PORTMETRO - . -

vancouver Project Review Application Form

Informat/on supplied in this application may be made public during consultation with adjacentmunicipalities, First Nations groups and other interested parties, as well as to other members of thepublic through the Access to Information Act. Please advise PMV of any commercially or financiallysensitive information which you do not want provided to third parties.

No. & Street 3333 New Brighton Rd. Title Manager, Terminal Engineering

City Vancouver, BC Phone

Postal Code V5K 5J7 Email peter.idema@viterra.com Fax 604-293-6210

Tenant File Number VANO69-04356F-12 Contact

Company Viterra Inc. Title

No. & Street 1803 Stewart St. Phone

City Vancouver, BC Email

Postal Code V5L 5G1 Fax

Location/Address/Legal Description City

1803 Stewart St. - VPA Lease Plan 3-B-45C + 1998-037 Vancouver, BC

Project Description Summary (attach detailed description and rationale as necessary)

Project involves the construction of a new 2800mtph ship loading system on Lapointe Pier capable of loading postpanamax vessels up to 38m beam. The ship loading system will be capable of 180m travel and be fed with a newyard belt complete with cover belt system. Project will see a new marine berth constructed to support up to 245mLOA vessel operation. The proposed ship loader will utilize a Cleveland Cascades dust control cute for handlingpulse crops and provide the optimum in control of fugitive dust emissions. Operating length of the spout will be I 9m.A full detailed description of the project is attached.

Floor Area Height of proposed structure(s) 25m

Describe in-water works if any

Not Applicable

Required utility connections: LI power LI gas LI water LI sanitary LI stormPresently on site: power LI gas water Iii sanitary LI stormModifications required: power LI gas water sanitary LI storm

Other required approvals Metro Vancouver AQP to be updated

Approx. construction value Proposed start date Proposed completion date

$45,700,000 May 4th, 2015 June 30th, 2016

APPLIcANT or CONSULTANTof acidLEo.nal applicants or consants below

Company Viterra Inc. Contact Peter A. Idema

TENANT (if different from above) —

PROJECT XNFÔRMATION

PROJECT ENVIRONMENTAL IMPLICATIONS

Include in-water works, discharges to land or water by pipe or surface run-off, potential leachates, soilcontamination potential, air emissions, habitat impacts, etc Attach a detailed descnption includingdrawings and plans, as well as proposed mitigation as appropriate

Will the proposal involve off-site impacts (e.g. traffic, noise, views, glare, dust)? LI yes no

Comments:

Does the proposal affect any known historical or archaeological feature? LI yes no

Comments:

Does the proposal involve fill? If yes, please specify: LI yes • no

Length (m) Width (m) Volume (m3)

Does the proposal involve dredging? LI yes no

If yes, please complete a dredging application form.

PROPERTY INFORMATION

Do you have an existing lease/licence/easement with Port Metro Vancouver for III yes LI no

the property or wate riot?

If yes to the above, is the proposal permitted under the terms and conditionsof your agreement? Comments: II yes LI no

Is the proposal entirely within your leasehold area? If not, what arrangements III yes LI nohave you made with Port Metro Vancouver or other landowners?

For in-water works, are you or Port Metro Vancouver the upland owner? • yes LI no

If no, please attach letter of consent from upland owner.

I/we certify that I/we have reached the age of majority and the information provided inthis application and supporting documentation is correct to the best of my/our knowledge.

ApplicantD Tenant (when not applicant):Name • eterA. Idema P.Eng Name

Title Manager, Terminal Engineering

DateApril 9th, 2014

Title

Date

Signature

This signature signifies the applicant may act on mybehalf during the course of the permit review process

Application fee submitted: $ 525 Documentation deposit submitted: $ 10,000See page 16 in Project Review Guide See page 16 in Project Review Guide

Please send all completed applications to:

Port Metro VancouverPlanning and Development Department100 The Pointe, 999 Canada PlaceVancouver, BC Canada V6C 3T4

Applications for Environmental EAP review will be redirected to the appropriatedepartment.

*WERRAPACIFIC TERMINAL - Shipping System Upgrade

PROJECT SUMMARY

APPLICATION

This request for a Port Metro Vancouver Project Permit is to cover the installation of a new ship loadingsystem at Viterra’s Pacific Terminal. The new ship loading system will be constructed at an existing dockfacility located on the Lapointe Pier side of the facility as shown below.

LAPOINTE PIER

New Ship Loading Operation

PACIFIC TERMINALSTORAGE BUILDINGS

PACI JETTY

Existing Ship Loading Operation

Revised Apr. 8th 2014 1

BACKGROUND

Pacific Terminal has been operating in the Port of Vancouver since 1926. Under the ownership of FederalGrain it was merged with the assets of the original National Harbours Board Terminal Elevator No. 1 in 1967.Historically shipping galleries were located on both sides of the Pacific basin, though only the gallery on thePACI Jetty side of the facility survives to this day.

The original depth of the Pacific basin was I 0.7m below Low Water. As part of improvements completed in1984-85 the segment of the basin adjacent to the PACI Jetty was dredged to accomplish “Panamax” depthof I 3.7m below Low Water.

In 1998 a Special Commodities Soft Handling Ship Loading System was installed on Lapointe Pier in thedirect area of the current ship loading system proposal with the ultimate goal of deepening this side of thebasin to “Panamax” depth. However as the system did not work satisfactorily it was decommissioned in2002 with the actual ship loader and yard belt being demolished in 2008. The east side of Lapointe Pier hasnot been operated as an active ship loading berth since 2002, however has been used on various occasionsfor discharge or repair of vessels.

Through a series of ownership structures since 1967, the facility was acquired in whole by Viterra in 2007.Originally designed as a wheat/durum handling facility, in recent years the terminal has been converted to aspecialty crop handling facility specializing in the handling of canola, peas, lentils, soybeans and corn.

As part of an expanding agricultural export market Viterra is modernizing the facility to increase its capacityfor up to 6,000,000mt per annum. To accomplish this objective and to resolve satisfactorily the ongoingnuisance fugitive dust emission issue, Viterra requires upgrading its shipping system. This project willprovide a new shipping facility along Lapointe Pier. The project however will require the resetting of theberthing line by moving it 20 meters east to accommodate new marine structures required for this project.This will reduce the width of the basin from 91 m to 71 m.

A separate related Dredging Permit application was submitted to Environment Canada for a Disposal at SeaPermit and for Port Metro Vancouver Project Permit in Dec. 2013. This phase was submitted in anticipationof this current Project Permit Application moving to construction in 2015. This dredging will enlarge theexisting “Panamax” depth basin adjacent to the PACI Jetty Ship Loading Facility to cover the required basinarea in the location of the new shipping system. The enlarged -1 3.7m basin will significantly improve vesselberthing and sailing safety as it will provide more effective deep water for the maneuvering of vessels withinthe basin without depth restriction.

SHIPPING SYSTEMThe existing three (3) belt 45ostph system running through the shipping cross gallery to PACI Jetty will bereplaced by a new two (2) belt l400mtph cross gallery conveyor system located in the existing PAC1 andPAC2 infrastructure. These conveyors will discharge to a new Transfer Tower to feed the new Ship LoadingSystem. The system will be comprised of a new 72” wide yard belt system capable of conveying up to2800mtph of material. The yard belt will discharge to a travelling linear ship loader via a tripper system. Thisship loader will be equipped with a Cleveland Cascade loading chute to deposit material into the vessel holdswith the minimum of fugitive dust disturbance.

The new ship loader will be a linear shuttling loader with two (2) basic motions, traverse and shuttle. Therewill be no luffing or slewing motion associated with the loader equipment. The only additional motions on theloader will be associated with the spout controls — spout up/down and spoon rotation (when installed). Alloperations of the loader will be via deck operated radio control. The boom conveyor belt will be 84” wide.

A key operational feature of the new ship loading system will be its ability to operate effectively from gearedhandy size vessels to post panamax vessels up to 38m beam with full hatch coverage.

Revised Apr. 8th 2014 2

ADDITIONAL FACILITIES

Stevedore FacilityA permanent single story stevedoring washroom/lunchroom facility expected to be approximately 28sq.m.(300sq.ft) will be constructed of masonry block construction at the north end of the existing lease boundary.This facility will be installed with electrical, water and sewer connections.

Weather StationA permanent weather station will be installed to support weather logging and wind safety parameters for theship loader operation in addition to supplying data for regulatory requirements.

MARINE STRUCTURES

The proposed marine structures will be composed of a front pile supported rail system with a minimum ofthree (3) integrated open cell fender dolphins. In addition separate north and south mooring dolphins will beconstructed. Access to the accommodation section of the vessel will be via the north fender unit as allvessels will be moored with as a starboard landing with the accommodation section placed at the north endof the pier. An extensive support platform system will be installed to accommodate the operation of thevessel accommodation gangway.

The berth and ship loading system are designed that the vessel will be placed alongside in a manner that theaccommodation sections are always located in the same area of the berth, leaving the aft coaming of the lasthatch at the north end of travel for the ship loader.

Mooring and Fender Systems will be designed to the following codes of practice:

ROM 0.2-90: Actions in the Design of Maritime and Harbor WorksBS6349-1-4: 2013 Maritime Works: General Code of Practice for MaterialsBS6349: Part 2: 2010 Code of Practice for Design of Quay walls, Jetties and DolphinsBS6349: Part 4: 1994 Code of Practice for Design of Fendering and Mooring SystemsPIANC 2002: Guidelines for the Design of Fender Systems: Marcom Report of WG33

DUST CONTROL IMPROVEMENTS

The existing ship loading facility at Pacific Terminal is comprised of seven (7) marine spouts operating from atraditional shipping gallery. The current gallery was re-constructed in 1957. In addition spout alterations onthree (3) spouts were completed in 1984-85 to increase reach over the hatch. Typical of most of the facilitiesin the grain export trade this system was the design of choice and is currently still deployed at three of thefive major grain terminals in the Port of Vancouver. The reasons for this design are both routed in practicalityas the industry had traditionally operated with smaller vessels and the system provided maximum flexibility toload vessels quickly and effectively. This was however in an era where vessels were predominately handysize or small panamax’s. The advent of full Panamax size vessels began in the early 1970’s and onlybecame significant in the trade starting in the 1980’s.

However starting in the 1980’s and continuing throughout the last two decades average vessel sizesspecifically length have been on a continuous increase. This pattern has accelerated since the fuel cost crisisof 2007. In addition as bulk vessel fleets adjust to the post panamax era an increasing amount of vessels arebeing designed for beam dimensions in excess of the traditional 32m panama beam maximum. This resultsin greater challenges to the effective loading of vessels with the current marine spout design. Thesechallenges have become limiting in both productivity and exposure to fugitive dust emissions.

A consequence of these issues combined with a shift in products handled at Pacific Terminal has madefugitive dust control a significant challenge and though specific procedures are currently in place to managethis process, even slight shifts in product quality or environmental conditions can result in nuisance events.

The modernization of the ship loading system at Pacific Terminal presents an opportunity to address many ofthese issues. The ship loader design will utilize a Cleveland Cascade chute system for the loading of pulsecrops such as peas, lentils and soybeans. The Cleveland Cascade system is acknowledged as one of themost effective methods of loading dry low moisture materials effectively with minimum dust in large verticaldrop scenarios as required in ship, barge or truck loading applications. The principle of operation is relativelysimple by limiting the velocity of the falling material by cascading it downwards through the chute. Thisprovides highly effective fugitive dust control.

Revised Apr. 2014 3

Currently within the Port of Vancouver both Kinder Morgan for agricultural and concentrates loading andNeptune Terminals for potash loading operate Cleveland Cascade chutes within their operations. In additionViterra utilizes the Cleveland Cascade chute for its Outer Harbour grain facility in Adelaide, South Australia.

Cleveland Cascades ship loading spouts are acknowledged as an extremely effective and reliable dustcontrol approach for handling dry bulk materials and are used throughout the world in this type of application.First developed in 1992 it is the choice of many high fugitive dust risk facilities.

VIEW IMPACTAs the new ship loading system is located directly north of the existing storage buildings no significantnegative view impact is expected for this project.Demolition of the PAC1 Jetty Gallery will enhance view lines from Wall St.

LIGHTING IMPACTLighting will be designed to provide maximum lighting for actual ship loading operations by directed lightingover the vessel from the Ship Loader.

Yard lighting will be provided along the Gallery and Gangway area.Service lighting will be provided along the conveyors, access stairs and main equipment areas includingTransfer and Drive Towers.

All lighting will utilize LED technology and have automatic daytime shut-off features.There will be no anticipated lighting impact to the surrounding community.

EXAMPLE: Cleveland Cascade Chute for Sulphur Handling in Europe

Revised Apr. 8th 2014 4

LAPOINTE PIERThe proposed project will utilize the existing Lapointe Pier infrastructure to support the back ship loader railgallery and yard conveyor system. Lapointe Pier is an earth filled cofferdam constructed of concrete facedtimber crib caissons as the enclosing element. The original timber cribs were installed in 1926 and the pierwas extended northwards in 1947 with additional and larger Timber Cribs. The cribs are technically deemed“Authority Property” with ownership retained by Port Metro Vancouver (PMV). Pacific Terminal however hasbeen responsible for their maintenance and condition under the lease since the mid 1990’s.

A key aspect of the use of Lapointe Pier is based on its previous use in the late 1990’s to support a previousship loading system. A rail infrastructure was constructed at that time to support a travelling 270mt softloader system. Though the technology provided to be faulty and the operation was discontinued in 2002, asignificant enlargement of the crib coping wall was constructed that was continuous in its design to act as alarge support beam. It is the structural capacity of this coping wall and associated civil structures that will beleveraged into the design of the yard conveyor and back rail support system for the new ship loader.

Traditional inspections of the timber crib structure have always identified gradient differences in hydrostaticpressure in the cribs during a falling tide as the most significant issue in their design. Under this project thatissue will be addressed to insure that the gradient is managed consistent with their design.

Based on previous work with the timber cribs at PAC1 Jetty a preliminary cost estimate has been prepared tocomplete appropriate risk management repairs to Lapointe Pier as part of the overall project and ultimatelysatisfy PMV in the permitting process that appropriate rehabilitation has been implemented. A specific timbercrib remediation plan will be developed to address some of the specific concerns with their futureperformance.

DEMOLITIONS

Two (2) main demolitions are required within the project. The first is required to facilitate construction. Thesecond is the demolition of the existing shipping facilities.

LAPOINTE PIER WASHROOM DEMOLITION

At the start of the project a washroom/lunchroom of brick construction originally part of the original SackingShed located on Lapointe Pier (removed in 1992) will be demolished to provide access for construction aswell as provide clearance for the installation of the new yard conveyor.

PACI JETTY SHIPPING GALLERY DEMOLITION

PACI Jetty is a multi-function segment of infrastructure serving three main purposes, a ship berth, a railstorage area and structural support for the shipping galleries and marine loading spouts. At the completion ofthe submitted project after the new ship loading system has been fully commissioned the existing PACIShipping Gallery including all Galleries and structures back to the PACI Workhouse will be demolished. Thiswork will involve a reversal of its erection process were the individual gallery elements will be lifted to bargefor disposal off-site.

Environmental issues associated with this demolition include the presence of asbestos in the existing gallerycladding. Demolition is required to significantly reduce the seismic risk that the gallery structure currentlypresents immediately over the PAC1 rail jetty as well as limit loads passed to existing timber cribs andcaissons.

As the ship berth function will also disappear the PACI Jetty will remain functional only as a rail service jettyfor railcar receiving operations.

Revised Apr. 8th 2014 5

PROJECT CONSTRUCTION EXECUTIONThe project is structured as five (5) principle contracts:

Design-Build for Ship Loading System and Materials Handling SystemsThis portion of the project will be awarded EMS-Tech Inc. out of Belleville, ON. EMS-Tech has previouslysupplied a concentrate ship loading system for Kinder-Morgan and recently completed the supply of the newStacker-Reclaimer for Neptune Terminals.

For the purpose of filing for a Building Permit this contract will file a separate Schedule A prepared by EMS-Tech as the Coordinating Engineer of Record.

Design-Build for Marine StructuresThis portion of the project will be awarded to Vancouver Pile Driving out of North Vancouver, BC.

For the purpose of filing for a Building Permit this contract will file a separate Schedule A prepared byVillholth & Jensen as the Coordinating Engineer of Record.

Design-Build for Internal Cross-Gallery ConveyorsThis portion of the project will be awarded to Dynamic Installations out of Port Coquitlam, BC. DynamicInstallations will also be acting as mechanical erector for EMS-Tech for the Ship Loading System.

Demolition of PACI Jetty Shipping GalleryThis portion of the project has not currently been tendered and will be executed as the last component of theproject. The current construction schedule has this activity scheduled for summer 2017. Majority work plan isanticipated to be conducted from the east side of the existing Jetty by water-borne crane with structuralelements and gallery sections being loaded to barge for demolition at a Fraser River based site.

Stevedore Washroom/Lunchroom FacilityThis portion of the project has not currently been tendered and will be executed after major construction hasbeen completed. A separate application for a Building Permit will be filed for this facility.

Project Traffic Plan

Though a significant amount of deliveries are scheduled to be handled by water transport the following roadaccess issues are anticipated:

1. Supply of major structural steel sections. Load sizes will be managed to maximize conventional roadwidth transport. Number of over-sized loads is currently anticipated to be limited to less than twenty(20) loads. Entry to the Port of these loads would be coordinated with PMV through Clark Drive.

2. Contractor parking requirements are not expected to be extensive (less than 50 vehicles) and underseparate initiative additional land is being secured to assist in providing for the anticipatedrequirements.

Construction Hours of WorkNormal 0700-1500 hours of work on a business day basis would be anticipated. Marine structure activitiesincluding piling may extend to 1800 hours.

Construction NoiseTypical construction noise will be generated as would be required for construction of this type of facility.Some piles will be driven so associated impact noises should be anticipated but will be limited to normalconstruction hours of work.

Construction DustAs the majority of activity will occur on paved areas or over water minum construction dust is anticipated forthis project.

Construction LightingNo nighttime activities are anticipated for this project.

Revised Apr. 8th 2014 6

PROJECT STUDIESThe following initial studies and support activities have been identified for the project:

Environmental Monitoring

• To support Environmental monitoring requirements for construction of Marine Facilities component ofthis Project.

• To support demolition materials disposal monitoring and reporting for hazardous materials includingasbestos.

Work to be completed by Ausenco/Hemmera — Chris Bland + Susan Ewing, Project Leads

Noise Baseline and Impact Study

• To provide noise baseline for facility and noise impact modeling for the project.

Work to be completed by BAP Acoustics — Eric de Santis Project Lead

Geotechnical Studies

• To provide continuing geotechnical analysis of pile and civil structure requirements

Work to be completed by Thurber Engineering — Dave Smith Project Lead

Lapointe Pier Timber Crib Condition Enhancement

• To review condition of existing timber cribs and develop required repair plan to support project

Work to be completed by WorleyParsons — Harald Kullman, Project Lead

Berthing Simulation Study

• To conduct berthing and departure simulations to assist in developing appropriate standardprocedures with BC Coast Pilots and Pacific Pilotage.

Work to be completed by Lantec Marine — Garland Hardy, Project Lead

Public Consultation

• To execute a community based public consultation as part of our dual facilities community outreachprogram started in 2013. Scheduled for May 22’, 2014

• To coordinate additional public consultations with Port Metro Vancouver as deemed required underthis Project Permit Application.

• To coordinate with Port Metro Vancouver First Nations consultation.

Regulatory Consultation

• To renew Metro Vancouver Air Quality Permit AQPO616 reflecting changes and advancements infugitive dust control for the facility as reflected in this project.

• Transport Canada certifications for ship loading equipment

• Approvals required by the Canadian Grain Commission for certified Sampling Systems.

• As required consultations as directed by Port Metro Vancouver for execution of the Project Permitand subsequent individual component applications for Building Permits.

Other Third Party Consultation

• BC Pilotage, BC Coast Pilots and Port Metro Vancouver Port Operations to coordinate acceptableberthing and sailing operations and establish standard operating procedures.

• City of Vancouver Fire Department to review emergency access issues.

Revised Apr. 8 2014 7

409MT including Tripper20.Om offset from Lapointe Pier-13.7m at LLWL11O,000DWT38m245mI 80m-1 .Om to 29.7m from Berth Line (center of spout)14.45m19.45m20m/min (66fpm)1 5m/min (49fpm)Cleveland Cascade-3.7m to LLWL3.OmIs (600fpm)2800mtph3 dolphin single fender open cell structure with outer rail systemcomplete with north and south mooring dolphinsAccommodation access at north Fender Unit150T Double Bit on Main Fender DolphinsI 50T Single Bit on Mooring Dolphins

The following drawings are included as part of this application:

DRAWING NUMBER

1 43295-0000-42S1 3 A13121-Q-02013121-Q-021131 22-Q-02213121 -Q-02313121 -Q-024

DESCRIPTION

Site Master Plan — Ship Loading System Project Phase 1Berthing Plan ArrangementShip Loader ArrangementElevated Tripper ArrangementElevated Tripper Dock Conveyor ArrangementSCB1 1, SCBI 2, SCB21 and Transfer Tower Arrangement

PROJECT KEY DATAThe selected proposal incorporates a 2800mtph ship loading system utilizing a traveling — linear shuttle styleloading system. Key aspects of the selected equipment include:

Estimated Weight =

Berth Line =

Berth Depth =

Largest Vessel =

Maximum Vessel Beam =

Maximum Vessel LOA =

Shiploader Travel Coverage =

Shiploader Beam Coverage =

Clearance of Spout above HHWL =

Clearance of Spout above LLWL =

Shiploader Travel Speed =

Shiploader Shuttle Speed =

Spout Dust Control =

Spout Coverage =

Belt Speed Design =

Belt Maximum Loading Capacity =

Marine Structure =

Bollard Capacity =

ATTACHMENTS

Revised Apr. 8th 2014 8