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EPCOR Water (New Mexico) Inc. to Acquire Thunder Mountain Water Company


November 22, 2013 - Phoenix, Arizona

On November 20, 2013, EPCOR Water (New Mexico) Inc. (EPCOR NM), a wholly owned subsidiary of EPCOR Water (USA) Inc. (EPCOR USA) and an indirect subsidiary of EPCOR Utilities Inc. (EPCOR or the Company), received approval from the New Mexico Public Regulation Commission (NMPRC) to purchase substantially all of the assets of Thunder Mountain Water Company.

On May 8, 2013, through a purchase agreement, EPCOR NM agreed to acquire substantially all of the assets of Thunder Mountain Water Company. The agreement, which was subject to regulatory approval by the NMPRC, will expand EPCOR USA's service in the Edgewood, New Mexico community.

"The opportunity to acquire the company makes a great deal of sense as EPCOR currently provides the majority of the water that Thunder Mountain Water Company customers receive," said Joe Gysel, president of EPCOR Water (USA) Inc. "We are committed to growing our business in the southwestern United States, and the acquisition of Thunder Mountain Water Company's business allows us to expand in an existing service area where the two systems are already interconnected."

EPCOR NM is the largest, private regulated water utility in New Mexico and its affiliate EPCOR Water (Arizona) Inc. is the largest, private regulated water utility in Arizona. As of December 31, 2012, the companies together provide water and wastewater service to approximately 193,000 customer connections across 14 municipalities and six counties.

Thunder Mountain Water Company currently provides water service to approximately 760 customer connections in the Edgewood area, a service territory adjacent to EPCOR NM's approximately 1,900-customer Edgewood district. The two systems are interconnected, with Thunder Mountain Water Company currently purchasing bulk water supply from EPCOR NM under a wholesale agreement.

"For more than 30 years my family has had the honor of providing service to the customers of Thunder Mountain Water Company. EPCOR is committed to serving the Town of Edgewood and we believe that the sale of the business to EPCOR will be a positive benefit for our customers and the Edgewood community," said Edward Cardenas, president and general manager of Thunder Mountain Water Company.

In the application to the NMPRC, Thunder Mountain Water Company requested the termination of its certificate for water service area and EPCOR NM requested that its Edgewood service area be expanded to include the Thunder Mountain Water Company service area. The application also requested approval of EPCOR NM to deliver water and water service to Thunder Mountain Water Company customers at rates equal to those currently being charged by Thunder Mountain Water Company.

"We would like to thank the Cardenas family for their service to the Edgewood community," said Daniel Bailet, vice president and general manager of EPCOR's New Mexico operations. "Because EPCOR already provides wholesale water to Thunder Mountain, we anticipate a seamless transition and look forward to serving Thunder Mountain Water Company's customers."

The purchase of Thunder Mountain Water Company's business is EPCOR's second acquisition in New Mexico, following the 2012 acquisition of American Water's Arizona and New Mexico assets and operations. EPCOR also acquired Arizona-based Chaparral City Water Company in 2011.

Forward-looking information

Certain information in this news release is forward-looking within the meaning of Canadian securities laws as it relates to anticipated financial performance, events or strategies. When used in this context, words such as "will", "anticipate", "believe", "plan", "intend", "target", and "expect" or similar words suggest future outcomes. The purpose of forward-looking information is to provide investors with management's assessment of future plans and possible outcomes and may not be appropriate for other purposes. Forward-looking information in this news release includes expectations regarding the timing of regulatory approval of the acquisition.

These statements are based on the assumptions and analyses made by the Company in light of its experience and perception of historical trends, current conditions and expected future developments and other factors it believes are appropriate. Readers are cautioned not to place undue reliance on forward-looking statements as actual results could differ materially from the plans, expectations, estimates or intentions expressed in the forward-looking statements. Except as required by law, EPCOR disclaims any intention and assumes no obligation to update any forward-looking statement even if new information becomes available, as a result of future events or for any other reason.

About EPCOR Water (USA) Inc.

EPCOR USA is an indirect, wholly owned subsidiary of EPCOR Utilities Inc. Headquartered in Phoenix, Arizona, EPCOR USA's wholly owned subsidiaries build, own and operate water and wastewater treatment facilities and infrastructure in the southwestern United States.

About EPCOR Utilities Inc.

EPCOR's wholly owned subsidiaries build, own and operate electrical transmission and distribution networks, water and wastewater treatment facilities and infrastructure in Canada and the United States, and provide electricity and water services and products to residential and commercial customers. EPCOR, headquartered in Edmonton, Alberta, is an Alberta Top 60 employer. EPCOR's website is www.epcor.com.

Contacts:
EPCOR Water (USA) Inc.
Rebecca Stenholm
Director, Public & Government Affairs
O 623.445.2424
C 602.390.5662
rstenholm@epcor.com

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