As the share price falls, retiring Hydro One CEO to get millions

Thestar.com
July 11, 2018
Rob Ferguson

Thanks to his stock options, the ousted head of Hydro One will walk away with close to the $10.7 million he would have received in severance -- far more than a $400,000 retirement payout Premier Doug Ford touted as a victory for ratepayers.

“This deal is not a good deal for everyday people,” NDP Leader Andrea Horwath said Thursday as fallout from a dramatic shake-up at the company prompted shares in Hydro One -- still owned 47 per cent by Ontario taxpayers -- to fall 3.2 per cent.

Mayo Schmidt, president and chief executive officer of Hydro One Ltd., during an interview in Toronto on Nov. 16, 2017. Schmidt was appointed president and CEO of Hydro One in August 2015 to lead its transformation into a private company. His retirement was announced on July 11, 2018.
Mayo Schmidt, president and chief executive officer of Hydro One Ltd., during an interview in Toronto on Nov. 16, 2017. Schmidt was appointed president and CEO of Hydro One in August 2015 to lead its transformation into a private company. His retirement was announced on July 11, 2018.  (COLE BURSTON / BLOOMBERG)

Details are in the fine print of the agreement to remove chief executive officer Mayo Schmidt, whom the new premier dubbed the “six million dollar man” for his total compensation last year, and replace Hydro One’s board by Aug. 15.

By opting for retirement after Ford vowed to fire him during the spring election campaign, Schmidt, a veteran businessman, gets to keep the incentives, a common form of executive compensation, he earned as CEO since 2015. If Schmidt resigned or was fired, his stock awards would not be as generous.

Given his six months in the job this year and an expected bonus for meeting performance targets, they are now estimated at about $9 million, up from their $7.7 million valuation at the end of 2017. Any options not exercised before he suddenly retired Wednesday have been cancelled.

There is also the matter of Schmidt’s annual pension, which is expected to be at least $162,729. Hydro One would not confirm a figure. Exact details on Schmidt’s incentive payouts won’t be known until a securities filing next April.

The premier did not comment Thursday, but his office issued a statement saying, “Ford made a promise that the former CEO of Hydro One would be gone; and yesterday he kept his promise.”

“There will be no severance that will be paid … When the minister of energy accepted the CEO of Hydro One’s resignation it was ensured that ratepayers would be protected,” Ford spokesman Simon Jefferies said in a statement.

“The deferred stock options that he earned in 2016, 2017 and 2018, which he was awarded during the tenure of the previous government, will be paid out over time. If he had continued to serve as the CEO of Hydro One his stock options would have only expanded and, under this government’s watch, that won’t happen.”

Horwath said Ford “was not being honest with Ontarians” when he boasted “the severance was zero … absolutely zero” and mentioned only the lump-sum payout to Schmidt of $400,000 in lieu of post-retirement benefits.

“He cannot pretend that he did not know the details,” added Horwath, whose party is now the official opposition in the legislature. “Apparently, what Mr. Ford has succeeded in doing is turning the six million dollar man into a nine million dollar man.

“They obviously cooked up a deal behind closed doors. They’ve been complicit in the deal that has been struck with Mr. Schmidt and yet they’re trying to sell it to Ontarians as if there’s nothing to see here,” the NDP leader said.

Hydro One analyst Andy Smith of investment dealer Edward Jones said the share price drop of 65 cents to $19.52 shows investors were rattled by the Ford government’s actions and what they portend for the future.

“Right now it’s uncertain and investors don’t like uncertainty,” he told the Star, noting Schmidt’s total compensation of $6.2 million last year -- which became a political lightning rod in Ontario -- is not out of line with pay for CEOs of similar-sized utilities.

“They might have trouble attracting someone who’s going to work for a 10th of that or whatever they want them to work for.”

While he wasn’t recommending clients buy the stock, arguing it was priced on the high side for its level of earnings, Smith said Hydro One has been performing nicely under Schmidt since Kathleen Wynne’s Liberal government partially privatized it three years ago.

“Hydro One has done a lot of what they said they were going to do since they became a public company. They’ve begun to cut expenses … they’ve done a lot of good work, I think.”

Both he and Horwath raised concerns about the signal the Hydro One shake-up will send, along with plans to bar a wind farm company from suing over the Ford government’s plan to scrap its White Pines wind turbine installation in Prince Edward County.

“What does that do to confidence in the government?” Smith said.

“If I was somebody wanting to invest in Ontario I’d be thinking twice today,” Horwath told reporters after the government’s throne speech, outlining its priorities for a rare summer sitting of the legislature and beyond.

Although Ford targeted Schmidt’s compensation as chief executive at Hydro One, pay levels to his top executives will remain untouched “for greater certainty” in the coming weeks as part of the agreement but will be subject to review by the incoming 10-member board.

The new board will be in charge of selecting a replacement for Schmidt.

The deal also includes a “non-disparagement” clause, in which the government agrees not to make any statement that “defames, criticizes, ridicules, disparages or is derogatory” in regard to the directors, officers and employees of Hydro One.