PIPELINES. MIDSTREAM. POWER.

201 1 ANNUAL REVIEW

Veresen is a diversified North American energy infrastructure company owning assets within

three business segments – pipelines, midstream and power.

StRENgth, StAbILIty and gRoWth are the key components of our long-term strategy.

The strength and stability of our long-life, high-quality assets, combined with prudent capital

management, serve to reduce volatility and increase the predictability of our financial results.

Guided by the vision, patience, and investment discipline of our management team, we continue

to proactively grow our asset base following value-oriented investment criteria.

FORT ST. JOHN, B.C.

REGINA, SK

SAN FRANCISCO, CA

VANCOUVER, BC

LOS ANGELES, CA

DENVER, CO

CHICAGO, IL

TORONTO, ON

CHARLOTTETOWN, PEI

EDMONTON, AB

Pipelines

Midstream

Power

V E R E S E N 2 0 1 1 A N N U A L R E V I E W | 1

2011 was a very successful year for Veresen. In addition to strong financial results, key activities within our midstream and pipeline businesses in the liquids-rich Montney and Bakken regions reflected the continued progress in the execution of our growth strategy. Within our power business, we focused on integrating the employees and operations from our 2010 and early 2011 acquisitions, progressing key construction projects, in particular the York Energy Centre, and the development of a number of new projects that will be a source of future growth.

Our most recent transaction, the acquisition of the Hythe/Steeprock gas gathering and processing complex from Encana Corporation for $920 million, is especially exciting for us. This transaction represents the single largest acquisition in our history, and establishes an independent midstream business for our company.

A particularly attractive feature of the Hythe/Steeprock acquisition is that it is underpinned by a long-term gathering and processing fee agreement with Encana, which provides contracted, fee-for-service cash flow, with minimal exposure to commodity price fluctuations. We see tremendous potential for future growth in processing volumes – both through Encana’s investment in the region and potential third-party additions. We closed the acquisition on February 9, 2012 and the process of transitioning the operatorship of these plants to Veresen is well underway.

Staying the Course

As we enter our fifteenth year, the pursuit of strength, stability and growth remains core to our business. The strength and stability of our long-life, high-quality assets, combined with prudent capital management, reduces volatility and provides predictability in our financial results. Large stable energy assets are the foundation of our organization, and we continue to grow our asset base by adhering to value-oriented investment criteria.

At Veresen, direct line of sight to our long-term growth strategy guides all of our business decisions. The key components of this strategy include:

• Cashflowsupportedbylong-term,fee-for-servicecontractswithcreditworthycounterparties;

• Aportfolioofassetsdiversifiedbybusinesssegmentandgeography;

• Pipelineandmidstreambusinessesfocusedonlarge,provenresourceplays;

• Prudentexposuretonaturalgasliquids(NGLs)margins;and

• Maintainingourfinancialstrengthandflexibility.

our businesses

Pipelines

During 2011, Alliance continued to focus on the contracting of its pipeline system beyond 2015 within the context of the current record low natural gas price environment. Given that Alliance’s contracts extend through to the end of 2015, we have time on our side to work through this process with the shipper community.

Alliance is in active discussions with shippers to develop service offerings that address key objectives and enhance the system. We believe the Alliance system offers shippers competitive transportation value given the

To the Shareholders of Veresen Inc.

2 | S T R E N G T H . S TA B I L I T Y. G R OW T H .

pipeline’s geographic proximity to key markets, and to the developing liquids rich shale formation in the Montney region of Alberta and British Columbia, and the Bakken region of Saskatchewan and North Dakota.

Midstream

Our midstream business, through Aux Sable, achieved record results in 2011. The macro environment for NGLs continues to be very strong, and Aux Sable’s strategy to attract high-liquids content natural gas for transport on the Alliance pipeline to the Channahon Facility is a key priority. Aux Sable is actively working with producers within an economic radius of the Alliance pipeline to provide customized options for natural gas and NGLs to reach US markets. This includes entering into rich gas premium agreements with several producers.

In today’s low natural gas price environment, producers are seeking creative ways to optimize exploration, drilling and development activities. Improvements in drilling technologies and relatively high liquids prices have focused their development efforts on rich gas resources. Aux Sable’s midstream services and tailored solutions, combined with the strength of the Alliance transportation system, frees-up producers’ financial capital, allowing them to focus on drilling activities and bring more NGLs to market.

Power

Ourpowerbusinessisfocusedinfourkeyareas:gas-fired,renewables(windandrun-of-river),districtenergyand waste heat. During 2011, construction of the York Energy Centre, a gas-fired electricity generation facility, was an important priority for us. We made excellent progress in the construction of this facility and look forward to its start-up in the second quarter of 2012.

Our power team is working diligently to advance a number of other projects in various stages of construction and development within our current portfolio. Beyond this, we continue to evaluate business opportunities where we can leverage our knowledge and experience within key geographic regions in North America. That said, the acquisition market for power assets is not particularly attractive to us at this time, so we will be patient and continue to apply our strict investment criteria to any acquisition opportunities.

LNg Development Project

Wecontinuetoevaluateouroptionsforexportingliquefiednaturalgas(“LNG”)fromCoosBay,Oregon,through the development of our Jordan Cove project. Our business development team is actively working with a number of strategic partners to assess the commercial viability of securing a long-term arrangement to process and transport LNG to end users in Asia, using the growing natural gas supply in the continental U.S. and Canada. In 2011, we secured land for the terminal and advanced the permitting process at the federal level and in the State of Oregon. This is a multi-year project and, while we have many milestones to achieve, we view this as a significant opportunity for our organization.

Financial Discipline and Flexibility

At the heart of operating our day-to-day business is our commitment to maintain the financial strength and flexibility of our balance sheet. The mainstays of our financial strategy are as follows:

• Maintainaprudentcapitalstructuretosupportourinvestmentgraderatings;

• Maintainasustainabledividendpolicyunderpinnedbylong-termcontractedcashflows;

As we enter our fifteenth year, the pursuit of strength, stability and growth

remains core to our business.

The strength and stability of our long-life, high-quality assets, combined

with prudent capital management, reduces volatility and provides

predictability in our financial results.

V E R E S E N 2 0 1 1 A N N U A L R E V I E W | 3

ASSETSBY SEGMENT

(%)

54% Pipelines 8% Midstream 26% Power 12% Corporate

ADJUSTEDNET INCOME

($/COMMON SHARE)

20

11

$0.33

20

10

$0.55

20

09

$0.61

20

08

$0.54

20

07

$0.60

DISTRIBUTABLE CASH(1)

vs. DIVIDENDS PAID($/COMMON SHARE)

20

11

1.18

20

10

1.24

20

09

1.10

20

08

1.20

20

07

1.35

(1)ThisitemisnotastandardmeasureunderGAAP.Pleasesee“Non-GAAPFinancialMeasures”inVeresen’s2011MD&A.

• Fundmaintenancecapitalandorganicexpansioncapitalwithoperatingcashflow,proceedsfromourdividendreinvestmentplanandprudentdebtleverage;and

• Fundmajorexpansionprojectsandacquisitionswithnewdebtandequityissuances.

In late 2011 and early 2012, we took important steps to enhance our financial flexibility. We issued $150 million of senior unsecured notes in November 2011, completed a successful $335 million bought deal subscription receipt offering in December 2011, and completed a $200 million preferred share offering in February 2012. Beyond these activities, in late 2011, we increased the capacity of our revolving credit facility from $450 million to $550 million and extended its term by one year. These refinancing activities, combined with proceeds from our dividend reinvestment plan, will ensure we maintain a strong capital structure.

Our capital structure is intended to optimize our cost of capital. We believe a strong capital position, access to key financial markets, ability to raise funds at a low effective cost, and an overall low cost of borrowing provide us with a competitive advantage.

Driving Forward with an Entrepreneurial Spirit

This year is already shaping up to be very exciting for Veresen. In addition to the strong portfolio of low-risk, contracted assets within each of our business segments, we have a number of excellent projects in construction or under development that offer near-term growth. Added to this, we have an exceptionally dedicated and talented team of employees who are committed to building a leading energy infrastructure company. Everything we achieve as an organization is due to the collective efforts of our employees. Our staff consistently rise to the challenge, and go above and beyond in order to build long-term value for our shareholders.

In closing, I would like to thank the Veresen Board of Directors for its wise counsel and strong leadership over the past year. The Board oversees all aspects of governance and they are excellent stewards of our stakeholders’ interests.

It is with regret I note that David Drybrough and Bob Reid have advised that they will not be standing for re-election to Veresen’s Board at our Annual General Meeting on May 1, 2012. David joined our Board in 2003 and has served us very well, including the demanding role as chair of our Audit Committee for many years. Bob joined our Board in 2007 and very ably served as chair of our Compensation Committee. On behalf of the Board and management team, I want to thank David and Bob for their outstanding service

and significant contributions to our company and wish them all the best in the future.

Respectfully,

Stephen h. White

President and Chief Executive Officer February 29, 2012

4 | S T R E N G T H . S TA B I L I T Y. G R OW T H .

FORT ST. JOHN, B.C.

PalermoConditioning Plant

Alberta EthaneGathering System

Alliance Pipeline

Prairie Rose Pipeline

Tioga Lateral Pipeline

ChannahonNGL Facilities

REGINA, SK

MINOT, ND

FORT SASKATCHEWAN, ABEDMONTON, AB

GRANDE PRAIRIE, AB

CHICAGO, IL

Pipelines

NGL Extraction

Gas Processing

ALLIANCE PIPELINE (50%)

3,000 km + 1.6 bcf/d• 3,000km,high pressure, dense phase pipeline

transporting natural gas liquids with the gas stream• Abilitytodeliver1.6Bcf/dtotheChicagomarket• ConnectswithAux Sable natural gas liquids extraction

facility, two utilities and five interstate natural gas pipelines in Chicago, IL area

tIogA LAtERAL PIPELINE (50%)

126 km + 106 MMcf/d• A126km(77-mile)lateralpipelineinNorth Dakota

connecting new natural gas production from an existing gas processing facility to the Alliance mainline in North Dakota

• Naturalgastobeshippedonwardtothe Chicago market hub

• Initialdesigncapacityisapproximately106MMcf/d• Plannedin-servicedateofmid-2013• Pipelinewilltransport natural gas being produced in

association with oil production, which is gas that might otherwise be flared or vented to the atmosphere, due to a lack of infrastructure

ALbERtA EthANE gAthERINg SyStEM (100%)

1,324 km• 1,324kmpipelinetransporting pure or “specification”ethane

• Transportsethanefrommultiple,largeextractionplants near Empress, Ab to ethane delivery sites of major petrochemical complexes near Joffre and Fort Saskatchewan, Ab and to a 700,000 bbl underground storage site

V E R E S E N 2 0 1 1 A N N U A L R E V I E W | 5

Business Overview

Each of Veresen’s businesses – pipelines, midstream and power – play a

key role in meeting North American energy requirements. Within each

business segment, Veresen is focused on identifying opportunities that

align with its long-term growth strategy. As normal course, Veresen and

its businesses regularly evaluate and pursue acquisition targets.

Pipelines

Veresen’s pipeline business is comprised of interests in two operating pipeline systems. The Alliance Pipeline is a3,000kmdensephase,long-haulpipelinedeliveringnaturalgasandnaturalgasliquids(NGLs)from western Canada to the Midwest United States. The Alberta Ethane Gathering System is comprised of three interconnected pipeline legs that span the southern and central portions of Alberta. AEGS links Alberta’s world-scale petrochemical industry with the province’s major NGLs extraction facilities.

Veresen is focused on a number of initiatives to fully utilize and leverage the existing infrastructure capabilities of the Alliance pipeline and Aux Sable’s Channahon Facility, a world-class extraction facility near Chicago, Illinois. We are geographically focused on large, proven resource plays located within the economic radius of these assets.

The Bakken region of southern Saskatchewan and northern North Dakota is one of the most prolific resource plays in North America and offers tremendous near-term opportunities for Alliance and Aux Sable. While expansion in the Bakken has been primarily driven by oil shale, there is significant value in the natural gas and NGLs reserves associated with the oil.

To tap into the significant potential of the Bakken, Alliance announced plans in 2011 to develop the Tioga lateralpipeline,a126-km(77-mile)lateralpipelinewhichwillconnectproductionfromHessCorporation’sgasprocessing facility in Tioga, North Dakota to the Alliance mainline near Sherwood, North Dakota, for onward shipment to the Chicago market hub.

The Tioga lateral pipeline will transport liquids-rich natural gas being produced in association with oil production. This gas might otherwise be flared or vented to the atmosphere due to a lack of infrastructure. With this pipeline, Alliance will attract additional volumes to its system and draw liquids rich gas to Aux Sable. Thepipeline’sinitialdesigncapacityisapproximately106,000mmcf/day,andcanbeexpandedbasedonshipper demand. The Tioga Lateral Project has a planned in-service date of mid- 2013, subject to regulatory and other required approvals.

Together, Alliance and Aux Sable offer Bakken natural gas producers access to high value downstream gas and Midwest NGLs markets. Alliance carries high BTU gas to Aux Sable’s processing and NGL extraction plant. Leveraging existing infrastructure minimizes the environmental and stakeholder impact of new construction, allowing for flexible, timely and cost-efficient expansion as Bakken volumes increase.

The liquidity of the Chicago market and the associated takeaway capacity, and diversity of pipeline connectionshaveenabledAlliancetolaunchtheAllianceChicagoExchangeHub(ACEHub),whichoffers a new suite of services that leverage Alliance’s interconnections to other pipelines and downstream markets. As a step forward in Alliance’s development of new services, the ACE Hub enables market participants to be more competitive, and access greater commercial liquidity and delivery flexibility in their transactions.

6 | S T R E N G T H . S TA B I L I T Y. G R OW T H .

FORT ST. JOHN, B.C.

PalermoConditioning Plant

Alliance Pipeline

Prairie Rose Pipeline

Heartland Offgas PlantHythe/Steeprock

Complex

Septimus GasPlant & Pipeline

ChannahonNGL Facilities

REGINA, SK

MINOT, ND

EDMONTON, AB

GRANDE PRAIRIE, AB

CHICAGO, IL

Gas Processing

FORT SASKATCHEWAN, AB

Pipelines

NGL Extraction

AUX SAbLE CANADA (50%)

60 MMcf/d; 400 MMcf/d• 60MMcf/dSeptimus gas Plant and

400 MMcf/d pipeline located in BC’s Montney shale area

• heartland off-gas Facility processes refinery off-gas and produces hydrogen, ethane and a propane-plus mix

AUX SAbLE LIQUID PRoDUCtS - PRAIRIE RoSE PIPELINE/ PALERMo CoNDItIoNINg PLANt (42.7%)

110 MMcf/d; 80 MMcf/d• The Prairie Rose Pipeline connects the Palermo

Conditioning Plant to the Alliance Pipeline which delivers gas to Aux Sable’s Channahon, Illinois Plant for processing

• 83-milePrairieRosePipeline–capacityof110MMcf/d;highpressure;highbtucontentpipeline

• Palermo Conditioning Plant–capacityof80MMcf/d;plant recovers condensate/natural gasoline for sale in local and/or rail markets

• TruckunloadingfacilityisunderconstructionatthePalermoConditioningPlant;initialcapacityof 5,000 Bbls/d and can be expanded to 10,000 Bbls/d

AUX SAbLE LIQUID PRoDUCtS (42.7%)

2.1 bcf/d; 102,000 bbl/d• Capacitytoprocess2.1 bcf/d of natural gas• Extraction andfractionationof102,000 bbl/d of

spec NGL products• 200,000 bbl of NGL storage, truck and rail loading/

off-loading, and numerous pipeline interconnections

hythE/StEEPRoCk CoMPLEX (100%)

516 MMcf/d• two natural gas plants with combined functional capacityof516MMcf/d,approximately40,000hpofcompression and 370 km of gas gathering lines

• hythe gas Plant - capacity for 176 MMcf/d of sour gas processing and 340 MMcf/d ofsweetprocessing;sulfur plant has excess capacity of approximately 90 tonnes/d

• Steeprock gas Plant - capacity of 198 MMcf/d of sour gas processing

• ConnectionstotheAlliance and transCanada pipeline systems

• Assetsarestrategicallylocatedintheheartofa high-growth region focused on Montney drilling

V E R E S E N 2 0 1 1 A N N U A L R E V I E W | 7

Midstream

Veresen’s midstream growth strategy includes plans to buy, build and/or commercially contract energy infrastructure assets in order to capture market opportunities across the entire Alliance system, which reaches the significant basins in the Montney region of Alberta and British Columbia and the Bakken region. Our strategy includes the development of targeted gas gathering pipelines to increase connected gas supplies, as well as trucking both NGLs and flare gas, particularly in the Bakken region.

Our midstream business includes a significant interest in Aux Sable, which includes the Channahon extraction facility, as well as gas processing and pipeline gathering facilities in Canada, and 100 percent ownership in our recently acquired Hythe/Steeprock gas gathering and processing complex located in the Montney fairway.

As a key priority, Aux Sable is actively working with producers within the economic radius of the Alliance pipeline to provide customized options for natural gas and NGLs to reach US markets. Aux Sable offers rich gas premiums and other midstream services including construction and operation of processing plants and pipelines for rich gas producers. These services, coupled with Aux Sable’s ability to provide access to higher-valued markets, optimize the resource value for producers.

In December 2011, we entered the midstream business as an independent player with the acquisition of the Hythe/Steeprock complex from Encana Corporation. The Hythe/Steeprock complex includes two natural gas processingplantswithcombinedfunctionalcapacityof516MMcf/d,aswellasapproximately40,000hpofcompression and 370 km of gas gathering lines. The Hythe plant processes both sour and sweet natural gas, while the Steeprock plant is a sour gas processing facility.

Connected to this transaction, we entered into a long-term Midstream Services Agreement with Encana under which Encana provides a competitive, long-term, take-or-pay throughput commitment averaging 370 MMcf/d, representing 72 percent of the functional capacity of the Hythe/Steeprock complex.

The Hythe/Steeprock complex is located in Cutbank Ridge – one of Encana’s key resource plays with more than 1 million acres of land and in excess of 500 MMcf/d of production. Total recoverable natural gas in proximity to the Hythe/Steeprock complex, including Encana and third party gas, is estimated by GLJPetroleumConsultants(GLJ),independentqualifiedreservesevaluators,tobe26tcfofbestestimatecontingent resources. Based on GLJ’s assessment, regional gas production could increase by approximately 2 billion cubic feet per day over the next 20 years, providing significant midstream infrastructure expansion opportunities for Veresen.

8 | S T R E N G T H . S TA B I L I T Y. G R OW T H .

DIStRICt ENERgy

Facility PPA MWOwnership

Interest

PEI N/A 72 100%

London To 2029 17 100%

WAStE hEAt

Facility PPA MWOwnership

Interest

EnPower To 2028 10 100%

NRGreen range of expiries 20 50%

REGINA, SK

SAN FRANCISCO, CA

VANCOUVER, BC

LOS ANGELES, CA

DENVER, CO

CHICAGO, IL

TORONTO, ON

CHARLOTTETOWN, PEI

Gas-fired

Waste heat

Renewable

Enpower

RiponCogeneration

San GabrielCogeneration

BrushGeneration

NRGreenPower

PEI DistrictEnergy System

London District Energy/London Cogeneration

Glen Park

Grand ValleyI&II

Dasque-Middle

Furry CreekClowhom

Culliton Creek

East WindsorCogeneration

York EnergyCentre

District heating

RENEWAbLE

Facility PPA MWOwnership

Interest

Furry Creek (run-of-river) To 2024 11 99%

Clowhom (run-of-river) To 2034 24 100%

Glen Park (run-of-river) Rolling 33 100%

Dasque-Middle 1 (run-of-river) To 2053 20 100%

Culliton Creek 2 (run-of-river) To 2044 15 100%

Grand Valley I & II 3 (wind) To 2032 20 75%

1 COD – 2013 2 under development 3 COD – Q2 2012

gAS-FIRED

Facility PPA MWOwnership

Interest

York Energy Centre To 2032 400 50%

East Windsor To 2029 86 100%

Brush To 2019 70 100%

Ripon To 2018 49 100%

San Gabriel To 2016 44 100%

V E R E S E N 2 0 1 1 A N N U A L R E V I E W | 9

To the Shareholders of Veresen Inc.

Veresen’spowerbusinessisfocusedonfourcoreareas:gas-fired,renewable(windandrun-of-river),districtenergy and waste heat. In these areas, we target key geographic regions in North America, specifically, Ontario, British Columbia, and the western United States. We have grown our power business in recent years and continue to assess high-value, lower-risk power investments.

Our power holdings provide asset diversity, serve key energy-consuming markets and are underpinned with long-term contracts. We have in excess of 950 MW of power generation capacity in operation or late stages of development.

We are advancing our portfolio of organic power projects, with an emphasis on gas-fired and renewable. A number of projects are in the early stages of construction and development, which will provide a source of future growth. We also pursue power development projects through acquisition where further expertise is needed to bring projects to completion, and by acquiring existing assets which have either long-term contracts or re-contracting potential, and minimal exposure to commodity price risk. From time to time, we also pursue greenfield power opportunities through request for proposal processes in various jurisdictions.

Power

Gross Megawatts Owned and Operated

(%)

in Operationin Constructionin Development

436 MW453 MW88 MW

67% Gas-Fired

4% Waste Heat

9% District Energy

20% Renewable(Wind/Run-of-River)

Power Purchase Agreements -

Remaining Terms*(%)

10 to 20 years

Weighted Average PPA Term: 17 years

23%

15%

62%

> 20 years

< 10 years

(*projectsinoperation/underconstruction)(*420MWwillmovefrominconstruction toinoperationbyearly2012)

officersStephen W.C. MulherinChairman

Stephen H. WhitePresident and Chief Executive Officer

David I. HolmExecutive Vice President, Corporate and Business Development

Richard G. WeechSenior Vice President, Finance and Chief Financial Officer

Keith O’ReganSenior Vice President, Chief Operating Officer

Kevan S. KingSenior Vice President, General Counsel and Secretary

DirectorsJ. Paul Charron (1, 3), Calgary, Alberta

David J. Drybrough (1, 2), Calgary, Alberta*

John E. Feick (3, 4), Calgary, Alberta

Robert J. Iverach (1, 2), Calgary, Alberta

Rebecca A. McDonald (3, 4), Houston, Texas

Stephen W.C. Mulherin (3), Calgary, Alberta

Robert T.F. Reid (3, 4), Salt Spring Island, British Columbia*

Henry W. Sykes (2, 4), Calgary, Alberta

Bertrand A. Valdman (1, 2), Bellevue, Washington

Stephen H. White, Calgary, Alberta

(1) MemberoftheAuditCommittee(2) MemberoftheCorporateGovernanceandNominatingCommittee(3) MemberoftheCompensationCommittee(4) MemberoftheEnvironmental,HealthandSafetyCommittee*Notstandingforre-electionin2012

Publicly traded SecuritiesListed on the Toronto Stock Exchange:

Common SharesTrading Symbol: VSNDividend: MonthlyRecord Date: Last business day of each monthPayment Date: 23rd day of the month following the record date

or, if not a business day, the prior business day

5.75% Convertible Debentures, Series CTrading Symbol: VSN.DB.CInterest Payable: Semi-annually on July 31 and January 31

Preferred Shares, Series ATrading Symbol: VSN.PR.AFixed cumulative dividends at an annual rate of 4.40%, payable quarterly

transfer Agent and RegistrarComputershare Trust Company of Canada600, 530 – 8th Avenue S.W.Calgary, Alberta T2P 3S8Phone: 1-800-564-6253Toll Free Fax: 1-888-453-0330Computershare also has offices in Vancouver, Toronto, Winnipeg, Montreal

Notice of Annual Meeting2:00 pm, May 1, 2012

Livingston Club Conference Centre, Livingston Place (South Tower)Plus 15, 222 – 3rd Avenue S.W., Calgary, Alberta

All shareholders are invited to attend.

Forward-looking and Non-gAAP InformationCertain information contained in this Annual Review constitutes forward-looking information under applicable Canadian securities laws. All information, other than statements of historical fact, which addresses activities, events or developments that we expect or anticipate may or will occur in the future, is forward-looking information. Forward-looking information typically contains statements with words such as “may”,

“estimate”, “anticipate”, “believe”, “expect”, “plan”, “intend”, “target”, “project”, “forecast” or similar words suggesting future outcomes or outlook. Forward-looking statements in this Report to Shareholders include, but are not limited to, statements with respect to: Alliance’s ability to successfully develop and implement new service offerings; Aux Sable’s ability to enhance its business prospects in the Montney and Bakken regions; the timing of in-service of the York Energy Centre and its ability to generate distributable cash; the timing and in-service of the Grand Valley I & II Wind Project; Veresen’s ability to grow its power business; the timing of commencement of construction and in-service of Dasque-Middle and Culliton Creek; the ability of each of our businesses to generate distributable cash; and our ability to make cash distributions. The risks and uncertainties that may affect the operations, performance, development and results of our businesses include, but are not limited to, the following factors: our ability to successfully implement our strategic initiatives and achieve expected benefits; levels of oil and gas exploration and development activity; the status, credit risk and continued existence of contracted customers; the availability and price of capital; the availability and price of energy commodities; the availability of construction services and materials; fluctuations in foreign exchange and interest rates; our ability to successfully obtain regulatory approvals; changes in tax, regulatory, environmental, and other laws and regulations; competitive factors in the pipeline, midstream and power industries; operational breakdowns, failures, or other disruptions; and the prevailing economic conditions in North America. Additional information on these and other risks, uncertainties and factors that could affect our operations or financial results are included in our filings with the securities commissions or similar authorities in each of the provinces of Canada, as may be updated from time to time. You are also cautioned that the foregoing list of factors and risks is not exhaustive. The impact of any one risk, uncertainty or factor on a particular forward-looking statement is not determinable with certainty as these factors are independent and management’s future course of action would depend on our assessment of all information at that time. Although we believe that the expectations conveyed by the forward-looking information are reasonable based on information available to us on the date of preparation, no assurances can be given as to future results, levels of activity and achievements. Undue reliance should not be placed on the information contained herein, as actual results achieved will vary from

the information provided herein and the variations may be material. We make no representation that actual results achieved will be the same in whole or in part as those set out in the forward-looking information. Furthermore, the forward-looking statements contained herein are made as of the date hereof, and, except as required by law, we do not undertake any obligation to update publicly or to revise any forward-looking information, whether as a result of new information, future events or otherwise. Any forward-looking information contained herein is expressly qualified by this cautionary statement.

Certain financial information contained in this Annual Review may not be standard measures under GAAP in Canada and may not be comparable to similar measures presented by other entities. These measures are considered to be important measures used by the investment community and should be used to supplement other performance measures prepared in accordance with GAAP in Canada. For further information on non-GAAP financial measures used by us see the section entitled

“Non-GAAP Financial Measures” contained in Veresen’s 2011 MD&A.

Resource estimates have an effective date of December 31, 2011 and have been prepared by GLJ, independent qualified reserves evaluators, in accordance with the Canadian Oil and Gas Evaluation Handbook (the “COGE Handbook”). “Resources” are quantities of recoverable natural gas that have not met the reserves requirements at the time of the estimate. “Contingent Resources” are those quantities of petroleum estimated, as of a given date, to be potentially recoverable from known accumulations using established technology or technology under development, but which are not currently considered to be commercially recoverable due to one or more contingencies. Contingencies may include factors such as economic, legal, environmental, political, and regulatory matters, or a lack of markets. Contingent resources are further classified in accordance with the level of certainty associated with the estimates and may be sub-classified based on economic status. There are three categories in evaluating Contingent Resources: Low Estimate, Best Estimate and High Estimate. The resource estimates presented all refer to the Best Estimate category. Best Estimate is a classification of resources described in the COGE Handbook as being considered to be the best estimate of the quantity that will actually be recovered. It is equally likely that the actual remaining quantities recovered will be greater or less than the Best Estimate. If probabilistic methods are used, there should be a 50% probability (P50) that the quantities actually recovered will equal or exceed the Best Estimate. There is no certainty that it will be commercially viable to produce any portion of the contingent resources disclosed in this presentation.