[PPT] - Winter Forum September 19, 2019 San Antonio, Texas Laura Demman PowerPoint Presentation

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Winter Forum September 19, 2019 San Antonio, Texas

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Laura Demman Vice President Customer Service and Business Development

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Vision Statement

To be the preferred provider of natural gas transportation and storage services based on our integrity,
perational excellence, financial strength and environmental responsibility

Mission Statement

We are in business to serve our customers. Fairly. Efficiently. Reliably.

These statements mean that

You will get what we promise on time.
We will share the purpose behind our actions.
We will commit to making it easy to do business with us.
We will negotiate and perform in good faith.
We will continue to invest in the pipeline in order to provide you highly reliable service and to meet your

future growth needs.

Permanent Partners-
Mutually beneficial relationships based on our core principles, not quarter over quarter profits
Perform necessary due diligence, but maintain an attitude of partnership
No surprises either way
Frank, candid discussions
Seek balanced outcomes

Why Six Core Principles and the focus on Permanent Partnerships? Sustainability

Customer Commitment

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Background

– While managing through significant commercial issues and deploying enormous amounts of capital, Northern has not raised rates since 2004. – This is quite a significant accomplishment over a 15-year period, when the overall rate base increased by 120% ($1.7 billion).

Tax Reform

– Since 2015, Northern has been communicating with its customers regarding the need to modernize its infrastructure, which would ultimately require a rate increase. – Northern’s customers have benefitted from tax reform through deferral of a rate case as a reduction in tax costs partially offsets the cost of modernization.

FERC 501-G process

– FERC required pipelines to file a 501-G statement to reflect how tax reform would impact income and return on investment for 2017. – Northern’s position is that the tax reform benefits of 2018 forward will help pay for its modernization efforts and deferred Northern’s requirement to seek an increase in rates. – Northern fully cooperated with the process; not all pipelines did. – Kern River was the first pipeline to agree to a voluntary rate credit.

Regulatory Update

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Section 5 status

– FERC issued an order in January 2019 requiring a section 5 rate review as a result of Northern’s Form 501-G docket. – FERC based this review on an erroneous estimated return on equity calculation of 17.3% while Northern’s return on equity for 2018 was actually 13.5%, which, ironically, falls within the range

f the ROEs used in FERC’s and intervenors’ section 5 testimony.

– Northern filed a Motion to Terminate describing the flaws in FERC’s analysis, but FERC refused to acknowledge its mistake or correct its support for the section 5 action.

As a result, Northern filed a section 4 rate increase on July 1 as a response to the section 5.

– Northern did not desire to take this action. – Northern knew a year ago that we could support a rate increase in 2019, but made a management decision to leave rates stable for another year. – The fact Northern was forced to file a section 4 rate increase was solely attributed to the fundamentally flawed and ill-conceived section 5 action that was brought against Northern by FERC.

FERC trial staff testimony would have you believe that Northern somehow sold $20 million

worth of gas for $121 million.

Using the data in FERC trial staff’s case filed and adjusting for this single item, trial staff’s

testimony would support a Market Area transportation rate increase of 15% or higher.

Regulatory Update (continued)

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Northern’s commitment during the section 4 rate process:

– We will meet or discuss facts and positions with any party at virtually any time. – At the end of this proceeding, we expect a balanced outcome for Northern and its customers. – Northern always competes on price and does what is necessary to retain competitive markets.

Next Steps
Technical Conference – September 24, 2019
Anticipated “Top Sheets” – Early November 2019
Settlement Conference – November 6, 2019

Regulatory Update (continued)

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Filed cost of service of approximately $1.0 billion represents an under-recovery of approximately $300

million versus test period revenue

The $300 million requested increase can be attributed to two areas

– Cost of service on incremental non-revenue generating capital investment above depreciation since Northern’s last rate case (over $160 million or 53% of the increase) – Increased depreciation rates, much more in-line with our capital spending than our current low depreciation rates, coupled with negative salvage (over $130 million or 43% of the increase) – All other elements of Northern’s business have a negligible rate impact to customers

Impact on Traditional Rates:
Impact on Prospective System-wide Rates

Section 4 Details Costs and Rates

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Traditional Rate Design Market Area reservation (TF12, TF5, TFX) 91% Field Area reservation (TFX) 36% Storage – FDD reservation and capacity 118% SMS reservation 50% GS-T 90% System-wide Rate Design TFX reservation 108%

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Base Case provisions to be implemented January 1, 2020

Simplification and standardization

– Deferred delivery points will be posted on Northern’s website rather than listing individual points in its tariff for ease of administration in adding new points and deleting abandoned points. – Open season posting results will reflect the awarding of capacity to only successful bidders to provide the necessary information to the marketplace of the highest bid for the capacity received vs. the posting of all bids received. – Imbalances caused by a prior period adjustment may be resolved using the imbalance-to-storage option on a mutually agreeable basis vs. requiring an imbalance to be cashed-out. – OBA requirements will be modified to reflect, on a default basis, that an OBA required by Commission’s regulations between interconnecting pipelines will include a volumetric in-kind imbalance resolution methodology, unless the pipelines agree otherwise. – Alternative structures will be provided for purchasing system balancing agreements and providing flexibility as to the quantity of balancing services purchased.

System management and control

– Clarification that transportation allocations may limit storage account balance transfers when such transfers would move storage inventories downstream of transportation constraint locations

Carlton supply obligation and rate updates

– Carlton commodity surcharge will be changed to $0.00/Dth to reflect the reality that supply costs at Great Lakes/Carlton are no longer priced at a premium to other supply points in the Market Area. – Carlton scheduling penalty will reflect an index-price component in response to volatility in gas prices that can result in the current fixed-price penalty of $25.00/Dth being ineffective.

Section 4 Details Service Provision Changes

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Prospective provisions to be implemented after FERC approval and necessary IT system modifications

Simplification and standardization

– TF12 Base and Variable components will be combined into one TF12 rate as a simplification to the rate structure. The redetermination of the TF12 Base and Variable rates is not achieving its intended purpose and simplification should occur to combine these into one rate structure. – The transition of services to standard tariff provisions is proposed for the closed group identified as the Small Customers. This will impact items such as the daily 650 Dth daily scheduling tolerance, the GS-T rate schedule, monthly imbalance tiering and Small Customer creditworthiness provisions.

System management and control

– SMS and daily delivery variance charge application changes are proposed to simplify the structure, standardize SMS capabilities during SOL, Critical and SUL days, and to more closely align the applicability of charges on the variance between scheduled and actual volumes. The proposals are targeted to balance additional flexibilities, such as the possibility of using SMS above firm entitlement on Critical Days, and eliminating the punitive variance charges on positive imbalances during standard days, with increased control on the system, such as eliminating the reference to MDQ for SMS applicability on SOL days and modified tolerance bands for SOL, Critical and SUL days.

Section 4 Details Service Provision Changes (continued)

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– SOL and SUL notification timelines will be modified to allow either to be called up to two and one- half (2 1/2) hours prior to the NAESB Grid Cycle nomination deadlines of the Gas Day, matching the existing timeline for Critical Days. In addition, Northern will have the ability to declare a Critical Day without prior declaration of an SOL day. Penalties associated with an SOL, Critical or SUL day will apply for the entire gas day. Providing additional flexibility on the timing requirements to post these notifications will allow increased certainty that an operational condition requires such a declaration. – FDD clarification that will allow for the posting of a notice on Northern’s website for FDD shippers to strictly comply with their account balance parameters to protect Northern’s storage fields from excessive inventory variances from stated tariff amounts. – Geographically based, Market Area regional pools will be established, replacing the MID 17 pool to reduce the uncertainty of supply sources when the pipeline is constrained, resulting in a more efficient and transparent use of pipeline capacity. Interconnect pools in the Market and Field Areas will also be created.

North Pool – All Great Lakes and Viking receipts
Central Pool – NBPL receipt points of Ventura, Marshall and Grundy Center, ANR Rio,

Guardian Walworth and NGPL Glenwood

West Leg Pool – NBPL receipts points of Aberdeen, Hazel and Welcome
South Pool – Demarc and TIGT Milligan

Section 4 Details Service Provision Changes (continued)

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Balancing and penalty rate updates

– Resolve imbalances by geographic area versus aggregating Market and Field Area imbalances to appropriately assign cash-out prices to each imbalance. – Expand the pricing locations reflected in the Field Area monthly imbalance price to appropriately reflect pricing differences across this diverse geographic area. It is proposed to add Waha, NGPL-Midcontinent and Northern-Demarc. – Daily delivery variance charges will include a pricing component based on index prices at the appropriate Market or Field Area index to ensure that Northern’s variance charges provide the proper incentive, regardless of the level of daily pricing.

Rate Structure Changes

– An FDD under-recovery component will be added to the storage fuel rate to provide adequate supply to replace any annual under-recovered volumes at the Redfield and Lyons underground storage fields. – System-wide reservation rates will be proposed that will allow shippers paying the maximum tariff rate access to the entire pipeline system (both Market and Field Areas) without incurring incremental demand charges. There will be a process established after approval of the proposal to allocate firm group and point capacity to those shippers desiring to extend their current maximum tariff rate agreements into the Market or Field Area. This will provide tremendous flexibility and value to our maximum tariff rate customers. – Northern’s Demarcation point is proposed to be relocated approximately 60 miles north to Beatrice, Nebraska from its current location at Clifton, Kansas. This will consolidate the Trailblazer Pipeline and Rockies Express Pipeline interconnects in the Field Area with other receipts of a similar nature, improving the liquidity and volumes at Demarcation.

Section 4 Details Service Provision Changes (continued)

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Northern is continuing with its long-term plan to retire and replace facilities based on age and dated

technology in order to continue to provide unparalleled reliability. – $208 million has been spent through 2018.

Remaining estimated cost for this work is $1.3 billion

– $183 million to be spent in 2019.

Projects include

– Pipeline Assessment – Compression Replacement – LNG equipment replacement – Underground storage integrity – Vintage pipeline replacement

Additional rate case in 2020 to cover incremental capital

Asset Modernization Update

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Royce Ramsay Vice President Operations

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Another record breaking winter

Northern recorded its top three and five of its top ten Market Area delivery days this past winter

– On January 30, 2019, Northern set a new Market Area peak delivery of 5.62 Bcf. – All five of the top ten days recorded last winter were above 5.0 Bcf.

Nearly one third (50 days) of the 2018-2019 heating season had Market Area

deliveries over 4.0 Bcf. – Compared to 35 last winter and eclipsing the previous record of 49 in 2013-2014.

Northern set new monthly records for January, February and
March. In addition to January’s peak delivery day,

February 25, 2019, delivered 5.15 Bcf and March 3, 2019, delivered 4.89 Bcf.

Market Area deliveries for the 2018-2019 heating season

averaged 3.70 Bcf compared to 3.55 Bcf for 2017-2018, representing a 4.3% increase.

Nine of the last ten winter months were colder than normal.

System-Weighted Temp vs Normal 13-14 14-15 15-16 16-17 17-18 18-19 November 15% 40% 14% 24% 8% 31% December 21% 8% 17% 8% 8% 8% January 21% 2% 1% 7% 14% 8% February 33% 29% 3% 16% 14% 25% March 30% 3% 19% 7% 12% 22% Heating Season 24% 9% 10% 6% 9% 13% Warmer than Normal Colder than Normal

Winter 2018-2019 Review

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The Farmington compressor station is located just south of the Minneapolis/St. Paul metropolitan area

– Station consists of seven compressor units totaling 20,200 horsepower.

January 30, 2019, the station experienced an unintentional emergency shutdown (ESD) at approximately

0635 due to a failed pressure switch on the ESD system.

Northern was able to maintain all deliveries to customers through line pack, use of incremental

compression at nearby compressor stations, LNG and utilization of its multiple mainlines.

Northern’s local field operations team quickly diagnosed and addressed the root cause, purged the facility,

and repositioned numerous station valves in order to restore the Farmington compressor station to normal

perations at approximately 1000.

Farmington Emergency Shutdown

̶ The work was completed safely despite being almost entirely outdoors in ambient temperatures of -30°F and wind chills of -50°F.

Root Cause Analysis and Lessons Learned

̶ The root cause analysis determined that the pressure switch was not rated for the extreme ambient temperatures experienced that morning. ̶ Northern completed a system wide review of all ESD pressure switches exposed to ambient conditions.

System-wide, 36 pressure switches were replaced to ensure reliable operation.

̶ Northern is implementing additional test runs of compressor units which have not run for several days and critical compression unit valve inspections for reliable operation within 48 hours of extreme cold weather events.

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Winter Weather Challenges

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East Wakefield, Michigan Compressor Station Albion, Iowa Town Border Station

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On March 13 and 14, 2019, Iowa, Minnesota, Nebraska and South Dakota experienced rising ambient air temperatures and approximately 1.0 inch of rainfall, which fell on approximately 27 inches of snow. The combination of rain, melting snow and frozen soil caused significant flooding.

Spring Flooding

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Baltic, South Dakota No. 1 Town Border Station – March 22, 2019

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Spring Flooding (continued)

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Buccaneer Bay, Nebraska March 15, 2019 March 16, 2019 March 18, 2019

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Spring Flooding (continued)

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March 18, 2019 March 21, 2019 March 22, 2019 Valley, Nebraska No. 1B

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EPA Natural Gas STAR program (since 1994)

– Leak detection and repair – Methane conservation

2016 Methane Emission Reduction Initiative (MERI)

– American Business Act on Climate Pledge

Natural Gas STAR Methane Challenge Program (2016)

– Best Management Practice (BMP) Commitment

Our Nation’s Energy Future (ONE Future) (2018)

– 2025 target of less than 1.0% emissions from production through distribution – Transmission and storage sector target of 0.30% – BHE pipeline group 2018 results – 0.05%

Voluntary Emissions Reduction Programs

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Tom Halpin Vice President Marketing

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Rochester, Minnesota 2018 Expansion Phase 1 – Northern Lights

– 81,000 Dth/day (Peak winter MDQ) – In service: November 1, 2018 – Capital: $33.0 million – New Solar Mars 100, 15,900 horsepower compressor near Lake Mills, Iowa, new TBS, existing TBS modifications

Sheldon, Nebraska Branch Line Expansion Phase 1

– 3,000 Dth/day (Peak winter MDQ) – In service: May 1, 2018 – Capital: $2.0 million – New TBS

2018 Market Area Expansions

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Ventura North 2019/Rochester, Minnesota Phase 2 Expansion – Northern Lights

– 138,000 Dth/day (Peak winter MDQ) – In service: November 1, 2019 – Capital: $200 million – Scope details on the next slide

West Leg 2019 Expansion

– 12,000 Dth/day (Peak winter MDQ) – In service: November 1, 2019 – Capital: $14 million – Looping of three existing branch lines, minor modifications of two existing compressor stations, branch line tie-over, modifications to six TBSs, and abandonment of eight miles of existing pipe

Marquette, Michigan Branch line Expansion

– 25,000 Dth/day (Peak winter MDQ) – In service: November 2019 – Capital: $31 million – Compressors, new TBSs and majority of existing branch line modifications were completed in 2018, in advance of the November 1, 2019 customer contract start date

2019 Market Area Expansions: Under Construction

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2019 Ventura North Expansion – Northern Lights

The Northern Lights facilities for 2019 include:

– Owatonna 2 Compressor

Solar Mars 100 turbine: 15,900-horsepower

– Faribault 3 Compressor

Solar Mars 100 turbine: 15,900-horsepower

– Carver Compressor (Willmar Branch Line)

Solar Taurus 70 turbine: 11,153-horsepower

– Willmar Branch Line Loop

3.1-mile, 24-inch-diameter loop

– Alexandria Branch Line Extension

4.3-mile, 8-inch-diameter extension

– New Prague Branch Line Loop

1.6-mile, 6-inch-diameter loop

– Rockford-to-Buffalo Lateral

10.0-mile, 24-inch-diameter greenfield

lateral – Modifications to 25 existing TBSs in Minnesota – Modifications to three existing regulators in Minnesota

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Upcoming Market Area Expansions

New Lisbon Branch Line Expansion for 2020

– Open season completed in 2018 – Customer discussions are ongoing

LaCrosse/Tomah Branch Line Expansion for 2020

– Open season closed June 5, 2019 – Customer discussions are ongoing

Northern Lights Expansion for 2021 In-Service

– Open season though September 24, 2019 – Geographic area north of the Ventura, Iowa compressor station

West Leg Expansion for 2021

– Open season concluded August 29, 2019 – For delivery points located on the West Leg

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Permian Pipeline Capacity

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The chart above reflects the shortage in takeaway capacity that is currently being experienced and has

resulted in large Waha/Demarc spreads.

Pipeline #1 and #2 are the Gulf Coast Express Pipeline and the Permian Highway Pipeline.

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Announced Expansions from Permian

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Gulf Coast Express Pipeline will be a 450 mile, 2.0 Bcf/day pipeline, and is expected to come online in

late 2019.

Kinder Morgan and EagleClaw Midstream Ventures, LLC announced a final investment decision for the

Permian Highway Pipeline Project, a 430 mile, 2.0 Bcf/day pipeline, expected to come online in late 2020.

MPLX LP and WhiteWater Midstream announced a final investment decision for the Whistler Pipeline

Project, a 475 mile, 2.0 Bcf/day pipeline, which is expected to come online in late 2021.

Remaining pipelines on the map are in various stages of development.

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Industry Leading Customer Service

Northern ranked first among interstate pipelines in

the 2018 Mastio & Co. survey − Annual survey of all interstate pipelines in U.S. − Survey conducted from November through January

Northern scored highest in the following areas

1. Scheduled gas volumes are accurate 2. Likelihood of recommending this company to friend or colleague 3. Firm transportation is highly reliable 4. Representatives are accessible 5. Effectiveness of pipeline’s system training

What must we do now to earn a “10” later this

year? − Other survey participants are closing the gap

“10” = 1st place
“9” = 4th place
“8” = bottom 20%
“7” = dead last

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85 90 95 100 105 110 115 85 90 95 100 105 110 115 Market Perceived Cost Scores (Price Satisfaction) Market Perceived Benefit Scores (Quality Satisfaction)

Inferior Economy Premium Superior ANR Pipeline Co. Great Lakes Gas Trans. Natural Gas Pipeline Co.

f America

Viking Gas Transmission Co. Northern Border Pipeline Co. Northern Natural Gas Co.

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Vickie Wonder Vice President Customer Service

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Northern strives to maintain secure proprietary software applications and data. As part of these efforts,

Northern has partnered with all customers to ensure the appropriate individuals have access to company records maintained on Northern’s system applications. – On-going initiative that started as a voluntary initiative; however, due to the increased cybersecurity risks, the designation of CSAs became mandatory. ̶ Customer security administrators (CSA) duties include granting, updating and deleting access to Northern’s proprietary applications via the Notification and Security Administration system.

Upcoming efforts

̶ CSAs to review audit reports. ̶ Customer user ids that have been inactive for greater than 540 days will be terminated unless CSAs inform Northern otherwise.

Customer Security Administrator Update

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Notification and Security Elections Report

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CSAs will receive an audit report, via email,

based on the frequency selected – Annually (default) – Semi-annually – Quarterly

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Throughput Management System (TMS) is the largest application in Northern’s portfolio of customer

facing applications. It is a critical application used by customers to nominate, confirm and schedule gas

n the pipeline seven times a day.
Application was first developed in 1997 and over the past 22 years has been modified significantly to

accommodate increased business needs of both Northern and its customers.

Nominations rewrite project is the final step in completing the implementation of the IT strategy to build

all customer service applications using the Java programming language, instead of the Smalltalk programming language.

TMS Nomination Rewrite Project:

– Begin Date: February 2016 – Completion date of December 2019, with customer implementation in June/July 2020 to provide training outside of the heating season and shoulder month to reduce the impact to customers’ businesses – Cost: Approximately $15 million – Status: User acceptance testing began late August 2019

Enhancements:

– Web-based application; no longer need to use Citrix software to access TMS – Ability to view cuts as they occur during the scheduling process for all seven nomination cycles – More intuitive user options, e.g., predictive contract and location lookup feature – Screens offer more dynamic grid features (e.g., column filtering, drag and drop grouping) – Better visibility of EDI transactions, including detail and status

TMS Nomination Rewrite Project Update

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Imbalance Resolution Election System (IRES) is a web-based application that allows customers to elect

imbalance resolution options and record trades, imbalance to storage and in-kind payback information.

IRES is located

̶ Within the Flowing Gas application under Imbalance Resolution; or ̶ When viewing current month posted imbalances, simply click IRES link

Imbalance Resolution Election System

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Navigating IRES

IRES main menu bar includes:

̶ Home Page displays the posted imbalances, trade status, completed trades between the initiating and confirming parties. ̶ Update information ̶ Customer contact information ̶ Imbalance Resolution ̶ Elections for Imbalance to Storage, In-Kind and Trades ̶ If no elections or trades are entered in IRES, the monthly imbalance will default to be cashed out at the market-index price.

Timing

̶ Imbalances post by 9 a.m. on the 9th business day. ̶ Elections can be entered beginning on the 9th through the12th business day of each month. ̶ Trades can be entered through the 17th business day of each month.

Customer user manual is posted on Northern’s website under the Support tab.

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Webpage Upgrades

New look, with the same functions and locations
“What’s New” section – banner streams news, updates and useful information

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Webpage Upgrades (continued)

Intuitive drop down options
Organized and refined category sorting

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Questions?

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SUL Day Standard Day SOL Day Critical Day Tolerance (5%) Tolerance4 Tolerance Tolerance Tolerance Positive Punitive DDVC Greater of 2.50x Index or $16.35 Positive DDVC3 Positive Punitive DDVC Greater of 5.00x Index or $113.00 Negative Punitive DDVC Greater of 2.50x Net of Low MIP minus Index or $16.35 SMS1 $0.0260 Positive DDVC5 Positive DDVC TI Rate Scheduled Quantity Actual Daily Quantity in Excess of Daily Scheduled Quantity Daily Scheduled Quantity in Excess

f Actual Daily Quantity

SMS $0.0260 Negative DDVC2 (Next 5%)

Illustration of Prospective Case SMS and DDVC Structure and Charges Per Dth

1 NNG May limit SMSQ between 0% and 100% 2 Greater of 1.25x Net of Low MIP minus Index or $1.00 3 Next 5%; Greater of 1.25x Index or $1.00 4 2.5%; Cannot Exceed MDQ 5 Next +2.5%; Greater of 2.50x Index or $22.00

Tolerance (5%) SMS $0.0260 Negative DDVC TI Rate SMS1 $0.0260 SMS1 $0.0260

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I o w a N e b r a s k a M i n n e s o t a W i s c o n s i n I l l i n o i s S o u t h D a k o t a

t a

M i s s o u r i K a n s a s N o r t h D a k o t a M i c h i g a n

Hugo Pierz Ogden Galena Spencer Palmyra Carlton Clifton Oakland Hubbard

Beatrice

Owatonna Redfield Earlville Paullina Waterloo Faribault Belleville Alexandria Farmington La Crescent Popple Creek North Branch Guthrie Center Chatfield Spring Green Ventura Albert Lea Elk River Willow Lake Homer Fremont Lake Mills

#1665 - NBPL/NNG WELCOME - R #193 - NBPL/NNG ABERDEEN - R #197 - NGPL/NNG GLENWOOD - BD #210 - TIGT MILLIGAN - BD #60229 - NBPL/NNG GRUNDY CENTER - R #21972 - GRLKS/NNG WAKEFIELD - BD #192 - NBPL/NNG VENTURA - R #62983 - VIKING/NNG POLK ITE - R #204 - NBPL/NNG MARSHALL - R #61667 - VIKING/NNG PIERZ INTER - BD #196 - VIKING CHISAGO/ISANTI - BD #79431 - DEMARC SEGMENTATION POINT - B #37654 - NNG FIELD/MKT DEMARCATION -16B - B #388 - GRLKS/NNG CARLTON - R #78348 - GUARDIAN/NNG WALWORTH ITE - BD #78994 - GRLKS/NNG GRAND RAPIDS - R #78878 - ANR/NNG RIO - R #79244 - NBPL/NNG HAZEL - R

Demarc

(proposed)

CENTRAL POOL NORTH POOL SOUTH POOL WEST LEG POOL

(current)Demarc