CONNEXUS ENERGY

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							CONNEXUS ENERGY
Financial statements as of and for the
Years Ended December 31, 2010 and 2009,
and Independent Auditors’ Report.
INDEPENDENT AUDITORS’ REPORT


To the Board of Directors of
Connexus Energy
Ramsey, Minnesota

We have audited the accompanying balance sheets of Connexus Energy (the “Cooperative”) as of
December 31, 2010 and 2009, and the related statements of margins, changes in patrons’ equity and
comprehensive income, and cash flows for the years then ended. These financial statements are the
responsibility of the Cooperative’s management. Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted in the United States of
America. Those standards require that we plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material misstatement. An audit includes consideration of
internal control over financial reporting as a basis for designing audit procedures that are appropriate in
the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
Cooperative’s internal control over financial reporting. Accordingly, we express no such opinion. An
audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the
financial statements, assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.

In our opinion, such financial statements present fairly, in all material respects, the financial position of
the Cooperative as of December 31, 2010 and 2009, and the results of its operations and its cash flows for
the years then ended in conformity with accounting principles generally accepted in the United States of
America.




March 8, 2011
CONNEXUS ENERGY

BALANCE SHEETS
AS OF DECEMBER 31, 2010 AND 2009


                                                               2010            2009                                                                       2010            2009
ASSETS                                                                                          LIABILITIES

UTILITY PLANT (Note 1):                                                                         PATRONS’ EQUITY:
 Distribution system                                      $ 248,100,713   $ 243,241,238          Patronage capital                                   $ 139,014,900   $ 134,518,206
 General plant                                               37,957,592      35,544,878          Appropriated margins                                    1,554,224       1,340,152
 Construction work-in-progress                                3,242,482       4,942,493
                                                                                                      Total patrons’ equity                           140,569,124     135,858,358
       Utility plant                                       289,300,787     283,728,609
                                                                                                LONG-TERM DEBT — Less current
 Less accumulated depreciation                             (95,940,145)    (89,696,366)          portion (Notes 4 and 9)                              125,761,969     123,494,885

       Total utility plant                                 193,360,642     194,032,243          OTHER LONG-TERM LIABILITIES (Primarily
                                                                                                 pension obligation and deferred credits)              11,857,717      12,897,266
OTHER ASSETS:
 Investment in associated organizations (Notes 3 and 9)     82,329,578      75,923,696          COMMITMENTS AND CONTINGENCIES (Note 6)
 Subordinated debt investments (Notes 2 and 9)               8,648,722       8,682,228
 Other investments (Note 3)                                  1,137,420       1,057,142          CURRENT LIABILITIES:
 Notes receivable (Note 7)                                     270,218         547,345           Accounts payable                                       3,335,035       2,987,072
 Other assets (Note 1)                                      11,475,021      10,480,894           Payable to associated organization (Note 3)           26,109,637      23,655,731
                                                                                                 Customer deposits                                        865,319         705,616
       Total other assets                                  103,860,959      96,691,305           Accrued compensation and related taxes                 3,940,109       3,986,101
                                                                                                 Accrued state and local taxes                          5,127,683       4,851,416
CURRENT ASSETS:                                                                                  Accrued interest                                       1,137,695       1,146,765
 Cash and cash equivalents                                      28,037         364,168           Patronage capital payable                              2,868,641       2,637,844
 Accounts receivable — less allowance for doubtful                                               Revolving term loans payable (Note 4)                  5,337,000       7,084,100
  accounts of $980,964 and $1,103,037, respectively         29,069,327      27,748,742           Current portion of long-term debt (Notes 4 and 9)      2,727,902       2,683,388
 Materials and supplies inventory                            2,531,005       2,272,194
 Prepaid expenses                                              665,572         851,351                Total current liabilities                        51,449,021      49,738,033
 Interest receivable                                           122,289          28,539

       Total current assets                                 32,416,230      31,264,994

TOTAL                                                     $ 329,637,831   $ 321,988,542         TOTAL                                                $ 329,637,831   $ 321,988,542


See notes to financial statements.




                                                                                          -2-
CONNEXUS ENERGY

STATEMENTS OF MARGINS
FOR THE YEARS ENDED DECEMBER 31, 2010 AND 2009


                                                        2010             2009

OPERATING REVENUE:
 Electric revenue                                $ 220,781,699      $ 210,687,198
 Utility services revenue                            2,252,310          2,404,155
 Retail services revenue                               237,126            234,894

       Total operating revenue                       223,271,135     213,326,247

OPERATING EXPENSES:
 Cost of power (Note 3)                              165,990,162     154,352,680
 Labor and related expenses                           23,087,325      22,652,688
 Electric operations expenses                          2,986,185       3,131,097
 Fees and services                                     2,992,187       3,176,558
 Marketing                                               337,763         364,216
 Operating supplies                                    3,745,917       3,630,426
 Depreciation                                          9,976,016       9,424,967
 Property taxes                                        4,072,686       3,770,518
 Other                                                 2,222,371       2,702,003

       Total operating expenses                      215,410,612     203,205,153

OPERATING INCOME                                       7,860,523      10,121,094

OTHER INCOME (EXPENSE):
 Interest expense                                     (7,142,216)     (6,550,929)
 Interest income                                         559,735         166,970
 Allocation of Great River Energy income               5,944,328       6,206,793
 Gain from equity investments                            180,278         120,910
 Other income                                          1,151,201       1,451,141

       Total other income                               693,326        1,394,885

NET MARGIN                                       $     8,553,849    $ 11,515,979


See notes to financial statements.




                                           -3-
CONNEXUS ENERGY

STATEMENTS OF CHANGES IN PATRONS’ EQUITY AND COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2010 AND 2009


                                                                              Accumulated
                                                                                 Other
                                          Patronage           Appropriated   Comprehensive                   Comprehensive
                                           Capital              Margins         Income           Total          Income

Balance — December 31, 2008             $ 126,807,717         $ 1,160,740      $   -         $ 127,968,457
 Net margin                               11,515,979                                           11,515,979    $ 11,515,979
 Other comprehensive income
 Appropriated margin                                             179,412                          179,412
 Capital credits retired                   (3,805,490)                                         (3,805,490)
       Comprehensive income                                                                                  $ 11,515,979
Balance — December 31, 2009              134,518,206           1,340,152           -          135,858,358
 Net margin                                8,553,849                                            8,553,849    $ 8,553,849
 Other comprehensive income
 Appropriated margin                                             214,072                          214,072
 Capital credits retired                   (4,057,155)                                         (4,057,155)
       Comprehensive income                                                                                  $ 8,553,849
Balance — December 31, 2010             $ 139,014,900         $ 1,554,224      $   -         $ 140,569,124

See notes to financial statements.




                                                        -4-
CONNEXUS ENERGY

STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2010 AND 2009


                                                                                            2010               2009

CASH FLOWS FROM OPERATING ACTIVITIES:
 Net margin                                                                           $ 8,553,849       $ 11,515,979
 Adjustments to reconcile net margin to net cash provided by operating activities:
  Depreciation                                                                             9,976,016          9,424,967
  Amortization of debt refinancing fees                                                       83,026            129,973
  Net gain on dispositions of property                                                       (61,537)          (120,507)
  Patronage allocated to Connexus Energy                                                    (937,207)          (696,439)
  Great River Energy patronage allocated to Connexus Energy                               (5,944,328)        (6,206,793)
  Gain from equity investments                                                              (180,278)          (120,910)
  (Increase) decrease in:
    Accounts receivable                                                                   (1,320,586)         (183,577)
    Materials and supplies inventory                                                        (258,811)          476,468
    Other assets                                                                          (1,039,276)        1,807,793
  Increase (decrease) in:
    Accounts payable and customer deposits                                                  507,666            (587,949)
    Payable to associated organization                                                    2,453,906            (618,090)
    Accrued liabilities                                                                     221,205            (285,044)
    Other long-term liabilities                                                            (985,396)         (4,542,885)

       Total adjustments                                                                  2,514,400          (1,522,993)

       Net cash provided by operating activities                                       11,068,249            9,992,986

CASH FLOWS FROM INVESTING ACTIVITIES:
 Additions to utility plant (net of contributions in aid of construction)                 (9,368,173)       (10,559,720)
 Proceeds received from sale of plant                                                        125,295            254,483
 Issuance of notes receivable — net of payments                                              277,127           (547,345)
 Purchase of member capital securities                                                                       (5,000,000)
 Proceeds from capital term certificates, patronage capital, and equity investments         609,159             760,249

       Net cash used in investing activities                                              (8,356,592)       (15,092,333)

CASH FLOWS FROM FINANCING ACTIVITIES:
 Principal payments on debt                                                               (2,688,402)       (14,976,077)
 Patronage capital payments to members                                                    (3,612,286)        (3,665,742)
 Loan advances from National Rural Utilities Cooperative Finance Corporation               5,000,000         25,000,000
 Repayments on revolving term loan agreement                                              (1,747,100)        (1,272,900)

       Net cash (used in) provided by financing activities                                (3,047,788)        5,085,281

DECREASE IN CASH AND CASH EQUIVALENTS                                                      (336,131)            (14,066)
CASH AND CASH EQUIVALENTS — Beginning of year                                               364,168            378,234

CASH AND CASH EQUIVALENTS — End of year                                               $      28,037     $      364,168

NONCASH INVESTING AND FINANCING ACTIVITIES — Utility plant purchases
 included in accounts payable                                                         $     293,183     $      554,075


See notes to financial statements.




                                                                -5-
CONNEXUS ENERGY

NOTES TO FINANCIAL STATEMENTS
AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2010 AND 2009


1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     Description of Business — Connexus Energy (the “Cooperative”) is a customer-owned organization
     engaged principally in the distribution and sale of electricity to approximately 125,000 customers in
     seven counties in the north suburban area of Minneapolis and St. Paul, Minnesota.

     Use of Estimates — In recording transactions and balances resulting from business operations, the
     Cooperative uses estimates based on the best information available. Estimates are used for such items as
     plant depreciable lives, uncollectible accounts, unbilled revenues, and actuarially determined benefit
     costs. As better information becomes available (or actual amounts are determinable), the recorded
     estimates are revised. Consequently, operating results can be affected by revisions to prior accounting
     estimates.

     Utility Plant — Utility plant is recorded at cost, which includes labor, materials, contracted services,
     and allocable overhead, reduced by cash contributions in aid of construction received from patrons.
     Upon the sale or retirement of a utility plant asset, the cost (average cost for distribution system) of an
     item is removed from the utility plant account and the net of; cost plus disposal costs, less proceeds, is
     charged or credited to accumulated depreciation.

     Depreciation expense is computed by applying composite rates to the monthly balance for all classes of
     utility plant, except for transportation equipment and other general plant assets, which are depreciated on
     a unit basis. The depreciation rate as a percentage of the average balance of depreciable property was
     3.6% and 3.4% in 2010 and 2009, respectively.

     Recoverability of Long-Lived Assets — The Cooperative accounts for the impairment or disposal of
     long-lived assets in accordance with Financial Accounting Standards Board (FASB) Accounting
     Standards Codification (ASC) 360-10, Accounting for the Impairment or Disposal of Long-Lived Assets,
     which requires long-lived assets, such as property and equipment, to be evaluated for impairment
     whenever events or changes in circumstances indicate the carrying amount of the assets may not be
     recoverable. The Cooperative determines potential impairment by comparing the carrying value of its
     assets with the sum of the undiscounted cash flows expected to be provided by operating and eventually
     disposing of the asset. Should the sum of the expected future net cash flows be less than the carrying
     values, the Cooperative would determine whether an impairment loss should be recognized. An
     impairment loss would be quantified by comparing the amount by which the carrying value exceeds the
     fair value of the asset based on quoted market prices or the present value of the expected future cash
     flows to be generated by the asset. To date, management has determined that no impairment of these
     assets exists.

     The Cooperative accounts for the impairment of equity method investments in accordance with
     ASC 323-10-15-4, The Equity Method of Accounting for Investments in Common Stock, which requires
     equity investments to be evaluated for impairment whenever events or changes in circumstances indicate
     the carrying amount of the assets may not be recoverable. A loss in value of an investment, which is
     other than a temporary decline, should be recognized. Evidence of a loss in value might include, but
     would not necessarily be limited to, absence of an ability to recover the carrying amount of the



                                                      -6-
investment or inability of the investee to sustain an earnings capacity which would justify the carrying
amount of the investment. A current fair value of an investment that is less than its carrying amount may
indicate a loss in value of the investment.

Cash and Cash Equivalents — Cash and cash equivalents include cash on hand, amounts due from
banks, and money market funds with original maturities of three months or less.

Materials and Supplies — Materials and supplies inventories are stated at the lower of average cost or
market.

Revenue Recognition — The Cooperative records electric revenue based on a calendar month, but
reads meters and bills customers on a cycle basis throughout each calendar month. Accordingly, at the
end of each month, there is energy consumed, for which consumers have not been billed. The recorded
estimate of the revenue and related accounts receivable associated with energy consumed and not billed
at December 31, 2010 and 2009, was $11,528,241 and $10,956,680, respectively.

Rates charged to consumers by the Cooperative are established solely by the Board of Directors. The
Cooperative is not regulated for rates by the Minnesota Public Utilities Commission.

Income Taxes — The Internal Revenue Service has determined that the Cooperative is exempt from
federal and state income taxes under Section 501(c)(12) of the Internal Revenue Code.

Patronage Capital — Margins realized from operations are assigned to patrons on a patronage basis.
Patronage capital is retired on a percentage basis at the discretion of the Board of Directors.

Non-Electric Operations — The Cooperative currently provides utility billing to municipalities and
refuse collectors, performs fleet repair services, and owns and maintains decentralized wastewater
systems. The operating revenues associated with the utility billing and fleet repair businesses have been
classified as utility services revenue. Operating revenues from the water treatment business are classified
as retail services revenue.

Other Investments — The Cooperative has various investments that are accounted for using the equity
method or cost method depending on the Cooperative’s ownership percentage in the investee.

Derivative Instruments and Hedging Activities — The Cooperative’s policy is to not use freestanding
derivatives and to not enter into contracts with terms that cannot be designated as normal purchases or
sales. Management has determined that the Cooperative has no freestanding or embedded derivatives.

Other Assets — Other assets consist principally of regulatory assets related to the pension plan,
deferred wholesale power costs, and costs associated with the financing or refinancing of the
Cooperative’s debt, which are amortized over the shorter of the life of the debt or refinancing period.

Other assets at December 31, 2010 and 2009, are as follows:

                                                                            2010               2009

  Regulatory asset pension obligation (Note 5)                         $ 9,112,125        $ 9,342,555
  Deferred wholesale power costs                                         1,165,859
  Other assets                                                           1,197,037          1,138,339

  Total other assets                                                   $ 11,475,021       $ 10,480,894



                                                 -7-
     Concentration of Risk — As of December 31, 2010 and 2009, approximately 30% and 31%,
     respectively, of the Cooperative’s labor force is covered by a collective bargaining agreement. During
     2009, the Cooperative signed a new contract that extends through December 31, 2011.

2.   CAPITAL TERM CERTIFICATES AND MEMBER CAPITAL SECURITIES

     Investments in Capital Term Certificates of the National Rural Utilities Cooperative Finance
     Corporation (NRUCFC) totaled $3,648,722 and $3,682,228 at December 31, 2010 and 2009,
     respectively. The Capital Term Certificates consist of 5% Capital Term Certificates that mature, based
     upon the year of acquisition, beginning October 1, 2070 through October 1, 2080; 3% Loan Capital
     Term Certificates that mature, based upon the year of acquisition, beginning October 1, 2020 through
     October 1, 2030; and no-interest Loan Capital Term Certificates, which are refunded to the Cooperative
     based on the outstanding principal loan balance over the term of the corresponding loans from
     February 1, 2011 through February 1, 2039. In 2009, the Cooperative invested $5,000,000 in Member
     Capital Securities with NRUCFC. These securities have a 7.5% interest rate and a maturity date of
     December 11, 2044, with a first call date of December 11, 2014. Based on the provisions of
     ASC 320-10, Accounting for Certain Investments in Debt and Equity Securities, the Capital Term
     Certificates and Member Capital Securities are classified as held-to-maturity securities, as the
     Cooperative has a positive intent and ability to hold the certificates to maturity and are accordingly
     carried at amortized cost.

3.   ASSOCIATED ORGANIZATIONS

     The Cooperative is a member of Great River Energy (GRE), which is a generation and transmission
     cooperative. In 2006, the Cooperative entered into an amended and restated power purchase contract
     with GRE effective through December 31, 2045. Additionally, effective January 1, 2010, the
     Cooperative entered into an Amended and Restated Transmission Service contract with GRE, which
     expires on December 31, 2050. Under the terms of the agreements, the rates charged by GRE are subject
     to periodic change.

     Currently, the Cooperative purchases approximately 20% of GRE’s total power output sold to members.

     The Cooperative’s investment in GRE consists primarily of capital credits for the Cooperative’s share of
     GRE’s operating margins that have been allocated but not received. Operating margins and losses are
     recognized based on the Cooperative’s percentage of GRE’s total power output each year, which
     approximates the Cooperative’s ownership in GRE. The Cooperative’s investment in GRE, which is
     recorded on the equity method, was $78,823,201 and $72,878,872 at December 31, 2010 and 2009,
     respectively. During 2010 and 2009, the Cooperative recognized income of $5,944,328 and $6,206,793,
     respectively, related to its portion of GRE’s margin.

     The Cooperative’s power purchases from GRE were $166,325,498 and $151,542,088 during 2010 and
     2009, respectively. Accounts payable to GRE were $26,109,637 and $23,655,731 at December 31, 2010
     and 2009, respectively.




                                                    -8-
     A summary of the total assets, liabilities, and equity of GRE at December 31, 2010 and 2009, and the
     results of its operations are as follows (unaudited) (in thousands):

                                                                                    2010              2009

       Assets                                                                 $ 3,349,947       $ 3,094,534
       Liabilities                                                             (2,982,428)       (2,754,750)

       Equity                                                                 $    367,519      $    339,784

       Revenues                                                               $    847,156      $    787,781
       Expenses                                                                    717,023           677,142
       Net margin                                                                   27,228            29,760

     The Cooperative also maintains an investment in a tree trimming business totaling $1,137,420 and
     $1,057,142 at December 31, 2010 and 2009, respectively. This investment is recorded under the equity
     method and is included in other investments in the balance sheets. In 2009, the Cooperative sold its
     share of the electric metering equipment businesses for a net gain of $449,963. The Cooperative
     recognized net operating gains from equity investments totaling $180,278 and $120,910 in 2010 and
     2009, respectively.

     The Cooperative has investments in other associated organizations, primarily NRUCFC capital credits,
     which are recorded on the cost method. Such investments totaled $3,506,378 and $3,044,824 at
     December 31, 2010 and 2009, respectively.

4.   LONG-TERM DEBT AND LINE OF CREDIT AGREEMENTS

     Long-term debt at December 31, 2010 and 2009, is as follows:

                                                                                  2010               2009

       NRUCFC — bearing interest at 3.5% to 7.15% (5.75%
        weighted average), due 2011 to 2044, due in quarterly
        installments, including interest                                  $ 128,489,871       $ 126,178,273

       Less current portion                                                   2,727,902             2,683,388

                                                                          $ 125,761,969       $ 123,494,885

     Substantially all assets of the Cooperative are pledged as collateral for the Cooperative’s long-term debt.

     The mortgage note agreement with NRUCFC requires, among other provisions, that the Cooperative
     maintain certain annual debt service coverage (DSC) levels, including but not limited to, the average
     DSC ratio. The Cooperative’s average DSC ratio, the average of the two highest DSC ratios in the most
     recent three years, was 2.70 for the year ended December 31, 2010. The Cooperative is required to
     achieve a minimum of 1.25 average DSC for 2010.

     Cash payments for interest during 2010 and 2009 totaled approximately $7,217,930 and $6,661,144,
     respectively.




                                                     -9-
     On March 2, 2009, the Cooperative prepaid $11,389,775 of long-term debt utilizing the Cooperative’s
     lines of credit with CoBank and NRUCFC. In September 2009, the Cooperative advanced $20,000,000
     of new long-term debt from NRUCFC.

     Annual principal maturities of existing long-term debt at December 31, 2010, are as follows:

       Years Ending
       December 31

       2011                                                                                    $     2,727,902
       2012                                                                                          2,927,543
       2013                                                                                          2,941,763
       2014                                                                                          2,309,052
       2015                                                                                          2,136,316
       Thereafter                                                                                  115,447,295

                                                                                               $ 128,489,871

     The Cooperative has a line of credit agreement for short-term financing with NRUCFC at an interest rate
     determined by NRUCFC not to exceed the prime rate plus 1%, whereby the Cooperative may borrow up
     to $20,000,000. As of December 31, 2010, the rate was 4.25%. There were no outstanding borrowings
     on the line of credit at December 31, 2010 or 2009. The Cooperative has an additional line of credit
     agreement for short-term financing with NRUCFC at an interest rate currently determined by NRUCFC
     not to exceed the 7-day London InterBank Offered Rate (LIBOR), plus 2%, whereby the Cooperative
     may borrow up to $15,000,000. In 2010, this agreement was amended to allow borrowing up to
     $35,000,000 at a rate not to exceed the 7-day LIBOR plus 1.75%. As of December 31, 2010, the rate
     was 2%. Outstanding borrowings on the line of credit at December 31, 2010 were $5,337,000. There
     were no outstanding borrowings on the line of credit at December 31, 2009. The line of credit
     agreements include various non-financial restrictive covenants. The Cooperative was in compliance with
     all covenants as of December 31, 2010 and 2009.

     The Cooperative had a revolving term loan agreement for short-term financing with CoBank at an
     interest rate determined by CoBank not to exceed the 7 day LIBOR rate plus 1.4%, whereby the
     Cooperative may borrow up to $22,000,000. The Cooperative allowed this agreement to expire on
     May 1, 2010. Outstanding borrowings on the line at December 31, 2009 were $7,084,100.

     Outstanding balances on these short-term loans are classified as current liabilities due to the ability of
     the lender to subjectively accelerate repayment prior to the expiration date.

5.   PENSION PLANS

     The Cooperative contributes to two benefit plans: a defined-benefit pension plan and a
     defined-contribution benefit plan.

     In September 2006, the FASB issued ASC 715-30 Defined Benefit Plans, which requires companies to
     fully recognize the funded status of each pension and other postretirement benefit plan as a liability or
     asset in their balance sheets with all unrecognized amounts to be recorded in other comprehensive
     income. The Cooperative applied regulatory accounting treatment, which allowed recognition of this
     item as a regulatory asset rather than as a charge to accumulated other comprehensive income, as future
     costs are to be included in rates.




                                                      - 10 -
Defined Benefit Plan — The Cooperative sponsors a qualified defined benefit pension plan (the
“Pension Plan”). Benefits under the Pension Plan are determined under a traditional
percentage-of-final-pay formula or a cash-balance formula based on annual compensation credits and
investment credits. Benefits for all employees hired after January 1, 2000, are determined under the
cash-balance formula. The Pension Plan’s assets are invested in common stock, bonds, and money
market funds.

Information for the Pension Plan as of and for the years ended December 31, 2010 and 2009, is as
follows:

                                                                           2010               2009

  Accumulated benefit obligation — December 31                        $ 31,602,372      $ 29,476,024
  Change in benefit obligation:
   Projected benefit obligation — beginning of year                   $ 32,060,410      $ 28,348,115
   Service cost                                                          1,056,129           994,399
   Interest cost                                                         1,732,106         1,837,152
   Plan amendments                                                         531,290           112,575
   Actuarial losses                                                      1,177,190         2,963,582
   Benefits paid                                                        (2,689,642)       (2,195,413)
  Projected benefit obligation — end of year                          $ 33,867,483      $ 32,060,410
  Change in plan assets:
   Fair value of plan assets — beginning of year                      $ 25,152,088      $ 16,788,740
   Actual return on assets                                               3,278,963         4,231,707
   Employer contribution                                                 1,697,717         6,327,054
   Benefits paid                                                        (2,689,642)       (2,195,413)
  Fair value of plan assets — end of year                             $ 27,439,126      $ 25,152,088
  Funded status of plan — funded status of plan as of fiscal
   year end                                                           $ (6,428,357)     $ (6,908,322)
  Weighted-average assumptions used to determine benefit
   obligations as of December 31:
   Discount rate                                                               5.15 %             5.75 %
   Weighted-average rate of increase in
    future compensation levels                                                 4.25               4.25
  Amounts recognized in statements of financial position
   consists of — noncurrent liabilities                               $ (6,428,357)     $ (6,908,322)
  Net amount recognized as of fiscal year end                         $ (6,428,357)     $ (6,908,322)
  Amounts not yet recognized as components of
   net periodic benefit cost:
   Amount disclosed at beginning of year                              $ 9,342,555       $ 9,689,609
   Net actuarial (gain)                                                  (613,847)         (327,296)
   Prior service cost                                                     383,417           (19,758)
  Total (Note 1)                                                      $ 9,112,125       $ 9,342,555

The amount of actuarial net (gain) loss and prior service costs expected to be amortized in 2011 are
$328,210 and $142,543, respectively.



                                                - 11 -
Components of net periodic pension costs for the Pension Plan for 2010 and 2009 are as follows:

                                                                                2010                2009

  Service cost                                                              $ 1,056,129       $ 994,399
  Interest cost                                                               1,732,106         1,837,152
  Expected return on plan assets                                             (1,833,350)       (1,385,342)
  Amortization of net loss                                                      345,424           444,513
  Amortization of prior service cost                                            147,873           132,333

  Total net periodic pension cost                                           $ 1,448,182       $ 2,023,055

The long-term rate of return on assets reflected in the 2010 and 2009 expense was 8%. The
Cooperative’s investment policy allows the money manager to invest up to 80% or as low as 50% of the
plan’s assets in equities. All assets in the Pension Plan are invested in Wells Fargo collective trust funds,
which are classified as Level 2 investments within the fair value hierarchy. Annually, management
reviews the actual long-term rate of return on assets and compares this return to the money manager’s
model of expected returns based on proprietary formulas as well as current market data, and adjusts
accordingly.

The weighted-average assumptions used to determine net periodic pension costs for the years ended
December 31, 2010 and 2009, were as follows:

                                                                                           2010       2009

  Discount rate                                                                            5.75 %     6.70 %
  Expected long-term rate of return on plan assets                                         8.00       8.00
  Rate of increase in future compensation levels                                           4.25       4.25

Estimated future benefit payments at December 31, 2010, are as follows:

  Years Ending
  December 31

  2011                                                                                       $ 1,993,940
  2012                                                                                         2,440,122
  2013                                                                                         2,707,888
  2014                                                                                         2,390,857
  2015                                                                                         2,480,935
  2016–2020                                                                                   14,150,226

Expected contributions during fiscal 2011 are $1,790,000.

Percentage of fair value by category of plan assets:

                                                                                           2010       2009

  Equity securities                                                                         78 %       81 %
  Debt securities                                                                           18         16
  Other                                                                                      4          3

                                                                                           100 %      100 %


                                                 - 12 -
     The Cooperative’s policy is to fund the minimum required contribution under applicable laws and
     regulations and any additional amounts deemed appropriate by management.

     Postretirement Health Benefits — The Cooperative allows employees who retire to remain in the
     group health care plan if they contribute the full actuarially determined cost of the health insurance
     premium (between the ages of 55 and 65). Currently, 22 retired employees participate in the group
     health care plan.

     Defined Contribution Plan — The Cooperative sponsors a qualified defined contribution plan with
     elective employee deferral and employer-matching provisions. The Cooperative contributes an amount
     equal to 1% of employee compensation, plus an additional matching contribution equal to 50% of the
     first 6% of the employee’s contribution to the plan, which covers substantially all employees.
     Contributions to the plan were $681,908 and $674,402 for the years ended December 31, 2010 and
     2009, respectively.

     Deferred Compensation — The Cooperative has deferred compensation arrangements for certain
     employees, in which assets are invested in a variety of mutual funds at the discretion of the employees.
     The total value of the assets at December 31, 2010 and 2009, was $1,034,739 and $846,034,
     respectively, and is included in other assets and other long-term liabilities in the balance sheets.

     Effective January 1, 2011, the Cooperative modified the pension plan and the defined contribution plan
     so that new employees are no longer eligible to participate in the pension plan, but will instead
     participate in an enhanced defined contribution plan.

6.   COMMITMENTS AND CONTINGENCIES

     The Cooperative is involved in various legal actions arising in the normal course of business. It is the
     opinion of management that the resolution of such actions will not have a material adverse effect on the
     financial position or future results of operations of the Cooperative.

7.   NOTE RECEIVABLE

     On June 19, 2009, Connexus sold its stock in May Engineering and Two Sockets Two Meters to the
     remaining partner for cash proceeds and a $580,000 note receivable. The note is payable in equal
     monthly installments of principal and interest based on a seven-year amortization schedule with a
     balloon payment of all outstanding principal and interest due and payable on July 1, 2012. As allowed in
     the agreement, the buyer made a prepayment of principle of $200,000 on the note in June 2010.

8.   WORKERS’ COMPENSATION

     The Cooperative is a member in the Minnesota Rural Electric Workers’ Compensation Trust, a
     self-insurance trust formed by some Minnesota electric cooperatives. During 2010 and 2009, the
     Cooperative contributed $190,087 and $137,217, respectively, to the trust for insurance coverage.

9.   FAIR VALUE OF FINANCIAL INSTRUMENTS

     The following methods and assumptions were used to estimate the fair value of each class of financial
     instruments for which it is practicable to estimate that value at December 31, 2010 and 2009:

     Cash and Cash Equivalents — The carrying amount approximates fair value because of the short-term
     maturity of these investments.



                                                     - 13 -
   Capital Term Certificates — Due to the nature of these investments, the fair value is equal to cost.

   Member Capital Securities — Due to the nature of these investments, the fair value is equal to cost.

   Associated Organizations — As the investments are not actively traded and there is no market value
   available, the fair value is equal to cost.

   Long-Term Debt — The fair value of the Cooperative’s long-term debt is estimated based on the current
   rates available to the Cooperative for the issuance of debt. As of December 31, 2010, the carrying value
   and the fair value of the Cooperative’s long-term debt were $128,489,871 and approximately
   $92,675,227, respectively. As of December 31, 2009, the carrying value and the fair value of the
   Cooperative’s long-term debt were $126,178,273 and approximately $83,293,390, respectively.

10. SUBSEQUENT EVENTS

   The Cooperative has evaluated subsequent events through March 8, 2011, which is the date these
   financial statements were available for issuance. There are no events subsequent to December 31, 2010,
   that require disclosure.

                                               ******




                                                  - 14 -
connexusenergy.com

						
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