Short list: Canadian Deal of the Year 2020

Joint sponsors Macquarie Capital, Kineticor Resource Corp and OPTrust put together an impressive nearly C$1 billion debt package for their quasi-merchant 900 MW Cascade combined-cycle gas-fired plant in Alberta, while also bringing in two additional equity partners. The debt included a C$910 million construction loan, structured as a mini-perm loan with floating- and fixed-rate tranches, which priced at 350 bp over CDOR. The initial coordinating leads provided more than half of the debt, with DIF Capital Partners and Axium Infrastructure taking cash equity stakes in the C$1.5 billion greenfield plant. The Alberta Indigenous Opportunities Corp (AIOC) also facilitated an equity investment by six Alberta First Nations, through a $93-million loan guarantee.

The deal closed on August 27, 2020. Coverage here.

Sponsors: Macquarie Capital, Kineticor Resource Corp and OPTrust

Deal value: $1.6 billion

Term loan: C$835 million

Pricing: 350 bp over CDOR

Ancillary facilities: C$75.6 million

Tenor: Seven-and-a-half years

Equity: $680 million

Financial adviser and debt arranger: Macquarie Capital Markets Canada

Other financial advisers: Agentis Capital

Initial coordinating lead arrangers and joint bookrunners: ATB Financial, National Bank Financial, Nomura and MUFG

Coordinating lead arrangers: ING Capital and Siemens Financial Services

Joint lead arranger: Natixis

Lenders: National Bank of Canada, Alberta Treasury Branches, Nomura, MUFG, ING Capital, Siemens, Natixis, Canadian Western, Fiera Infrastructure private debt fund, Investec, LBBW, Meridian, Coast

Adviser on the interest rate and currency hedging program for the loans: Riverside Risk Advisors

Sponsors’ counsel: Torys

Counsel to OPTrust: Bennett Jones

Counsel to Kineticor Resource Corp: Osler, Hoskin & Harcourt

Counsel to Axium Infrastructure Partners: Davies Ward Phillips &

Counsel to DIF Capital Partners: DLA Piper (Canada)

Counsel to AIOC: Stikeman Elliott

First Nations: Alexis Nakota Sioux Nation, Enoch Cree Nation, Kehewin Cree Nation, O'Chiese First Nation, Paul First Nation and Whitefish (Goodfish) Lake First Nation

Counsel to First Nations: Duncan Craig (Edmonton), Witten, Biamonte and Bailey & Wadden

Lenders’ counsel: McCarthy Tétrault

Independent engineer: E3 Consulting Services

Market consultant: EDC Associates

Insurance consultant: Marsh

Construction and asset manager: Kineticor

Engineering, procurement and construction contractor: BPC, a joint venture between affiliates of PCL Construction and Overland Contracting Canada (a Black & Veatch company)

Maintenance support: Siemens

Other advisers: Backwoods Energy Services for the First Nations consortium, which itself received legal counsel from Miller Thomson (Calgary)

The largest deal by value in the Canadian market closed right at the start of 2020 when government-owned Hydro-Québec bought a substantial 19.9% minority interest in the country’s largest electricity producer, Innergex Renewable Energy. Hydro-Québec financed the acquisition through a private placement, while also committing C$500 million ($376 million) to a joint venture with the independent power producer. The joint venture will last three years and both parties are entitled to present opportunities for co-investment across a variety of renewable energy technologies outside of Québec.

The deal closed on February 5, 2020. Coverage here.

Sponsors: Hydro-Québec, Innergex Renewable Energy

Deal value: $497 million

Financial adviser to Innergex: National Bank Financial

Legal counsel to Innergex: McCarthy Tétrault

Financial adviser to Hydro-Québec: RBC Capital Markets

Legal adviser to Hydro-Québec: Norton Rose Fulbright

Canadian independent power producer Capital Power Corp refinanced the debt on its 875 MW Goreway Power Station gas-fired combined-cycle facility in Brampton, Ontario with a notable C$563.5 million ($425.1 million) seven-year term loan. The project’s previous C$682.55 million loan was signed in September 2016 and was set to mature in September of that year. The project has a 20-year power purchase agreement with Ontario Independent Electricity System Operator expiring in June 2029.

The deal closed on January 21, 2020. Coverage here.

Sponsor: Capital Power Corp

Term loan: C$563.5 million ($425.1 million)

Tenor: Seven years

Lead arrangers: Mizuho, MUFG, RBC Capital Markets, SMBC and TD Securities

Lenders: BMO, Scotiabank and National Bank of Canada

Lenders’ counsel: Torys

Borrower’s counsel: Borden Ladner Gervais

Boralex refinanced its 230 MW Niagara Region Wind Farm in Ontario with an impressive C$805 million ($608 million) debt package provided by a seven-strong syndicate of banks. The sponsor had begun exploring a potential refinancing in early 2020, obtaining proposals for both long-term bond deals as well as bank loans, before eventually settling on a clubby 16-year deal. The Niagara wind farm was commissioned in 2016 and is held by a partnership between Boralex and the Six Nations of the Grand River indigenous community. Boralex operates the project and holds a 50% stake.

The deal close was announced in August 2020. Coverage here.

Sponsor: Boralex

Deal value: C$805 million ($608 million)

Sponsor’s financial adviser: Plan A Capital

Lenders: KfW-IPEX Bank, CaixaBank, Fédération des Caisses Desjardins du Québec, Société Générale, Sumitomo Mitsui Trust Bank, Associated Bank, Crédit Industriel et Commercial

The Blackstone Group edged into the Canadian commercial and industrial energy storage market with its acquisition of Toronto-headquartered developer NRStor C&I in the first quarter of 2020. NRStor, which was subsequently rebranded as Aypa Power, has over 200 MWh of operational, under-construction and contracted projects and has been expanding from its home market of Ontario into the US. The deal was the culmination of a process run by Marathon Capital as NRStor's financial adviser.

The deal close was announced in March 2020. Coverage here.

Sponsor: NRStor

Buyer: The Blackstone Group

Sellers: Fengate Capital Management and Lake Bridge Capital

Financial adviser to NRStor: Marathon Capital

Legal counsel to sellers: McCarthy Tétrault

Legal counsel to Blackstone: Kirkland & Ellis

The Canadian Pension Plan Investment Board closed its take-private acquisition of renewable energy yield company Pattern Energy Group in a mammoth deal which valued the 4.4 GW wind and solar yieldco at $6.1 billion. To support its purchase, the Canadian pension fund manager committed to provide an up to $2.6 billion equity contribution and secured committed debt financing of $1 billion from a quintet of banks. CPPIB also signed a deal with Pattern’s private equity backer Riverstone Holding to bring the yieldco and its development affiliate, Pattern Development, together as an “integrated renewable energy company.” This was all achieved despite an intervention by activist investor Water Island Capital.

The deal closed in March 2020. Coverage here.

Sponsor: Pattern Energy Group

Deal value: $3.6 billion

Equity: $2.6 billion

Debt: $1 billion

Sponsor’s financial advisers: Evercore and Goldman Sachs

Sponsor’s legal adviser: Paul Weiss

Lenders: Bank of Montreal, Citi and Royal Bank of Canada

Financial adviser to CPPIB: BofA Securities

Legal adviser to CPPIB: Shearman & Sterling