the following:

	Three months ended				Nine months ended
For the	September 30				September 30
millions of dollars	2023		2022		2023		2022
Defined benefit pension plans
Service cost	$	8	$	10	$	23	$	31
Non-service cost:
Interest cost	****	27		20	****	83		60
Expected return on plan assets	****	(40)		(36)	****	(121)		(108)
Current year amortization of:
Actuarial losses	****	-		2	****	-		6
Regulatory asset	****	2		5	****	5		15
Settlements and curtailments	****	2		1	****	2		1
Total non-service costs	****	(9)		(8)	****	(31)		(26)
Total defined benefit pension plans	****	(1)		2	****	(8)		5
Non-pension benefit plans
Service cost	****	1		1	****	2		3
Non-service cost:
Interest cost	****	3		3	****	10		7
Expected return on plan assets	****	-		(1)	****	(1)		(1)
Current year amortization of:
Actuarial gains	****	(1)		-	****	(1)		-
Regulatory asset	****	(1)		1	****	(3)		2
Total non-service costs	****	1		3	****	5		8
Total non-pension benefit plans	****	2		4	****	7		11
Total defined benefit plans	$	1	$	6	$	(1)	$	16

Emera’s pension and non-pension contributions related to these defined-benefit plans for the three months ended September 30, 2023 were $20 million (2022 – $24 million), and for the nine months ended September 30, 2023 were $55 million (2022 – $55 million). Annual employer contributions to the defined benefit pension plans are estimated to be $44 million for 2023. Emera’s contributions related to these defined contribution plans for the three months ended September 30, 2023 were $11 million (2022 – $11 million) and $33 million (2022 – $30 million) for the nine months ended September 30, 2023.

18. SHORT-TERM DEBT

Emera’s short-term borrowings consist of commercial paper issuances, advances on revolving and non-revolving credit facilities and short-term notes. For details regarding short-term debt, refer to note 23 in Emera’s 2022 annual audited consolidated financial statements, and below for 2023 short-term debt financing activity.

Florida Electric Utilities

On April 3, 2023, TEC entered into a 364-day, $200 million USD senior unsecured revolving credit facility which matures on April 1, 2024. The credit agreement contains customary representation and warranties, events of default and financial and other covenants, and bears interest at a variable interest rate, based on either the term secured overnight financing rate (“SOFR”), Wells Fargo’s prime rate, the federal funds rate or the one-month SOFR, plus a margin.

Other

On August 18, 2023, Emera entered into a $400 million non-revolving term facility which matures on February 19, 2024. The credit agreement contains customary representation and warranties, events of default and financial and other covenants, and bears interest at Bankers’ Acceptances or prime rate advances, plus a margin.

19. LONG-TERM DEBT

For details regarding long-term debt, refer to note 25 in Emera’s 2022 annual audited consolidated financial statements, and below for 2023 long-term debt financing activity.

Canadian Electric Utilities

Gas Utilities and Infrastructure

Other Electric Utilities

On May 24, 2023, GBPC issued a $28 million USD non-revolving term loan that bears interest at 4.00 per cent with a maturity date of May 24, 2028.

Other

On May 2, 2023, Emera issued $500 million in senior unsecured notes that bear interest at 4.84 per cent with a maturity date of May 2, 2030.

20. COMMITMENTS AND CONTINGENCIES

A.	Commitments

As at September 30, 2023, contractual commitments (excluding pensions and other post-retirement obligations, long-term debt and asset retirement obligations) for each of the next five years and in aggregate thereafter consisted of the following:

millions of dollars	2023		2024		2025		2026		2027		Thereafter		Total
Transportation (1)	$	199	$	642	$	498	$	414	$	398	$	2,999	$	5,150
Purchased power (2)		74		260		241		257		306		3,591		4,729
Fuel, gas supply and storage		314		590		218		65		5		1		1,193
Capital projects		655		234		25		5		-		-		919
Equity investment commitments (3)		-		240		-		-		-		-		240
Other		37		152		141		55		47		218		650
	$	1,279	$	2,118	$	1,123	$	796	$	756	$	6,809	$	12,881

(1) Purchasing commitments for transportation of fuel and transportation capacity on various pipelines. Includes a commitment of $137 million related to a gas transportation contract between PGS and SeaCoast through 2040.

(2) Annual requirement to purchase electricity production from Independent Power Producers or other utilities over varying contract lengths.

(3) Emera has a commitment to make equity contributions to the LIL. The commercial agreements between Emera and Nalcor require true ups to finalize the respective investment obligations of the parties in relation the Maritime Link and LIL which is expected to be made in 2024.

Construction of the LIL is complete, and the Newfoundland Electrical System Operator confirmed the asset to be operating suitably to support reliable system operation and full functionality at 700MW, which was validated by the Government of Canada’s Independent Engineer issuing its Commissioning Certificate on April 13, 2023.

B.	Legal Proceedings

Superfund and Former Manufactured Gas Plant Sites

Previously, TEC had been a potentially responsible party (“PRP”) for certain superfund sites through its Tampa Electric and former PGS divisions, as well as for certain former manufactured gas plant sites through its PGS division. As a result of the separation of the PGS division into a separate legal entity, Peoples Gas System, Inc. is also now a PRP for those sites (in addition to third party PRPs for certain sites). While the aggregate joint and several liability associated with these sites has not changed as a result of the PGS legal separation, the sites continue to present the potential for significant response costs. As at September 30, 2023, the aggregate financial liability of the Florida utilities is estimated to be $17 million ($13 million USD), primarily at PGS. This estimate assumes that other involved PRPs are credit-worthy entities. This amount has been accrued and is primarily reflected in the long-term liability section under “Other long-term liabilities” on the Condensed Consolidated Balance Sheets. The environmental remediation costs associated with these sites are expected to be paid over many years.

The estimated amounts represent only the portion of the cleanup costs attributable to the Florida utilities. The estimates to perform the work are based on the Florida utilities’ experience with similar work, adjusted for site-specific conditions and agreements with the respective governmental agencies. The estimates are made in current dollars, are not discounted and do not assume any insurance recoveries.

In instances where other PRPs are involved, most of those PRPs are believed to be currently credit-worthy and are likely to continue to be credit-worthy for the duration of the remediation work. However, in those instances that they are not, the Florida utilities could be liable for more than their actual percentage of the remediation costs. Other factors that could impact these estimates include additional testing and investigation which could expand the scope of the cleanup activities, additional liability that might arise from the cleanup activities themselves or changes in laws or regulations that could require additional remediation. Under current regulations, these costs are recoverable through customer rates established in base rate proceedings.

Other Legal Proceedings

Emera and its subsidiaries may, from time to time, be involved in other legal proceedings, claims and litigation that arise in the ordinary course of business which the Company believes would not reasonably be expected to have a material adverse effect on the financial condition of the Company.

C.	Principal Financial Risks and Uncertainties

For information on principal financial risks which could materially affect the Company in the normal course of business, refer to note 27 in Emera’s 2022 annual audited consolidated financial statements. Risks associated with derivative instruments and FV measurements are discussed in note 13 and note 14. There have been no material changes to the principal financial risks as of September 30, 2023.

D.	Guarantees and Letters of Credit

Emera’s guarantees and letters of credit are consistent with those disclosed in the Company’s 2022 audited annual consolidated financial statements, with material updates as noted below:

21. CUMULATIVE PREFERRED STOCK

For details regarding cumulative preferred stock, refer to note 28 in Emera’s 2022 annual audited consolidated financial statements, and below for 2023 preferred stock activity.

22. SUPPLEMENTARY INFORMATION TO CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

For the	Nine months ended September 30
millions of dollars	2023		2022
Changes in non-cash working capital:
Inventory	$	(71)	$	(162)
Receivables and other current assets (1)	****	731		(259)
Accounts payable	****	(541)		471
Other current liabilities (2)	****	(114)		99
Total non-cash working capital	$	5	$	149

1) The nine months ended September 30, 2023, includes $162 million related to the January 2023 settlement of NMGC gas hedges. Offsetting change in regulatory liabilities is included in operating cash flow before working capital resulting in no impact to net cash provided by operating activities.

2) The nine months ended September 30, 2023, includes $(166) million related to the decreased accrual for the Nova Scotia Cap-and-Trade emissions compliance charges. Offsetting regulatory asset (FAM) balance is included in operating cash flow before working capital resulting in no impact to net cash provided by operating activities.

For the	Nine months ended September 30
millions of dollars	2023		2022
Supplemental disclosure of non-cash activities:
Common share dividends reinvested	$	205	$	172
Increase in accrued capital expenditures	$	45	$	(8)
Reclassification of long-term debt to short-term debt	$	-	$	500
Reclassification of short-term debt and current portion of long-term debt to long-term debt	$	135	$	-
Supplemental disclosure of operating activities:
Net change in short-term regulatory assets and liabilities	$	54	$	(459)

23. VARIABLE INTEREST ENTITIES

Emera holds a variable interest in NSPML, a VIE for which it was determined that Emera is not the primary beneficiary since it does not have controlling financial interest in NSPML. When the critical milestones were achieved, Nalcor Energy was deemed the primary beneficiary of the asset for financial reporting purposes, as it has authority over the majority of the direct activities expected to most significantly impact the economic performance of NSPML. Thus, Emera records NSPML as an equity investment.

BLPC established a SIF, primarily for the purpose of building a fund to cover risk against damage and consequential loss to certain generating, transmission, and distribution systems. ECI holds a variable interest in the SIF for which it was determined that ECI was the primary beneficiary and, accordingly, the SIF must be consolidated by ECI. In its determination that ECI controls the SIF, management considered that, in substance, activities of the SIF are being conducted on behalf of ECI’s subsidiary BLPC and BLPC, alone, obtains the benefits from the SIF’s operations. Additionally, because ECI, through BLPC, has rights to all the benefits of the SIF, it is also exposed to the risks related to the activities of the SIF. Any withdrawal of SIF fund assets by the Company would be subject to existing regulations. Emera’s consolidated VIE in the SIF is recorded in “Other long-term assets”, “Restricted cash” and “Regulatory liabilities” on the Condensed Consolidated Balance Sheets. Amounts included in restricted cash represent the cash portion of funds required to be set aside for the BLPC SIF.

The Company has identified certain long-term purchase power agreements that meet the definition of variable interests as the Company must purchase all or a majority of the electricity generation at a fixed price. However, it was determined that the Company was not the primary beneficiary since it lacked the power to direct the activities of the entity, including the ability to operate the generating facilities and make management decisions.

The following table provides information about Emera’s portion of material unconsolidated VIEs:

As at	September 30, 2023				December 31, 2022
			Maximum				Maximum
millions of dollars	Totalassets		exposure toloss		Total<br>assets		exposure to<br>loss
Unconsolidated VIEs in which Emera has variable interests
NSPML (equity accounted)	$	497	$	6	$	501	$	6

24. SUBSEQUENT EVENTS

These unaudited condensed consolidated interim financial statements and notes reflect the Company’s evaluation of events occurring subsequent to the balance sheet date through November 10, 2023, the date the unaudited condensed consolidated interim financial statements were issued.

EX-99.3

Exhibit 99.3

FORM 52-109F2

CERTIFICATION OF INTERIM FILINGS

FULL CERTIFICATE

I, Scott Balfour, President and Chief Executive Officer of Emera Incorporated, certify the following:

Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Emera Incorporated (the “issuer”) for the interim period ended September 30, 2023.
No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.
Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.
Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.
Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings

A.	designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that<br>
i.	material information relating to the issuer is made known to us by others, particularly during the period in which the<br>interim filings are being prepared; and
---	---
ii.	information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or<br>submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and
---	---
B.	designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the<br>reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.
---	---

5.1 Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is the Committee of Sponsoring Organizations of the Treadway Commission (COSO) Internal Control-Integrated Framework.

5.2 ***ICFR – material weakness relating to design:***N/A

5.3 Limitation on scope of design: The issuer has disclosed in its interim MD&A

a.	the fact that the issuer’s other certifying officer(s) and I have limited the scope of our design of DC&P and<br>ICFR to exclude controls, policies and procedures of:
i.	a proportionately consolidated entity in which the issuer has an interest;
---	---
ii.	a special purpose entity in which the issuer has an interest; or
---	---
iii.	a business that the issuer acquired not more than 365 days before the last day of the period covered by the interim<br>filings; and
---	---
b.	summary financial information about the proportionately consolidated entity, special purpose entity or business that the<br>issuer acquired that has been proportionately consolidated or consolidated in the issuer’s financial statements.
---	---

Reporting changesin ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on July 1, 2023 and ended on September 30, 2023 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

Date: November 9, 2023

“Scott Balfour”
Scott Balfour<br><br><br>President and Chief Executive Officer

EX-99.4

Exhibit 99.4

FORM 52-109F2

CERTIFICATION OF INTERIM FILINGS

FULL CERTIFICATE

I, Greg Blunden, Chief Financial Officer of Emera Incorporated, certify the following:

Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Emera Incorporated (the “issuer”) for the interim period ended September 30, 2023.

No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

Fairpresentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.
***Responsibility:***The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.

Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings

A.	designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that<br>
i.	material information relating to the issuer is made known to us by others, particularly during the period in which the<br>interim filings are being prepared; and
---	---
ii.	information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or<br>submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and
---	---
B.	designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the<br>reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.
---	---

5.2 ***ICFR – material weakness relating to design:***N/A

5.3 Limitation on scope of design: The issuer has disclosed in its interim MD&A

a.	the fact that the issuer’s other certifying officer(s) and I have limited the scope of our design of DC&P and<br>ICFR to exclude controls, policies and procedures of:
i.	a proportionately consolidated entity in which the issuer has an interest;
---	---
ii.	a special purpose entity in which the issuer has an interest; or
---	---
iii.	a business that the issuer acquired not more than 365 days before the last day of the period covered by the interim<br>filings; and
---	---
b.	summary financial information about the proportionately consolidated entity, special purpose entity or business that the<br>issuer acquired that has been proportionately consolidated or consolidated in the issuer’s financial statements.
---	---

Reporting changesin ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on July 1, 2023 and ended on September 30, 2023 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

Date: November 9, 2023

“Greg Blunden”

Greg Blunden

Chief Financial Officer

EX-99.5

Exhibit 99.5

Emera Incorporated

Earnings Coverage Ratio

Pursuant to Section 8.4 of National Instrument 44-102, this updated calculation of the earnings coverage ratio is filed as an exhibit to the unaudited condensed consolidated financial statements of Emera Incorporated (“Emera”) for the nine months ended September 30, 2023.

The following earnings coverage ratio is calculated on a consolidated basis for the twelve-month period ended September 30, 2023.

	Twelve months ended<br><br><br>September 30, 2023
Earnings Coverage ^(1)^	2.36

^(1)^ Earnings coverage is equal to consolidated net income attributable to common shareholders plus: income taxes, interest on debt, amortization of debt financing costs, allowance for funds used during construction and preferred share dividends declared during the period together with undeclared preferred share dividends, if any, divided by the sum of interest on debt, amortization of debt financing costs, allowance for funds used during construction, capitalized interest and preferred dividends grossed up to a before-tax equivalent using an effective tax rate of 29.0 per cent.

Emera’s dividend requirements on all of its preferred shares, grossed up to a before-tax equivalent using an effective income tax rate of 29.0 per cent, amounted to $90 million **** for the twelve months ended September 30, 2023. Emera’s interest requirements for the twelve months ended September 30, 2023 amounted to $908 million. Emera’s consolidated income before interest and income tax for the twelve months ended September 30, 2023 was $2,358 million, which is 2.36 times Emera’s aggregate preferred dividends and interest requirements for this period.

EX-99.6

Exhibit 99.6

LOGO

Emera Reports 2023 Third Quarter Financial Results and $8.9 billion Three Year Capital Outlook

HALIFAX, Nova Scotia – Today Emera (TSX: EMA) reported 2023 third quarter financial results.

Highlights

·	Quarterly adjusted EPS^(^^1)^was $0.75 compared to $0.76 in Q3 2022. Quarterly reported net income per common share decreased $0.26 to $0.37 in Q3 2023 compared to $0.63 in Q3 2022 due to higher<br>mark-to-market (“MTM”) losses.
·	Year-to-date, adjusted EPS^(1)^ increased $0.06 or 3% to $2.33 compared to $2.27 in 2022. Year-to-date reported EPS was $2.53 compared to $1.75<br>in 2022, primarily due to year-over-year differences in MTM impacts.
---	---
·	Operating cash flow before changes in working capital increased 125% to $1.8 billion compared to $806 million<br>in 2022 due to solid operating performance and the recovery of fuel and storm costs in 2023 that were under-recovered in 2022.
---	---
·	2024-2026 capital plan of $8.9 billion predominately focused on reliability, customer growth and cleaner energy<br>investments is driving approximately 7% annualized rate base growth.
---	---
·	Approximately 75% of our capital plan to be invested in Florida.
---	---
·	The Florida Public Service Commission approved new rates for Peoples Gas Systems, Inc. (“PGS”) which will provide<br>additional annual revenues of $107M USD starting in 2024. This outcome from the PGS rate case application positions us to advance important investments to support the growth of that business for the benefit of customers.
---	---

“Continued strong operational performance across Emera is helping to offset the headwinds of higher interest costs, and we continue to see solid growth throughout our business.” said Scott Balfour, President and CEO of Emera Inc. “Our $8.9 billion 3-year capital plan underpins this growth as we continue to invest to deliver upon our customer’s demand for cleaner, reliable and cost-effective energy.”

Q3 2023 Financial Results

Q3 2023 reported net income was $101 million, or $0.37 per common share, compared with reported net income of $167 million, or $0.63 per common share, in Q3 2022. Reported net income for the quarter included a $103 million MTM loss, after-tax, primarily at Emera Energy Services (“EES”) compared to a $36 million loss in Q3 2022.

Q3 2023 adjusted net income^(1)^ was $204 million, or $0.75 per common share, compared with $203 million, or $0.76 per common share, in Q3 2022. The increase in adjusted net income was primarily due to higher earnings at Tampa Electric (“TEC”), higher contribution from Canadian equity investments, and higher income tax recovery at corporate. This was offset by decreased earnings at EES, Nova Scotia Power (“NSPI”) and PGS and increased corporate interest expense.

Year-to-date Financial Results

Year-to-date reported net income was $689 million or $2.53 per common share, compared with reported net income of $462 million or $1.75 per common share year-to-date in 2022. Year-to-date reported net income included a $55 million MTM gain, after-tax, primarily at EES, compared to a $132 million loss in 2022.

LOGO

Year-to-date adjusted net income^(1)^ was $634 million or $2.33 per common share, compared with $601 million or $2.27 per common share year-to-date in 2022.

Growth in year-to-date adjusted net income was primarily due to higher earnings at TEC and NMGC, higher contribution from Canadian equity investments, the impact of a weaker Canadian dollar (“CAD”) on the translation of Emera’s non-Canadian affiliates and higher income tax recovery at corporate. This was offset by decreased earnings at NSPI and PGS and increased corporate interest expense.

(1) See“Non-GAAP Financial Measures and Ratios” noted below and “Segment Results and Non-GAAP Reconciliation” below for reconciliation to nearest USGAAPmeasure.

Consolidated Financial Review

The following table highlights significant year-over-year changes in adjusted net income attributable to common shareholders from 2022 to 2023.

For the<br> <br>millions of Canadian dollars	Three months ended<br><br><br>September 30		Nine months ended<br>September 30
Adjusted net income – 2022 ^1,2^	$	203	$	601
Operating Unit Performance
Increased earnings at TEC due to new base rates, the impact of a weaker CAD and customer growth driving higher load, partially offset by higher operating, maintenance and general expenses (“OM&G”), interest expense and<br>depreciation		29		40
Increased income from equity investments at NSP Maritime Link (“NSPML”) primarily due to the partial reversal of the Maritime Link holdback costs recognized in 2022 and a lower holdback recognized in 2023		8		6
Year-to-date earnings increased at NMGC due to new base rates and higher asset optimization revenue		(1)		23
Decreased earnings at PGS due to higher interest expense and depreciation, partially offset by customer growth. Year-over-year also decreased due to higher OM&G		(4)		(6)
Decreased earnings at NSPI due to higher OM&G, including storm costs, interest expense, and depreciation, partially offset by new base rates and increased sales volumes		(10)		(7)
Quarter-over-quarter earnings decreased at EES as a result of very strong margin results in Q3 2022 due to high natural gas pricing and volatility		(13)		(1)
Corporate
Increased income tax recovery primarily due to increased losses before provision for income taxes		5		12
Increased interest expense, pre-tax		(12)		(42)
Other Variances		(1)		8
Adjusted net income – 2023 ^1,2^	$	204	$	634

^1^ See “Non-GAAP Financial Measuresand Ratios” noted below and “Segment Results and Non-GAAP Reconciliation” for reconciliation to nearest USGAAP measure.

^2^ Excludes the effect of MTM adjustments, after- tax, and the impact of the NSPML unrecoverable costs in 2022.

LOGO

Segment Results and Non-GAAP Reconciliation

For the	Three months ended<br><br><br>September 30				Nine months ended<br><br><br>September 30
millions of Canadian dollars (except per share<br><br><br>amounts)	2023		2022		2023		2022
Adjusted net income^^^1,2^
Florida Electric Utility	$	228	$	199	****	512		472
Canadian Electric Utilities	****	38		39	****	179		176
Gas Utilities and Infrastructure	****	23		33	****	155		149
Other Electric Utilities	****	17		12	****	31		21
Other<br>^3^	****	(102)		(80)	****	(243)		(217)
Adjusted net<br>income^1,2^	$	204	$	203	****	634		601
MTM (loss) gain, after-tax^4^	****	(103)		(36)	****	55		(132)
NSPML unrecoverable costs^5^	****	-		-	****	-		(7)
Net income attributable to common shareholders	$	101	$	167	****	689		462
Earnings per share (basic)	$	0.37	$	0.63	****	2.53		1.75
Adjusted Earnings per share (basic) ^1,2^	$	0.75	$	0.76	****	2.33		2.27

^1^ See “Non-GAAP Financial Measuresand Ratios” noted below.

^2^ Excludes the effect of MTM adjustments, and the impact of the NSPMLunrecoverable costs in 2022.

^3^Lower earnings quarter-over-quarter, primarily due to lower contributionsfrom EES. Year-over-year change primarily due to increased interest expense.

^4^Net of income tax recoveryof $40 million for the three months ended September 30, 2023 (2022- $14 million recovery) and $24 million expense for the nine months ended September 30, 2023 (2022- $51 million recovery).

^5^After-tax NSPML unrecoverable costs were recorded in “Income fromequity investments” on Emera’s Condensed Consolidated Statements of Income

^1^Non-GAAP Financial Measures and Ratios

Emera uses financial measures that do not have standardized meaning under USGAAP and may not be comparable to similar measures presented by other entities. Emera calculates the non-GAAP measures and ratios by adjusting certain GAAP measures for specific items. Management believes excluding these items better distinguishes the ongoing operations of the business. For further information on the non-GAAP financial measure, adjusted net income, and the non-GAAP ratio, adjusted EPS – basic, refer to the “Non-GAAP Financial Measures and Ratios” section of Emera’s Q3 2023 MD&A which is incorporated herein by reference and can be found on SEDAR+ at www.sedarplus.ca. Reconciliation to the nearest GAAP measure is included in “Segment Results and Non-GAAP Reconciliation” above.

Forward Looking Information

This news release contains forward-looking information within the meaning of applicable securities laws. By its nature, forward-looking information requires Emera to make assumptions and is subject to inherent risks and uncertainties. These statements reflect Emera management’s current beliefs and are based on information currently available to Emera management. There is a risk that predictions, forecasts, conclusions and projections that constitute forward-looking information will not prove to be accurate, that Emera’s assumptions may not be correct and that actual results may differ materially from such forward-looking information. Additional detailed information about these assumptions, risks and uncertainties is included in Emera’s securities regulatory filings, including under the heading “Business Risks and Risk Management” in Emera’s annual Management’s Discussion and Analysis, and under the heading “Principal Risks and Uncertainties” in the notes to Emera’s annual and interim financial statements, which can be found on SEDAR+ at www.sedarplus.ca.

LOGO

Teleconference Call

The company will be hosting a teleconference today, Friday, November 10, at 9:30 a.m. Atlantic (8:30 a.m. Eastern) to discuss the Q3 2023 financial results.

Analysts and other interested parties in North America are invited to participate by dialing 1-888-886-7786. International parties are invited to participate by dialing 1-416-764-8658. Participants should dial in at least 10 minutes prior to the start of the call. No pass code is required.

A live and archived audio webcast of the teleconference will be available on the Company’s website, www.emera.com. A replay of the teleconference will be available on the Company’s website two hours after the conclusion of the call.

About Emera

Emera Inc. is a geographically diverse energy and services company headquartered in Halifax, Nova Scotia, with approximately $39 billion in assets and 2022 revenues of more than $7.5 billion. The company primarily invests in regulated electricity generation and electricity and gas transmission and distribution with a strategic focus on transformation from high carbon to low carbon energy sources. Emera has investments in Canada, the United States and in three Caribbean countries. Emera’s common and preferred shares are listed on the Toronto Stock Exchange and trade respectively under the symbol EMA, EMA.PR.A, EMA.PR.B, EMA.PR.C, EMA.PR.E, EMA.PR.F, EMA.PR.H, EMA.PR.J and EMA.PR.L. Depositary receipts representing common shares of Emera are listed on the Barbados Stock Exchange under the symbol EMABDR and on The Bahamas International Securities Exchange under the symbol EMAB. Additional information can be accessed at www.emera.com or at www.sedarplus.com.

Emera Inc.

Investor Relations

Dave Bezanson, VP, Investor Relations & Pensions

902-474-2126

dave.bezanson@emera.com

Arianne Amirkhalkhali, Senior Manager, Investor Relations

902-425-8130

arianne.amirkhalkhali@emera.com

Media

902-222-2683

media@emera.com