ST. JOHN'S, NEWFOUNDLAND AND LABRADOR--(Marketwired - Oct. 14, 2016) - Fortis Inc. ("Fortis" or the
"Corporation") (TSX:FTS)(NYSE:FTS) and GIC Private Limited ("GIC") announced today the closing of the approximately US$11.3
billion acquisition of Novi, Michigan-based ITC Holdings Corp. ("ITC").
Fortis is now among the top 15 North American regulated investor-owned utilities ranked by enterprise value. Its 8,000
employees serve customers at utility operations in five Canadian provinces, nine U.S. states and three Caribbean
countries.
The Federal Energy Regulatory Commission sets rates for approximately 30% of the Corporation's regulated rate base. Rate
setting for the balance of the Corporation's regulated rate base is largely governed by state and provincial bodies in the
jurisdictions in which the Fortis utilities operate.
"Today is a special day for Fortis and ITC," said Barry Perry, President and Chief Executive Officer of Fortis. "Our
teams have worked tirelessly over the past year to make this acquisition happen, and we couldn't be more pleased to welcome ITC
to the Fortis group of utilities. The ITC acquisition is the largest in the history of Fortis, dramatically increasing our
North American footprint. It establishes significant scale and a new platform in the electric transmission sector."
"This is a great day for our customers, employees and our local communities, and the culmination of this transaction is a
major milestone for ITC," said Joseph L. Welch, Chairman, President and Chief Executive Officer of ITC. "We remain dedicated to
our service territory while now having the benefit of additional Fortis resources to better serve our customers."
Welch said, "I am grateful for the hard work of the ITC employees and management team in building this great company and look
forward to a bright future of continued operational excellence. ITC's leadership team is well positioned for success as a
part of the Fortis portfolio."
Rhys Evenden, Head of Infrastructure for North America at GIC, said, "We applaud the efforts of our combined teams and we look
forward to a successful long-term partnership."
ITC Executive Leadership Team Transition
As part of the completion of the transaction, Joseph L. Welch announced his retirement, effective November 1, 2016, as
President and Chief Executive Officer of ITC. Mr. Welch will remain Chairman of the ITC Board of Directors. Linda H.
Blair will succeed Mr. Welch as President and Chief Executive Officer of ITC. Ms. Blair currently serves as Executive Vice
President and Chief Business Unit Officer and has been a member of ITC's leadership team since its inception. Fortis expects
to nominate Mr. Welch for election to the Fortis Board of Directors at its 2017 Annual General Meeting.
"ITC will continue to focus on delivering value for customers through modernizing the electrical infrastructure of the United
States and other areas," Ms. Blair said. "I am confident in our leadership team and the ability to execute on our strategic
goals and our long-term strategy of investing in transmission opportunities to improve reliability, expand access to power
markets, allow new generating resources to interconnect to our transmission systems and lower the overall cost of delivered
energy for customers."
"I am pleased Joe will remain involved through his chairmanship of the ITC Board of Directors and his participation on the
Fortis Board, and look forward to working with Linda and the rest of the ITC management team," said Mr. Perry.
Following a short transition period, the ITC Board of Directors will be comprised of a majority of independent directors, as
well as representatives from Fortis and GIC.
Transaction Details
As previously announced, ITC shareholders will receive US$22.57 in cash and 0.7520 Fortis common shares per share of ITC
common stock. Former ITC shareholders who continue to hold Fortis common shares on the upcoming record date will be entitled
to Fortis' next quarterly cash dividend of 40 cents ($0.40 CAD) per Fortis common share. This dividend was declared by the
Fortis Board of Directors on September 27, 2016 and is payable to all Fortis shareholders of record at the close of
business on November 18, 2016. The dividend to Fortis shareholders will be paid on December 1, 2016.
As a result of the closing, ITC's common stock is being delisted from the New York Stock Exchange, and ITC shareholders will
be provided with instructions on how to receive the merger consideration for their shares by Computershare Trust Company of
Canada, in its capacity as exchange agent for the transaction.
The common shares of Fortis began trading today on the New York Stock Exchange under the ticker symbol FTS and continue
trading on the Toronto Stock Exchange under the same ticker symbol. As inter-listed shares, each Fortis common share can be
traded on the Toronto Stock Exchange in Canadian dollars or on the New York Stock Exchange in U.S. dollars.
About Fortis:
Fortis is a leader in the North American regulated electric and gas utility industry with assets of more than CAD$45
billion. The Corporation's 8,000 employees serve customers at utility operations in five Canadian provinces, nine U.S.
states and three Caribbean countries.
Fortis shares are listed on the TSX and NYSE and trade under the symbol FTS. Additional information can be accessed at www.fortisinc.com, www.sedar.com, or www.sec.gov.
About ITC:
ITC is the largest independent electric transmission company in the United States. Based in Novi, Michigan, ITC invests in the
electric transmission grid to improve reliability, expand access to markets, allow new generating resources to interconnect to
its transmission systems and lower the overall cost of delivered energy. Through its regulated operating subsidiaries
ITCTransmission, Michigan Electric Transmission Company, ITC Midwest and ITC Great Plains, ITC owns and operates
high-voltage transmission facilities in Michigan, Iowa, Minnesota, Illinois, Missouri, Kansas and Oklahoma, serving a combined
peak load exceeding 26,000 megawatts along approximately 15,700 circuit miles of transmission line with 660 employees and
nearly 1,000 contractors across its seven state footprint. ITC's grid development focus includes growth through regulated
infrastructure investment as well as domestic and international expansion through merchant and other commercial development
opportunities. Additional information can be accessed at www.itc-holdings.com.
About GIC:
GIC is a leading global investment firm with well over US$100 billion in assets under management. Established in 1981 to
secure the financial future of Singapore, the firm manages Singapore's foreign reserves. With its disciplined long-term value
approach, GIC is uniquely positioned to invest in both the public and private markets, including equities, fixed income, real
estate, private equity and infrastructure. In infrastructure, GIC's primary strategy is to invest directly in operating
infrastructure assets with a high degree of cash flow visibility and which provide a hedge against inflation. These include
mature, low to moderate-risk assets in developed markets, complemented by investments with higher growth potential in emerging
markets. GIC employs over 1,300 people across offices in Singapore, Beijing, London, Mumbai, New York, San Francisco, Sao Paulo,
Seoul, Shanghai, and Tokyo. For more information, please visit www.gic.com.sg.
Fortis includes forward-looking statements in this media release within the meaning of applicable securities laws
including the Private Securities Litigation Reform Act of 1995. Forward-looking statements included in this media release reflect
expectations of Fortis management regarding future growth, results of operations, performance, business prospects and
opportunities. Wherever possible, words such as "anticipates", "believes", "budgets", "could", "estimates", "expects",
"forecasts", "intends", "may", "might", "plans", "projects", "schedule", "should", "target", "will", "would" and the negative of
these terms and other similar terminology or expressions have been used to identify the forward-looking statements, which
include, without limitation: statements related to the integration of ITC, the Corporation's combined assets and expected changes
to ITC's management and the Board of Directors of each of Fortis and ITC.
Forward-looking statements involve significant risk, uncertainties and assumptions. Certain material factors or
assumptions have been applied in drawing the conclusions contained in the forward-looking statements. These factors or
assumptions are subject to inherent risks and uncertainties surrounding future expectations generally, including those identified
from time to time in the forward-looking statements. Such risk factors or assumptions include, but are not limited to, risks
relating to failure to successfully integrate ITC. Fortis cautions readers that a number of factors could cause actual results,
performance or achievements to differ materially from the results discussed or implied in the forward-looking statements. These
factors should be considered carefully and undue reliance should not be placed on the forward-looking statements. For additional
information with respect to certain of these risks or factors, reference should be made to the continuous disclosure materials
filed from time to time by Fortis with Canadian securities regulatory authorities and the Securities and Exchange Commission.
Fortis disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new
information, future events or otherwise.