Hello, everyone.

Thank you for joining us and welcome to the Northwestern Energy Third Quarter 2026 Financial Results Webinar. After today's prepared remarks, we will host a question and answer session. If you would like to ask a question, please press star one to raise your hand. To withdraw your question, press star one again. I will now hand the conference over to Travis Meyer, Director of Corporate Development and Investor Relations Officer. Travis, please go ahead.

Thank you, Elodie. Good morning and thank you for joining Northwestern Energy Group's financial results webcast for the quarter ending September 30th, 2026. Joining us on the call today are Brian Bird, President and Chief Executive Officer, and Crystal Lail, Chief Financial Officer. Brian and Crystal will walk you through our financial results and provide an overall update on the progress we've made this quarter. Before handing it over, however, a few reminders regarding today's call. Northwestern's results have been released and the release is available on our website at northwesternenergy.com. We also released our 10Q pre-market this morning. Please note that this company's press release, this presentation, comments by presenters, and responses to your question may contain forward-looking statements. As such, I will direct you to the disclosures contained within our SEC filings and the safe harbor provisions included in the second slide of this presentation. Also note that this presentation includes non-GAAP financial measures and information regarding the pending merger transaction. Please see the non-GAAP disclosures, definitions, and reconciliations and merger-related disclosures included in the appendix of today's presentation materials. This webcast is being recorded. The archived replay will be available shortly after the event and remain active for one year. Please visit the financial results section of our website to access the replay. With those details behind us, I'll hand the presentation over to Brian Bird for his opening remarks.

Thanks, Travis. The recent highlights, first of all, reported GAAP diluted EPS of 50 cents. Non-GAAP diluted EPS of 58 cents. We're affirming 2026 earnings guidance range of $3.68 to $3.83. We're also affirming our long-term rate base and EPS growth rate targets of 4% to 6%. Also for the quarter, we're declaring a dividend of 67 cents per share, payable December 1st, 2026. This payment date and the November 17 record date align with Black Hills corporate dividend dates and is intended to simplify the closing mechanics in the merger. Regarding the merger itself, we have received approvals from the Nebraska PSC, the South Dakota PUC, and FERC. Our final order expected from the Montana Public Service is November 12, 2026. If final, when the satisfactory approval is received, we anticipate completing the merger with Black Hills Corporation by the year end of 2026. With that, I'm going to turn it over to Crystal for the third quarter financial review.

Thank you, Brian, and good morning, everyone. Thank you again for attending our earnings call for Q3 here today. In my comments, I will take you through details on our third quarter performance. how that ties into our year-to-date results and an update on our 2026 earnings outlook. Starting with Brian's overview comments for the third quarter, we reported gap earnings of 50 cents compared with 62 cents in the third quarter of 2025. On a year-to-date basis, we are reporting gap earnings of $1.93 as compared to $2.22 in 2025. Moving to slide eight, I'll spend some time on the key drivers for the quarter. Notably, to provide more transparency and visibility into the full impact of our incremental colstric ownership, we've provided a detailed breakout in our waterfall slides for the quarter and year to date. You will note margin improved due to slightly favorable weather and the absence of PCAM sharing versus the prior quarter. While volumes were impacted by favorable weather, particularly in July. This was offset by slightly unfavorable weather in August and September and also overall lower usage per customer. The margin improvement overall was offset by higher operating costs, depreciation, and interest. The slide provides detail on the impact of our incremental pollster of interest, as I mentioned previously, for the quarter. The detriment for those two pieces, both the Avista and Puget piece, is $6.1 million, or $0.10. Due to weak market prices overall, the PCAM tariff waiver provided no recovery of costs for the Avista portion during the quarter. With that, I'll move to slide nine to discuss our adjusted earnings reconciliation for the quarter. My comments on weather, again, a bit of favorable weather in July offset August and September, weather was overall favorable by one cent for the quarter versus what we would expect for normal. The quarter also included four cents of merger-related costs. Also note we are adjusting out five cents of detriment related to the Avista portion tied to designated sales contracts. However, as noted in my prior comments, the full impact of both the Puget and Avista share is around 10 cents. And we are only adjusting out here five cents You'll see the reconciliation from left to right gap 50 cents. With those adjustments, we are reporting 58 cents on an adjusted basis versus in the prior period in 2025, 79 cents on an adjusted basis. Moving to slide 10 and our year-to-date results. Margin improvement reflects new rates in Montana in the first half of the year compared with 2025. Offset by mild weather, higher operating costs, depreciation, and interest. Again, on this slide, we've broken out detail as it relates to our incremental interest from Coal Strip, Puget, and Vista, which represent a $16.4 million detriment, or 27 cents, on a year-to-date basis. In a similar fashion on the quarter results, the PCAM tariff waiver related to the Avista portion tied to certain designated contracts has not resulted in recovery of costs. I'll take you to slide 11 to discuss on an adjusted basis our results for the year. And remind you that we started out 2026 with a extremely mild winter and year to date have largely continued that trend. We've added back 17 cents of weather versus normal and our 26 results. Merger related costs are 13 cents. And again, we are adjusting only a portion of the coal strip impact related to the Avista designated sales contracts related to 15 cents. You'll note that we are adjusting from $1.93 to an adjusted basis of $2.39. as compared to an adjusted results in 2025 of $2.41. So two cents lower on a year-to-date basis than last year. Again, we're looking to provide transparency as to the impact of the incremental coal strip interest and remain consistent with how we presented our results in prior quarters. If we were fully adjusting the coal strip impact, which I'll remind you is 27 cents year-to-date, that would reflect an incremental 12 cents on a year-to-date basis. With that, I will move to slide 12 and talk about our guidance. With our performance year to date, we are reaffirming Northwestern's standalone 2026 adjusted earnings per share guidance range of $3.68 to $3.83, with a bias towards the lower half of the range. While the agreements to take additional ownership in the Colstrup facility provide much needed capacity to serve our customers when they need it most and provide for a 55% voting share of the facility, near-term market prices have impacted our ability to fully cover our costs. Our guidance range notes that assumptions include approval of the PCAM waiver, note that is only approved on an interim basis, and power prices sufficient to recover operating expenses from the incremental Avista and Fugit Colstrup interests. The Pacific Northwest has experienced extremely mild weather in both the winter heating season and summer cooling, leading to broadly low market prices. In working to offset this, we remain focused on cost control and expect to be in the lower half of our guidance range on a standalone basis for 2026. Notably, as to how we think about those assets going forward, we had discussed in our Q2 earnings call that addressing cost recovery of the Avista portion will require a rate review in Montana. While we are still pending a determination on our motion for reconsideration from our prior case, we do expect to file a rate review in Montana by the end of 2026 to address these costs. We also look forward to the NPSC scheduled hearing next week and associated implications regarding our Puget interests, which Brian will discuss further. Moving to slide 13, our capital plan of $3.2 billion, investing on our customers' behalf to remain reliable and provide good service to them remains on track. We expect to provide a CapEx refresh in early 2027. And with that, I'll turn it back to Brian.

Thanks, Crystal. Obviously, folks are waiting for November 10th, the hearings. on the merger with Black Hills. Obviously, the slide here talks about benefiting stakeholders. I think both sets of shareholders from Northwestern and Black Hills understand the benefits to shareholders if you consider the votes that we had and the high turnout and also the high amount of votes for the merger. Obviously, increasing scale, being able to achieve a higher EPS growth rate, expanding our opportunities to invest and better finance those opportunities. A strengthened balance sheet and obviously enhanced business diversity certainly is a benefit to shareholders. Equally important, this is substantial long-term value for customers. Not only are we bringing together two complementary teams, we're going to provide reliable service like they have in the past, but even better on a combined basis. But any cost savings achieved from this merger ultimately going to accrue to customers in future rate reviews. And lastly, as we prepare for the combination of Black Hills. Employees are excited about being part of something bigger and about the two companies being better together as one company. So we're very excited about the opportunity. Obviously, we need one last approval. And with that, I turn your attentions to slide 16. That last approval is from the Montana Public Service Commission and is highlighted there by the dotted box. You can see that our final order is expected by November 12th, the hearing on November 10th. and if we do, if we're fortunate enough to receive an approval with a satisfactory written order, we would plan to close shortly thereafter. So moving forward, we're also, as you know, working on data centers. From a data center request perspective, combining the request and assessments, our Q count has gone from 14 to 16. We're seeing a bit more interest in South Dakota. On a development agreement, you've noticed the queue count went down from three to two. I'd mentioned in previous meetings, SABE had issues with land for its build in and around Butte, Montana, and as a result has since exited from the development agreement. So our queue count from the development agreement is down to two. Speaking about that, on 18, we talked about those large load customers. The two remaining with development agreements is Atlas, of course. There's an expectation with a customer they ultimately could go from 75 megawatts up to 150 starting in late 2027. And then also Quantica is from a studying load at this point, 25 megawatts going up to 1.1 gig. It notes the targeted start there of early 2029. In recent discussions, that could actually occur sometime earlier than that. So excited about the progress made there with quantity. Lastly, on slide 19, from a Northwestern value proposition perspective, you know, again, approximately a 4% dividend yield. And just yield, and take into consideration our base plan of a 4% to 6% EPS growth, you have in and of itself an 8% to 10% total return. If in fact you think about opportunities around data centers, regional transmission, incremental generating capacity in obviously Montana and South Dakota, those possibilities could show us with a return greater than 10%. Having said all that, obviously combining with Black Hills, we think we will be better together and that total return picture would be even better. And with that, we will open it up to Q&A.

We will now begin the question and answer session. Please limit yourself to one question and one follow-up. If you would like to ask a question, please press star 1 on your telephone keypad. To withdraw your question, press star 1 again. Please pick up your handset when asking a question. If you are muted locally, please remember to unmute your device. Please stand by while we compile the Q&A roster. Your first question is from the line of Char Perreza with Wells Fargo Securities. Please go ahead.

Good morning, team. This is Whitney Matalama on for Char.

Hi, Whitney. Good morning.

3Q's update states Montana is served by a portfolio that is long capacity from 2026, while the IRP shows winter shortfalls by 2027. How much of the 75 megawatts to 1,250 megawatts is in your load forecast? And does the corrected IRP change what you'd build or serve to Atlas and Quantico?

Yeah, I think the issue for us is the 200 megawatts is something that we continue to think about in terms of serving a large load of the 370. And that's what we continue to discuss with folks. Ultimately, we'd love to be able to do that in a regulated basis, the full 370, and be able to serve large load customers with that. And that's ultimately our plan. We ultimately need the commission to approve our large new load tariff in order for that to happen. And so that's our plan as we sit here today in order to essence help serve not only our existing customers, but having excess capacity to serve large new load customers as well.

Understood. And then just as a quick follow up, you had previously pointed to year ends for those ESAs with the large load tariff still unscheduled. Is that date still realistic or could it move by a quarter?

Yeah, I would say this. I think certainly with Quantica, we're still attempting to sign an ESA and the other various agreements. by the end of the year. In essence, from a large new low tariff perspective, we'd have to have those agreements from Puget 370 on a non-regulated basis. But in order for speed to market, we need to be more flexible with these customers. And ultimately, they understand that we'd like to ultimately transition them to regulated customers. But in order to meet their needs, we need to move forward on an unregulated basis in the meantime.

Okay, sounds good. Thank you. See you at EEI.

Thank you. Thank you.

Your next question is from the line of Nicholas Campanella from Barclays. Please go ahead.

Hey, everyone. Good morning. I hope you're doing well. Thanks for the updates. Hey, maybe just starting on coal strips. I think you're kind of calling out like roughly a 10 cent hurt on a standalone basis. As we think about your I think you're going to refile or you're going to file a rate case in Montana. Next year, on a standalone basis, should we continue to expect that type of drag in our 27 numbers?

Hi, Nick, it's Crystal, and I was in my comments there giving you the indication that we do need to file a case to recover those coal surplus costs on the Avista side, as Brian was referring to the separate Puget piece and what that might enable strategically in the future as to growth and serving others. We are pending the Montana direction, I'll call it next week, and the merger outcome, but how you're thinking about 27. We expect about the right case. The commission has outwardly been extremely supportive of that VISTA interest and the ability to serve customers with that. We'd be seeking to recover those costs so that you wouldn't continue to see drag in 27. Obviously the impact here, we expected to be able to cover some of these costs in 26 with essentially index market sales. We happen to be capacity long at a year when prices have been lower than we've seen in a long time. Sometimes timing is everything. But as we continue to 27, we are focused on addressing that drag and filing a rate case to recover those costs and base rates.

Okay, that's great. And then maybe just, I know you highlighted that you submitted this large load tariff in Montana in March of 26. You're also kind of talking about still having confidence in getting an ESA done, you know, potentially by year end for some of these customers. Can you just talk about how those two interplay and just what the latest status update is on the new large load tariff? Thanks.

Nick, I'll start and Brian will back clean up on this one. One, on the large new load tariff, the commission did take quite some time to notice and start a procedural on that. Obviously, complex issues that I think you see in the election this week, lots of folks have thoughts on them. We are in discovery, and discovery has been very significant. Lots of data requests in that docket as to how you should think about the context for serving these large new load customers. So that docket is progressing. We will work together with staff and the commission. Obviously, they have a few other dockets of consequence in front of them that we would like them to consider first. Obviously, the merger being top of that heap, but also our prior motion for reconsideration of PCAM, other things. So the docket is progressing. that will set the context as to how we would serve customers under a fully regulated approach. As a reminder, and I think Brian was touching on this, Montana deregulated in the past is reregulated and there's customer choice. So we do have the option to continue negotiating with customers toward an ESA where we could serve them as a choice customer and eventually hopefully bring them in to a fully regulated customer if the Montana Commission wants that or if they prefer to keep them were all selected as a choice. We could do that. So the two definitely interplay, but we are continuing to have conversations with customers to get to an ESA while the Montana Commission takes its time to address, I think appropriately, the large new low tariff and how they may want us to serve those customers in the future. Brian?

Yeah, I would just add, I think people may recall what the thought was to file the large new low tariff with a customer and an ESA. And this has taken longer than we initially thought. So we decided to Let's be transparent with what that large new load tariff would look like. We made the filing in March, as you pointed out. And the hope is by the time we ultimately are going down the path in terms of approval, we'll have an ESA. We'll have someone actually make a filing, a large load customer to make a filing and put that in front of the commission so it can be fully observed at that point in time.

That's great. And if I could just sneak one more in and appreciate all the comments on that. How are you kind of thinking about, as you get approval in Montana for the merger, would the unveil for the pro forma company be on the fourth quarter update, or would there be kind of an analyst day update shortly thereafter, just given you would plan to close this year, it seems? Thanks.

Yeah, thanks, Nick. I would say, first of all, we need to get approval first. Make sure we remind everybody of that. But assuming if we did get approval, the plan would be at our February earnings call to not only talk about what our long-term EPS growth rate would be, but to get guidance for 27 at that time.

All right. See you soon. Thanks so much.

Hey, thanks, Nick. Thanks, Nick.

Your next question is from James Ward with Jefferies. Please go ahead.

Hi, guys. Hey, thanks. Hey, building on next question, I think just the data center bill that Montana's interim committee moved forward in September said that it would apply retroactively to proceedings begun, I think it was after the start of 25. If it passes with that language, how should we think about the potential impact on your large new load rule and any agreement you sign before it's enacted?

I think from what I understand from the legislative perspective, a large new layer, it's relatively in line with what we're doing from a large new low tariff perspective. So I'm not too concerned about that, James.

Okay. Okay. Terrific. And you now expect a PCAM decision in the first half of next year. Your deck shows 90-10 sharing. It was pre-tax 8.2 million in 2025. But if sharing comes back, How should we think about the annual pre-tax exposure that you might expect now that you're long capacity?

Yeah, it's a great question. And so one is sharing coming back. I think if you looked at staff's memo on the topic, they're suggesting that sharing ends. And obviously, we're reflecting that in our numbers effective, I think, February 1st in 2026. So I would like to think sharing is a bad idea that shouldn't have never been there and go away quite candidly. If it did come back, you still have a similar exposure in the sense of before we were short and the mercy of market price is on a detrimental basis. Now that we're long, you continue to be, obviously if I could, I would, but I don't control broader power prices. So you would continue to have exposure there. But I do think staff has made a strong case in their memo as to why sharing should go away and why it doesn't make sense. And my view has never made sense. You're looking to regulated utilities to earn a return on invested capital, not to make money in the market on power sales or purchases. So as to sensitivity there, I'd like to think that's a dumb topic and we won't see that going forward. If for some reason that pecan docket sharing does not go away, then we have more clarity on sensitivity there. Again, we are many times now long in the market, so it's still the price of market Thank you for joining us.

Thank you, Brian. Thank you, Crystal. See you guys soon. Thanks, Jackson.

Your next question is from Aiden Kelly with JP Morgan Securities, LLC. Please go ahead. Aiden Kelly on the line. Please go ahead.

Hey, guys. Good morning. Thanks for the time today. Can you hear me now?

Yeah, Aiden, I thought I was going to have to ask you a question.

Yeah, good on my end, thanks. I guess on the data center, like, request and assessment stage, looks like there was some slight uptick there, I guess, despite, you know, the savvy determination on the development agreement side. Could you just help us understand, you know, the underlying momentum in customer interest and whether you're seeing improving conversion prospects among these early stage requests? I know, Brian, in your opening remarks, you kind of said South Dakota was a bright spot there. So just curious how we think about the potential for additional development agreements beyond Atlas and Quantica heading into the new year.

Yeah, I think there's two things going on. I mean, I think first and foremost, I think you know that there's certainly be there's a move from data centers. They've kind of saturated urban areas. They're starting to move into rural areas. Obviously, we're getting more attention from that perspective. They're also seeing, secondly, in the United States, a lot of pushback in certain states that may have been deemed Thanks, Aiden. Thanks, Aiden.

Your next question is from Paul Fremont with Lautenberg-Thomann. Please go ahead.

Thanks for taking my question this morning. Good morning, Paul. Good morning. With SEBI sort of being eliminated from the development agreement, are they included in The other bucket, or are they eliminated entirely?

Now, they're eliminated entirely. The Q count, yeah, they don't jump back in the data center request and assessment. They come out of the development agreement. So they are out completely off of slide 17. Okay.

And then you used to have sort of two bucket data center requests and high level assessment. Can you sort of just walk us through The logic of it looks like combining those two buckets.

Yeah, I think we were getting a lot of specific questions about various buckets themselves. And obviously, until you get to a development agreement where you're actually putting money down towards studies, I think that's where people should be focusing their attention. I think it's appropriate to see how much demand is people looking in our states. But until you see folks in the development agreement bucket, I don't think anyone should be. counting their chickens before they hatch, if you will. Great.

And then last question for me. I guess previously you commented about the potential of having both Quantica and Atlas signed by the end of the year. Is that still the case?

I think Atlas is less apt to be done by the end of the year. I still feel really good about Quantica. but Paul, as we found out, I think others find out these things do take a little longer than you initially expect, but we're certainly targeting with quantified to be done by the end of the year.

Great, that's it for me. Thank you so much.

Thanks, Paul. Thanks, Paul.

There are no further questions at this time. I will now turn the call back to Brian Bird for closing remarks.

Well, first of all, I want to just thank everyone, patients through this process, It's been a long time since we announced the merger. Investors have patiently waited. And as we have, and I think about all the 4,000 plus employees of the combined entity patiently waiting and anxious about this, everyone's worked extremely hard to ultimately get to an approval. And as you know, we've gotten approvals from everyone else that we need approvals from. Hopefully, Montana Commission will also understand the benefits associated with the merger and we'll get that approval as well. And I think they can demonstrate to all of you, if we get the chance, that we'll be better together as we move forward as Brighter Eyes. But as CEO of Northwestern today, I just want to thank you for your continued support as you continue to evaluate us as an independent entity up until that time that you no longer have to do that. So hopefully we'll talk the next time from Ernie's call perspective from a different spot, if you will. But in the meantime, thank you for your support. Appreciate it.

Thank you for attending and you may now disconnect.