Corporate Governance is to conduct the business in accordance with owner or shareholders’ desires, which generally will be to make as much money as possible, while conforming to the basic rules of the society embodied in law and local customs. --- Milton Friedman, American Economist, Statistician, Writer, Professor of Economics, University of Chicago, Fulbright Visiting Fellow at Gonville and Caius College, Cambridge and Noble laureate

1. NEXTERA ENEGY RESOURCES (NEER)
HAWAIIAN ELECTRIC INDUSTRIES (HEI)
HAWAIIAN ELECTRIC COMPANY (HECO)
The long and the short. Actions by HEI Executives by entering into a binding
Merger Agreement by and between NEER and HEI PRIOR TO APPROVAL from the
Hawaii Public Utilities Commission have COMPROMISED and JEOPARDIZED its
subsidiary HECO and HECO operating companies: Maui Electric Company, LTD.
(MECO), Hawaiian Lighting Company (HELCO), its subsidiary American Savings Bank
(ASB) and their employees, Electric customers across the State of Hawaii, American
Savings Bank customers, Shareholders and Stakeholders in HEI, HECO, MECO,
HELCO and ASB, Independent Power Producers, the Hawaii Renewable Industry,
State and local governments, Banks, Savings and financial institutions in Hawaii, and
the Economy of the State of Hawaii.
The Merger Agreement contains termination rights upon termination of the merger
agreement, under undisclosed circumstances, HEI will be required to pay to NEER a
termination fee of $90 million and reimburse NEER up to $5 million of its documented
out-of-pocket expenses incurred in connection with the failure to consummate the
Merger Agreement. (Discussed in the following paragraphs)
Background
“NEER, with approximately 19,800 MW of generating capacity at December 31, 2014, is
one of the largest wholesale generators of electric power in the U.S., with approximately
19,000 MW of generating capacity across 25 states, and with over 700 MW in 4
Canadian provinces. NEER produces the majority of its electricity from clean and
renewable sources, including wind and solar.” Page 5
“In December 2014, NEE and Hawaiian Electric Industries, Inc. (HEI) announced a
proposed merger pursuant to which Hawaiian Electric Company, Inc., HEI's wholly-
owned electric utility subsidiary, will become a wholly-owned subsidiary of NEE. The
companies are working to complete the merger by the end of 2015.” Page 6

2. “FPL's 2014 fuel mix based on MWh produced, including purchased power, was as
follows:
Oil and Solar are collectively less than 1%”
Page 9
Solar Operations
“Solar generation can be provided primarily through two conventions: utility-owned and
customer-owned or leased. In utility-owned solar generation, the energy generated goes
directly to the transmission grid, whereas customer-owned or leased solar generation
generally goes directly to the location it is serving with any excess over that local need
being fed back to the transmission grid.
There are two principal solar technologies used for utility-scale projects: PV and
thermal.
At December 31, 2014, FPL owned and operated two solar PV generating facilities,
which provided a total of 35 MW of generation capacity, and a 75 MW solar thermal
hybrid facility.
FPL supports the advancement of solar generation primarily for its fuel diversity and
emissions reduction benefits, and plans to continue to support, study and pursue solar
generation that is beneficial for FPL's customers.
FPL plans to build three solar PV projects that are expected to provide approximately 74
MW each and be placed into service by the end of 2016.” [Emphasis Supplied] Page
11

3. NEER Fuel/Technology Mix Page 17
“NEER's generating output is produced using a variety of fuel sources as further
described below.
”
“NEER's power generation in terms of MWh produced for the year ended December 31,
2014 by fuel type is as follows: Page 18
”
“Solar Facilities
At December 31, 2014, NEER had ownership interests in solar facilities with a total net
generating capacity of approximately 742 MW which are located in 4 states in the
U.S. and 1 province in Canada.

4. During 2014, NEER completed the construction of a 20 MW solar PV project in Nevada,
a 250 MW solar thermal project in California and a 550 MW solar PV project in
California, in which NEER has a 50% equity investment. NEER is currently planning to
add new contracted solar generation in 2015 and 2016 totaling approximately 960 MW.
In addition, NEER and its affiliates own solar thermal facilities with generating capacity
of 99.8 MW in Spain (Spain solar projects). See Note 13 - Spain Solar Projects for
developments that impact the Spain solar projects.” [Emphasis Supplied] Page 19
“NEER Regulation
NEER is subject to environmental laws and regulations, and is affected by some of the
emerging issues related to renewable energy resources as described in the NEE
Environmental Matters section below. In order to better anticipate potential regulatory
changes, NEER continues to actively evaluate and participate in regional market
redesigns of existing operating rules for the integration of renewable energy
resources and for the purchase and sale of energy commodities.” Page 20
“NEER depends heavily on government policies that support utility scale renewable
energy and enhance the economic feasibility of developing and operating wind and
solar energy projects in regions in which NEER operates or plans to develop and
operate renewable energy facilities.” Page 26
“FPL has limited competition in the Florida market for retail electricity customers. Any
changes in Florida law or regulation which introduce competition in the Florida retail
electricity market, such as government incentives that facilitate the installation of solar
generating facilities on residential or other rooftops at below cost, or would permit third-
party sales of electricity, could have a material adverse effect on FPL's business,
financial condition, results of operations and prospects. There can be no assurance that
FPL will be able to respond adequately to such regulatory changes, which could have a
material adverse effect on FPL's business, financial condition, results of operations and
prospects.” Page 26
DELOITTE & TOUCHE LLP
Certified Public Accountants
Boca Raton, Florida
February 20, 2015
“Summary of Significant Accounting and Reporting Policies

5. Basis of Presentation - The operations of NextEra Energy, Inc. (NEE) are conducted
primarily through its wholly-owned subsidiary Florida Power & Light Company (FPL) and
its wholly-owned indirect subsidiary NextEra Energy Resources, LLC (NEER). FPL, a
rate-regulated electric utility, supplies electric service to approximately 4.7 million
customer accounts throughout most of the east and lower west coasts of Florida. NEER
invests in independent power projects through both controlled and consolidated entities
and non-controlling ownership interests in joint ventures essentially all of which are
accounted for under the equity method. Page 81
The consolidated financial statements of NEE and FPL include the accounts of their
respective majority-owned and controlled subsidiaries. Intercompany balances and
transactions have been eliminated in consolidation. Certain amounts included in
prior years' consolidated financial statements have been reclassified to conform
to the current year's presentation. The preparation of financial statements requires
the use of estimates and assumptions that affect the reported amounts of assets,
liabilities, revenues and expenses and the disclosure of contingent assets and liabilities.
Actual results could differ from those estimates. [Emphasis Supplied] Page 81
Revenues and Rates - FPL's retail and wholesale utility rate schedules are approved by
the FPSC and the FERC, respectively. FPL records unbilled base revenues for the
estimated amount of energy delivered to customers but not yet billed. [Emphasis
Supplied] Page 81
NEER's revenue is recorded on the basis of commodities delivered, contracts settled or
services rendered and includes estimated amounts yet to be billed to customers.
[Emphasis Supplied] Page 82
Proposed Merger - In December 2014, NEE and Hawaiian Electric Industries, Inc. (HEI)
entered into an Agreement and Plan of Merger (the merger agreement) pursuant to
which Hawaiian Electric Company, Inc., HEI's wholly-owned electric utility subsidiary,
will become a wholly-owned subsidiary of NEE and each outstanding share of HEI
common stock will be converted into the right to receive 0.2413 shares of NEE common
stock.
NOTE:
Hawaiian Electric Industries, Inc. (NASDAQ:HE)
$27.23 [Sep 4, 2015 Close]
NextEra Energy Inc. (NYSE:NEE)
$94.62 [Sep 4 2015 – Close]

6. The companies are working to complete the merger by the end of 2015. However,
completion of the merger and the actual closing date depend upon the satisfaction of a
number of conditions, including approval by HEI shareholders and the receipt of
required regulatory approvals.”
The merger agreement contains unspecifed termination rights and provides that,
upon termination of the merger agreement under specified circumstances, HEI or
NEE, as the case may be, would be required to pay to the other party a
termination fee of $90 million and reimburse the other party for up to $5 million of
its documented out-of-pocket expenses incurred in connection with the merger
agreement. [Emphasis Supplied] Pages 87, 88
NextEra Energy - FLORIDA POWER & LIGHT CO et al- Form 10-K Period: DEC.31.14 Date Filed: FEB.20.15
http://services.corporate-ir.net/SEC.Enhanced/SecCapsule.aspx?c=88486&fid=9941071
NextEra Energy and Hawaiian Electric Industries – AGREEMENT - December 3, 2014
http://services.corporate-ir.net/SEC.Enhanced/SecCapsule.aspx?c=88486&fid=9792709
PARTICIPANTS IN THE SOLICITATION
NEE, HEI, and certain of their respective directors, executive officers and other members of
management and employees may be deemed to be participants in the solicitation of proxies
from HEI shareholders in connection with the proposed transaction. Information regarding the
persons who may, under the rules of the SEC, be deemed participants in the solicitation of HEI
shareholders in connection with the proposed transaction will be set forth in the proxy
statement/prospectus when it is filed with the SEC. You can find information about NEE’s
executive officers and directors in its definitive proxy statement filed with the SEC on April 4,
2014. You can find information about HEI’s executive officers and directors in its definitive proxy
statement filed with the SEC on March 25, 2014 and in its Annual Report on Form 10-K filed
with the SEC on February 21, 2014. Additional information about NEE’s executive officers and
directors and HEI’s executive officers and directors can be found in the above-referenced
Registration Statement on Form S-4 when it becomes available. Page 3
NextEra Energy and Hawaiian Electric Industries Joint Press Release December 3, 2014
http://services.corporate-ir.net/SEC.Enhanced/SecCapsule.aspx?c=88486&fid=9792709
Upon completion of the transaction, together with FPL and NextEra Energy
Resources, Hawaiian Electric will become a third principal business within the
NextEra Energy family of companies. Hawaiian Electric will continue to operate
under its current name and continue to be headquartered in Honolulu. Hawaiian
Electric’s utilities will continue to be locally managed from their existing operating
locations. No involuntary reductions to Hawaiian Electric’s workforce are
expected as a result of the transaction for at least two years after close,
and all of its union labor agreements will be honored. [Emphasis Supplied]