OCTOBER 2018 NO 7

INFRASTRUCTURE INSIDER

LAVERY LAWYERS Gérard Mounier & André Vautour

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Setting up the Autorité des The latest news marchés publics — Practical in the infrastructure consequences on the call for market tenders process in Quebec LAVERY LAWYERS NEWSLETTER - OCTOBER 2018 3

1. Setting up the Autorité des marchés -- Alstom will be the equipment supplier for the Réseau Express métropolitain Index publics — Practical consequences on -- Request for qualification for the Valcartier water treatment project expected this fall the call for tenders process in Quebec -- Aecon takeover by CCCC blocked by Ottawa -- Boralex concludes a 136 million euros financing in France 2. The latest news in the -- CDPQ and Ullico acquire a school bus supplier infrastructure market -- InstarAGF aims to launch a second $1 billion fund in 2019

-- Volume risk — main source of default of PPPs, according to Moody’s -- Innergex and BlackRock announce COD for the Flat Top 200 MW in the United States -- Canadian Solar concludes a debt increase in the United Kingdom -- Quebec’s 2018 budget provides for an increase in infrastructure investment -- Capstone acquires 100% interest in its two Nova Scotia wind farms -- Alberta launches a 700 MW program -- The State of New York wants to develop 800 MW of offshore wind production -- Thirty companies respond to Alberta’s 700 MW renewables call for tender -- The State of Washington assesses the PPP mode for a high-speed transportation project between Canada and the United States -- Engie and Axium Infrastructure finalize an acquisition in Boston

-- DIF refinances its solar projects portfolio in Ontario -- The province of Newfoundland is considering a PPP for its $1.7 billion tunnel project

-- EllisDon acquires assets from Carillion Canada -- Innergex renews PPA for its Brown Lake hydroelectric power plant for 40 years

-- The Montreal Olympic Stadium roof rehabilitation project is moving forward -- Boralex acquires portfolio of Kallista Energy Investment in France

-- InstarAGF acquires AMPORTS -- HSBC stops financing coal, oil and gas energy projects

-- More foreign investment for the Canadian market -- End of project for privatization of Canadian airports

-- Texas high-speed train project takes a first step -- EDF Renewables: a new international brand towards environmental approval -- Innergex announces signing of a 12-year power purchase agree- -- Bechtel gets project management for Texas high-speed train ment for the Foard City wind project in Texas, United States

-- Novacap plans a $500 million infrastructure and energy fund -- CPPIB acquires a minority share in Enbridge’s renewable energy assets

-- Request for proposals soon for the Hôpital Fleurimont in PPP mode -- Innergex buys a 140 MW Chilean hydroelectric project

-- A biomethanization project in Warwick, Quebec -- CPPIB’s direct investment strategy bears fruit

-- Innergex: acquisition of Alterra completed -- Canada Infrastructure Bank appoints its President and Chief Executive Officer

-- Creation of the Réseau express métropolitain officially launched

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Setting up the Autorité des marchés publics–

Practical consequences In December 2017, the govern- The body will have more than 130 ment of Quebec created the Auto- professionals to serve departments, on the call for tenders rité des marchés publics (“AMP”), public bodies, municipalities and a mandatary of the State which will all companies involved in public be responsible for overseeing all tenders. process in Quebec contracts of public bodies 1, in par- ticular their processes for “tende- The purpose of this bulletin is to ring” and “award”. This oversight provide a brief portrait of this new Authors: Gérard Mounier and Felicia Yifan Jin will take place on an upstream side body and the main lines of its ope- through formulation of recommen- ration. dations and on a downstream side throughcomplaints mechanism.

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4 1 A body referred to in Section 4 or Section 7 of the Act respecting contracting by public bodies, including government departments, school boards and public health establishments. LAVERY LAWYERS NEWSLETTER - OCTOBER 2018 7

ORDER EXAMPLES OF SITUATIONS

The powers of the AMP -- Amendment or cancellation -- The call for tender conditions of a public call for tenders do not ensure fair and equi- table treatment of competitors

-- The call for tender conditions do To carry out its functions, the AMP gate when it is a matter of contract not permit competitors to partici- has audit and investigation powers management by the Ministère des pate although they are qualified as well as the authority to make Transports or by any other public orders and recommendations. body designated by the govern- -- Holding a public call for tenders -- A “complainant” has expressed in- ment. instead of concluding a public terest and is in a position to carry In the course of an audit, a person contract by mutual agreement out the contract as indicated authorized by the AMP may visit After an audit or investigation, the in the “notice of intention” the premises of a public body, have AMP may issue orders to require access to the data contained in its that a public body take the fol- computer system and request com- lowing actions in certain specified -- Suspension or termination -- The seriousness of the shortco- munication of any documentation situations: of any public contract 2 mings found in respect of contrac- relating to the tendering or award tual management justifies it. process of a public contract. The AMP also has a power to investi-

In the process of tendering lection committee and require the contracts, the AMP can also order public body to disclose the identity the use of an independent process of selection committee members auditor, designate an independent for approval. person to act as a member of a se-

6 ______2 Solely in contract management matters, by the Department of Transports or by any other public body designated by the government

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Filing a complaint

A complaint mechanism is intro- the context of concluding a public duced and allows any person or contract by mutual agreement, The time lines below illustrate the A Complaint to the public body company involved in a tendering or following the now mandatory pu- various periods during which a (tendering) OR manifestation of inte- award process for a public contract blication of a notice of intention, person can lodge a complaint to rest to carry out the contract (award)

to submit a complaint to the AMP, the complainant must first express the AMP: B Decision of the public body subject to certain preliminary his interest in carrying out the (tendering or award) steps. contract 4. Stage for filing a complaint when C Deadline for receipt of the there is a decision by the public complaint by the AMP Thus, in the context of tendering of Secondly, whether or not there is a body a public contract, the complainant decision from the public body, the must first submit his complaint to complainant will be able to lodge the public body 3 that launched a complaint with the AMP, within C the call for tenders process. In certain deadlines. A

Day : 1 2 3 4 5 6 7

B

______8 3 S. 37 of the Act to facilitate oversight of public bodies’ contracts 4 S. 38 of the Act to facilitate oversight of public bodies’ contracts

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Stage for filing a complaint when C Deadline for receipt of the complaint there is no decision by the public by the AMP (award) 5 body D Deadline for receipt of bids (tende- ring) OR expected date for conclusion What about the AMF, A Complaint to the public body (tende- of the contract (award) ring) OR manifestation of interest to the BIG, municipalities? carry out the contract (award) Finally, it is also possible to submit a B Date after which a complaint may and complaint when a notice of intent is not must be submitted if there is no deci- published as required 6. sion from the public body (tendering) The establishment of the AMP is In addition, the Bureau de l’inspec- OR date after which a complaint may intended to make a solution avai- teur général of the City of Montréal be submitted if there is no decision lable to participants of public calls (“BIG”) retains its prerogatives, from the public body (award) for tenders, which improves the with the exception of the review of transparency of public markets. contract management 8. As for pu- The law establishing the AMP also blic contracts with other municipa- decides the fate of other entities lities in Quebec, it is expected that C currently performing similar or the AMP will submit its decisions to competing functions. Therefore, these municipalities in the form of A the Autorité des marchés financiers a recommendation. is replaced by the AMP with res- pect to the system for authorization to contract with a public body 7. Day : 1 2 3 4 5 6 7 8 9

B D

______10 7 5 S. 39 and S. 41 of the Act to facilitate oversight of public bodies’ contracts S. 156 of the Act to facilitate oversight of public bodies’ contracts 6 S. 42 of the Act to facilitate oversight of public bodies’ contracts 8 S. 68 of the Act to facilitate oversight of public bodies’ contracts

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In short, will the AMP be an effective tool?

Evidently, the establishment of this Others regret that the option to file One thing is certain, the ambitious new body will raise initial ques- anonymous complaints was not 2018–2028 Québec Infrastructure tions and comments from industry accepted by the legislator, even Plan, which is being steadily im- players regarding the effectiveness though it is a tool that is recognized plemented, should in the coming of its future operation. Therefore, for its effectiveness in matters months give us the opportunity to some question the fact that the involving corruption and collusion. observe the operation of this new initial complaint must be filed with Finally, some intervenors stress that body, and to assess whether the the body issuing the call for ten- the AMP’s power vis-à-vis munici- legislative framework constituting ders, which is a constraint that palities is limited to issuing recom- the AMP is adequate to allow it to could discourage certain complai- mendations: will this be sufficient carry out its mission fully. nants, who could then fear for their to allow this new body to effectively future relationship with the body in perform its role of policing public question. contracts?

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LAVERY LAWYERS NEWSLETTER - OCTOBER 2018 15

The latest news Volume risk — main source in the infrastructure of default of PPPs, according market to Moody’s

Public-private partnerships ex- The report stresses in particular posed to volume and price risks that the market for PPPs in the are six and a half times more likely transport sector in Western Eu- to default than those based on rope has experienced most of the availability payments, according to nine 2015 defaults in terms of a study by Moody’s. infrastructure financing. “Volume” risk in these cases was a The study covered more than “traffic” risk. 2,000 infrastructure projects, in- cluding 1,362 PPPs, dating from According to Moody’s, the study 1983 to 2015. It found that 13.7% covers 62% of project financing of PPPs not based on availability transactions during this period. payments were in default within 10 years, compared to only 2.1% for projects based on availability pay- ments. The overall 10-year default rate for PPPs during the 1983- 2015 period was 5.6%.

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Canadian Solar concludes a debt increase in the United Kingdom

Canadian Solar has obtained a This is the third financing of a credit facility of £41.9 million to British solar portfolio by Canadian finance a portfolio of 52.2 MW Solar, and the second for Bayern- photovoltaic solar assets in the LB, which last year provided United Kingdom. £ 36.4 million for four projects totalling 40.2 MW. It was the German bank Bayern- LB that offered this non-recourse credit facility, with a 17-year term, which was used to finance these ten solar projects in operation.

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Capstone acquires 100% interest in its two Nova Scotia wind farms

Capstone Infrastructure Corpora- Inveravante Inversiones Univer- This transaction is the first acquisi- Capstone currently owns, ope- tion has acquired the remaining sales SL owned a 51% stake in tion for Capstone since British firm rates and develops thermal and stake in its partially owned Glen Glen Dhu, while Wind Canada iCON Infrastructure III became its renewable energy production faci- Dhu and Fitzpatrick Mountain wind Investments held a 50% stake in owner in 2016. In 2017, the com- lities in North America with a total farms in Nova Scotia. Fitzpatrick Mountain. pany refocused its activity to beco- installed capacity of 541 MW. me an independent North Ameri- On December 30, 2017, the com- The Glen Dhu and Fitzpatrick wind can power producer and divested pany owned by iCON Infrastructure power plants benefit from power itself of its European investments, Partners concluded the acquisition purchase agreements until 2031 including Swedish group Värmevär- of the 51% remaining share in the and 2022 respectively, and conti- den and Bristol Water, a company Glen Dhu 62.1 MW wind farm as nue to be managed and operated specializing in water treatment in well as the 50% stake in the by a Capstone subsidiary. the United Kingdom. Thanks to 1.6 MW Fitzpatrick Mountain wind Capstone, iCON hopes to expand power plant. These transactions its footprint in North America. therefore bring Capstone’s stake in the two assets to 100%.

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The State of New York wants to develop 800 MW of offshore wind production

The Governor of New York State, intermittency problems caused Andrew Cuomo, has called for by an increasing proportion of development of at least 800 MW renewable energy production. of offshore wind power electricity starting this year. The proposed projects are part of a State-wide effort to reduce In an orientation document publi- greenhouse gas emissions. Andrew shed on January 3, 2018, Andrew Cuomo also asked the Department Cuomo proposed that the State of of Environmental Conservation to New York launch a procurement adopt regulations that would put procedure this year and another in an end to the use of coal in State 2019, in order to achieve the ulti- power plants by 2020. mate goal of developing 2.4 GW of offshore wind power production In January 2017, New York’s Long by 2030. Island Power Authority approved a 20-year agreement to purchase Mr. Cuomo also declared that the electricity for the Deepwater ONE State will launch an initiative of project estimated at $740 million, 1.5 GW of energy storage by 2025. which could begin construction in Energy storage will be necessary to 2019. modernize the State’s ageing ener- gy infrastructure and to resolve

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The State of Washington assesses the PPP model for a high-speed transportation project between Canada and the United States

The Washington State Depart- The CH2M engineering firm The report considers that the pro- stations, technological problems ment of Transportation (WSDOT) prepared and published a report ject responds in particular to most and operational models. It also is considering a PPP arrangement in December 2017 on behalf of of the Canadian Infrastructure proposed to continue the studies for delivery of a “ultra high speed” WSDOT in which several develop- Bank’s criteria, although its ability to better understand traffic prefe- ground transportation system ment models are considered, such to generate a return and attract pri- rences and to establish an intergo- linking Seattle and Vancouver. as design-submit-build, design-­ vate capital requires more in-depth vernmental commission to identify build, design-build-finance, design-­ analysis. the next steps and assess financing The project aims to meet expected build-finance-operate and, finally, mechanisms. increases in demand related to privatization. CH2M recommended that the population and economic growth in WSDOT move the project forward the Cascadia transnational region. The report suggests several me- by conducting a planning study thods for financing the project, that would identify the location of The proposed solutions include a including TIFIA loans, PABs, the high-speed rail system, magnetic Canadian Infrastructure Bank, the levitation or a Hyperloop corridor. Railway Rehabilitation and Impro- Estimated costs vary from approxi- vement and Financing Program mately USD $24 billion to USD $42 and the FAST program Act. billion, depending on the option chosen. 22

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DIF refinances its solar projects EllisDon acquires assets portfolio in Ontario from Carillion Canada

The DIF Infrastructure III Fund According to Inframation, the new EllisDon Corporation and Carillion Carillion Services (WOHC) Inc., and announced on January 9, 2018, debt would include a fixed-rate Canada Holdings Incorporated Carillion EllisDon Services (Sault) that it had refinanced three Ontario tranche and a variable-rate tranche announced on February 28, 2018, Inc. EllisDon will become the sole solar projects, for a total amount of with an 18-year term. Natixis, that they have concluded an agree- service provider for the Royal Ot- $180 million. which had participated in the initial ment under which EllisDon will tawa Hospital, the Oakville Trafal- financing, acted as the Arranger acquire certain assets related to gar Memorial Hospital, the Wil- The refinancing involves a portfolio in the refinancing. Samsung Life Carillion’s Canadian operations. liam Osler Health System and the with a total capacity of 30 MWac Insurance Co., Migdal Insurance Sault Ste-Marie Hospital. EllisDon, comprising the Glenarm, Goldlight Company, Migdal Market and Pro- Remember that Carillion PLC, the through a company of its group, and Illumination projects. The vident Funds as well as Raymond parent company of Carillion Ca- will also acquire 50% of issued and three facilities sell their production James were participating lenders. nada, has been subject to a liqui- outstanding shares of The Health- to the IESO under 20-year power dation procedure since January care Infrastructure Company of purchase agreements. 2018. However, the Canadian sub- Canada (ROH) Inc., of which the sidiary indicated in a press release EllisDon subsidiary owns the remai- on January 15, 2018, that its acti- ning 50%. vities were continuing and were not included in the liquidation process. The transaction is subject to the parties entering into a definitive As part of the transaction, EllisDon purchase agreement and subject to will acquire 70% of issued and the Ontario Superior Court’s ap- outstanding shares of four entities, proval under the Companies’ of which EllisDon already owns the Creditors Arrangement Act. remaining 30%, namely Carillion Services (ROH) Inc., Carillion Ellis- 24 Don Services (NOH) Inc.,

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The Montreal Olympic Stadium roof rehabilitation project is moving forward

On May 7, 2018, the Régie des It has to be remembered that the mode. The project to replace the of the design and building costs installations olympiques (RIO) Olympic Stadium roof replacement 41-year-old Olympic Stadium roof and, finally, ensure routine main- issued a notice of intent to proceed project was launched in 2004 and aims to make the Stadium available tenance of the new roof for several with a request for qualification to was subsequently suspended until year-round, by relying on a reliable years. design, build, finance and regu- November 2017, when the RIO and safe solution, in line with the larly maintain the new roof of the finally obtained authorization from architectural characteristics of this Once the Régie obtains authori- Montreal Olympic Stadium. the ministère du Tourisme and the iconic building. zation from the government au- Minister responsible for the Olym- thorities, these three teams will be This notice of intent follows a re- pic Grounds to pursue the roof The RIO plans to launch the re- invited to participate in the second quest for proposals on February 13 replacement. quest for qualification in the fall of step, in this case the request for by the RIO for specialized enginee- 2018. At the end of this first step, proposals, currently scheduled for ring and architectural services of According to the notice of intent, the Régie will select three teams launch at the end of 2019. light traction structures. the project will be conducted in that have best demonstrated that design-build-finance and maintain they have the skills and expertise required to design and build this new roof, including to dismantle the existing one, ensure financing 26

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InstarAGF acquires AMPORTS

On April 3, 2018, InstarAGF an- personalization, repair and regula- nounced in a press release that it tory approval services. Customers has acquired 100% of the capital include Toyota, Hyundai/Kia, Hon- of the AMPORTS automotive port da, Volvo, Subaru, Mazda, Volk- logistics company in Jacksonville, swagen/Audi, Chrysler, General Florida. Motors and Ford.

Amports operates automobile logis- AMPORTS has belonged to tics and handling in thirteen port Lincolnshire Management facilities in the United States and since 2014.Founded in 1986, Mexico. The sites provide access to Lincolnshire Management is an land transportation and distribution investment capital company based networks in the vicinity of major in New York. The firm had man- population centres. The company dated the UBS Bank as financial provides its customers with logis- adviser to sell the company in tics and port services for handling October 2017. vehicles, including loading and unloading rails, inspection, storage, accessory facilities, as well as

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More foreign investment for the Canadian market

According to the panelists and The year 2018 is expected to bring participants of the 12th Annual significant opportunities for the Infrastructure Investors’ Forum, Canadian PPP market with 24 organized on January 23 in London projects currently at an advanced by Inframation, Canada is expected stage of development, according to to attract even more investments Inframation. from European and international infrastructure funds. Last year, 12 PPP projects reached the financial closing stage for a According to the participants, the total of CAD $2.52 billion, divi- Canadian regulatory environment ded between transport, social in- remains very favourable for invest- frastructure and the environment. ments compared to European juris- From a foreign investment point dictions. In addition, it appears that of view, the participation of the European funds are experiencing a Korean Development Bank and the lack of opportunities with real re- Bank of China was noted. turns on their local markets, obli- ging them to consider investments In the United States and Canada, beyond their borders, in countries opportunities could be seen in like Canada. wireless infrastructure, broadband internet and fibre optic networks for rural communities.

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Texas high-speed train project takes a first step towards environmental approval

In January 2018, the Federal The FRA will hold public hearings expressed interest in financing the Over the next 25 years, the project Railroad Administration (FRA) to gather public input, following project, according to Inframation. is expected to generate $36 billion published a Draft Environmental which a final environmental impact in direct economic activity, create Impact Statement (DEIS) for the study is expected to be published WSP USA will carry out engineering more than 10,000 direct jobs per Texas high-speed train, allowing in January 2019, as well as a re- work on behalf of Fluor Enterprises year during construction and up to the private project to continue its cord of decisions to be issued in and Lane Construction Corporation, 1,000 operational jobs, according development. August of that year. Construction which were selected as design — to the project’s website. can begin after the two documents build team in August 2017. Receipt of a DEIS is a key requi- are published. rement for the project to receive Remember that the project plans approval from the National Environ- The project’s cost is estimated at for a train travelling at speeds hi- mental Policy Act (NEPA). over USD $18 billion. The project gher than 300 km/h which will will be financed by a combination connect Dallas to Houston in 90 The high-speed rail project is deve- of loans and equity. A first round of minutes. loped by the private Texas Central financing of USD $75 million was Partners company, which will be concluded in July 2015 with local responsible for designing, finan- investors. The calendar of future cing, building, operating and capital raisings is linked to the maintaining the system. calendar of regulatory approvals. However, Japanese institutions, including sovereign funds, have

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Bechtel gets project management for Texas high-speed train

The Bechtel engineering firm will Bechtel, a US-based company with Environmental Impact Statement The FRE will conduct a final envi- work with the Texas Central high- an office in Houston and approxi- recently published by the Federal ronmental review which will help to speed train developer to manage mately 2,000 employees in Texas, Railroad Administration on the determine the schedule and itine- the $18 billion high-speed rail pro- has been delivering heavy and project. The environmental state- rary of the project before the start ject planned between Dallas and complex civil projects for over ment for the first time described of work. Houston. 100 years. a unique and preferred itinerary between North Texas and Houston. Texas Central has obtained options Bechtel was hired to supplement This partnership comes after Texas It identified the locations of passen- contracts for about one-third of the work of Texas Central as the Central selected Fluor Enterprises ger stations and assessed the im- the parcels of land that would be project moves from the develop- and The Lane Construction Corpo- pact of the design and building of acquired for the project. Certain ment stage to the implementation ration to do the pre-construction the railway system on people and owners along potential routes op- phase. planning with the technical the environment. posed the project on the grounds support of WSP. that a high-speed train would dis- Bechtel has completed more than The document indicated that the rupt their rural lifestyle and provide 300 major rail and subway pro- Texas Central, Fluor, Lane and train would lighten the pressure on few benefits. Texas Central’s esti- jects, including the Channel Tun- WSP are in the process of com- the Texas transport infrastructure mates forecast 5 million passen- nel High Speed 1 in the United pleting construction planning and and concluded that the project gers per year by 2025 and 10 Kingdom, the Crossrail in London, sequencing, scheduling and cost “is necessary to meet the growing million passengers by 2050. the Riyadh Subway and the Dulles estimating, as well as other design demand”. Corridor Metrorail in the Washing- and engineering activities. Their ton, D.C. area. work is governed by the Draft

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Novacap plans a Request for proposals $500 million infrastructure soon for the Hôpital and energy fund Fleurimont in PPP mode

According to the Inframation web­ vest in equity in the range of $30 to The Société québécoise des in- site, the Canadian private equity $70 million, in projects with a value frastructures (SQI) is expected to At the end of the request for firm Novacap is expected to launch that does not exceed $1 billion. launch a request for proposals for qualifications, three consortia an infrastructure and energy fund the emergency department of the were qualified and will be in- worth $500 million. This new fund The fund would be interested in all Hôpital Fleurimont and the Mo- vited to participate in the call will target medium-sized invest- energy and infrastructure projects, ther-Child Centre in Sherbrooke. for proposals: ments in North America and South including clean technologies such America (Chile, Colombia, Mexico as energy storage, microgrids, The Government of Quebec has Pomerleau inc. - Lemay/Groupe A and Peru). complex infrastructures and hy- mandated the SQI as project ma- - Les services exp inc. draulic projects as well as the nager to supervise procurement of - SNC-Lavalin The fund would be structured transport sector such as airports. - Tetra Tech the project’s design, building and around a five-year investment pe- financing. EBC inc. riod and would envisage making 8 - Menkès Shooner Dagenais Letourneux Architectes to 12 investments. The fund would This project involves construction - Cimaise Architectes prioritize OECD countries, but of an extension of some 26,400 - Stantec Experts-Conseils Ltée - WSP Canada inc. would reserve a ceiling of 30% for square metres on the hospital site - Cosime Infrastructure & Énergie investments in Colombia and Peru, to accommodate the mother-child which should nevertheless have an Groupe Santé Fleurimont centre and the new emergency - Astaldi SpA investment grade credit rating. The department. - Jodoin Lamarre Pratte architectes purpose of the fund would be to in- - Yelle Maillé et associés architectes - SDK et associés inc. - Les Consultants SM inc. - Pageau Morel et Associés inc. - Entreprise de construction TEQ inc. - Jubinville et Associés Architectes 36

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A biomethanization project in Innergex: acquisition Warwick, Quebec of Alterra completed

A rural biomethanization project The process results in a biogas On February 6, 2018, Innergex The transaction will significantly could be set up in Warwick, piloted which can be sold to Énergir Renewable Energy announced the increase the presence of Innergex by the Carbone Coop. through its transport and distribu- conclusion of the acquisition of in the United States, Canada, Latin tion network. In addition, the me- Alterra Power Corp. America and Europe, which remain The Carbone Coop is an initiative thanization process also produces the company’s target markets. of the Fondaction CSN, the Mou- a digestate which can be used as a In October 2017, the company Ross Beaty, Alterra’s chief execu- vement Desjardins, the Coop Fé- fertilizer in liquid form. announced the purchase of the tive, joins Innergex’s board of dérée, the Centre for Excellence British Columbia company for more directors. in Energy Efficiency (C3E) and the This project would be one of the than $1.1 billion. It had received, in Association québécoise pour la first biogas projects in Quebec. particular, support from the Caisse maîtrise de l’énergie (AQME). de dépôt et placement du Québec, Biomethanization is a treatment with a loan of $150 million. process for organic matter by With the acquisition of Alterra, oxygen-free fermentation, in a Innergex brings its total capacity closed-environment process. Resi- to 1,609 MW. dues of manure, dairies, orchards, potatoes, cranberries and vineyards can be used in this process.

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Creation of the Réseau express métropolitain officially launched

On February 8, 2018, CDPQ Infra Objectives set by CDPQ In parallel with planning and de- announced the launch of the exe- Infra include: - SNC Lavalin Grands Projets Inc. velopment of the REM, the Caisse cution phase of the Réseau ex- - Dragados Canada Inc. has identified additional attractive - Groupe Aecon Québec Ltée press métropolitain (REM). - Pomerleau Inc. opportunities for investment for - Compliance with the announced cost - EBC Inc. its infrastructure portfolio. Three Less than two years after unveiling per passenger-km of 72¢, the cost on existing shared-purpose infrastruc- this project, the REM is becoming which the ARTM will set its rates. tures — the Mont-Royal tunnel, concrete: - Compliance with the financial para­- Participants (NouvLR Conception) : Central Station (railway infrastruc- meters announced for construction ture) and the South Viaduct—are

costs of $6.3 billion, a variation of less or will be acquired and grouped - construction started in April 2018 than 5% from preliminary estimates. - SNC Lavalin Inc. - the first tests will be done at the - Aecom Consultants Inc. under a new subsidiary of the - No additional contribution from end of 2020 Caisse (InfraMtl.co) to ensure - the first users will board in governments and maintenance of public sustainability. the summer of 2021 estimated performance levels. For the contract for supply of rolling stock, operation and maintenance This subsidiary will provide main- We remind you that the consortia systems and services (MRSEM), tenance of these shared infrastruc- selected are the following : the Groupe des Partenaires pour tures with current and future ope- la Mobilité des Montréalais (PMM) rators. It will also generate a stable For the contract for engineering, made up of: commercial return, comparable to procurement and construction of that of assets already in the

infrastructure, the Groupe NouvLR, - Alstom Transport Canada Inc. portfolio. consisting of: - SNC-Lavalin O&M Inc.

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Alstom will be the equipment Request for qualification for the supplier for the Réseau Valcartier water treatment project express métropolitain expected this fall

In the wake of the CDPQ’s announ- The contract covers supply of 106 According to the notice of intent expected to be signed between the cement on the results of the call for two-car trainsets, automated dri- published on February 7, 2018, private partner and the government tenders for the Montreal Réseau verless control solutions, a control Public Works and Government of Canada in the fall of 2019. express métropolitain (REM), Als- centre, landing doors, internet Services Canada had to issue a tom confirmed on April 12, 2018, connectivity systems as well as request for qualification for the The project aims to design and that it won, in consortium with the operation and maintenance ser- Valcartier water treatment project implement a process to manage Canadian company SNC-Lavalin, vices for a period of 30 years. during the summer of 2018. and divert groundwater contami- the contract for approximately 1.8 nated with trichlorethylene to the billion euros (CAD $2.8 billion) to Alstom will also establish, in The project involves a pumping Jacques-Cartier River. Practices re- supply the complete driverless light Montreal, a global centre of ex- and treatment system for the De- lated to the use of trichlorethylene rail system as part of this project, pertise in research and develop- partment of National Defence lo- by the federal government and pri- which is to be one of the wor- ment of integrated urban mobility cated in Valcartier, Quebec, which vate sector organizations between ld’s longest automated transport control systems which will bring would be carried out using a de- 1940 and 1990 have resulted in networks, with 67 kilometres of together around 100 professionals sign, build, operate and maintain undesirable levels of substances track and 26 stations. whose mission will be to advance procurement model. that now have to be remediated. the company’s expertise based on The share of the French rail group Montreal know-how in advanced Three teams will be pre-selected is estimated at 1.4 billion euros digital technologies and artificial and invited to proceed to the re- (CAD $2.2 billion) and that of intelligence. quest for proposals phase, which the Canadian engineering and is expected to be issued in the fall construction group at 400 million of 2018. The project contract is euros (CAD $600 million).

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© All rights reserved 2018 LAVERY LAWYERS NEWSLETTER - OCTOBER 2018 45

Aecon takeover by CCCC blocked by Ottawa

The Canadian government has The government’s decision was CCCI announced its intention to are final and binding. They are not blocked a $1.51 billion takeover later confirmed by Aecon, which acquire the Canadian construction subject to appeal or review by a of the Aecon Group construction declared in a press release that its company last October after the court, without judicial review pos- company by China Communica- chief executive, John Beck, was company was put up for sale in sible under the Federal Courts Act. tions Construction (CCCC) for “disappointed” by the govern- August 2017. Aecon shareholders national security reasons. ment’s decision. had approved the sale and the We remind you that CCCI pur- Competition Commissioner had not chased the Australian contractor The Prime Minister’s Office issued The transaction with Aecon would issued an adverse opinion on the John Holland in 2015 for $1.15 bil- an order under the Investment have been the largest acquisition proposed transaction. However, lion Australian (USD $870 million). Canada Act, requesting that China outside the Canadian oil sector by the conclusion of the agreement The Beijing-based multinational Communication Construction Inter- a Chinese State-owned enterprise. was postponed last February, after also formed a joint consulting and national (CCCI), the infrastructure the Canadian authorities extended planning service with the American giant’s foreign investment platform The Toronto-based company will a review of the impact of the tran- engineering company AECOM last belonging to the Chinese State, remain listed on the stock ex- saction on national security for a August. not proceed with the proposed change, while John Beck will re- period of up to 90 days. redemption of Aecon. This deci- main as chief executive officer to sion is consistent with the recom- make the transition with his recent- Under the national security pro- mendations formulated by the ly appointed successor, Jean-Louis visions of the Investment Canada country’s national security agencies Servranckx, who was previously Act, decisions and orders from the throughout the process of re- president of the infrastructure Cabinet or decisions of the Minister viewing the impact of this transac- branch of the Eiffage Group. Aecon tion on national security, according is no longer actively pursuing a to a statement issued on Wednes- sales process. day, May 23, 2018, by Minister of

44 Innovation, Navdeep Bains.

© All rights reserved 2018 LAVERY LAWYERS NEWSLETTER - OCTOBER 2018 47

Boralex concludes a 136 million euros financing in France

Boralex Inc. (TSX: BLX) announced amortized over a period of 15 on February 28, 2018, that it had years. Based on hedging contracts concluded financing for the Inter and drawdowns in effect, the ave- Deux Bos (33 MW), Côteaux du rage combined rate of the two Blaiseron (26 MW), Le Pelon (10 tranches is around 2.60%. In addi- MW), Hauts de Comble (20 MW) tion to the long-term tranches, the and Sources de l’Ancre (23 MW) financing also includes short-term wind farms in France, for a total tranches totalling 20.4 million eu- amount of about 136 million eu- ros, intended to cover the tempora- ros ($212 million). This financing ry funding requirements related to is provided by Crédit Industriel et the French value-added tax. Commercial, Auxifip, Caisse Ré- gionale de Crédit Agricole Mutuel The construction of each of these Nord de France and BPI France projects is already under way, or Financement. will be in the next few months, and the projects are expected to be in This financing is based on an service between the end of 2018 80/20 debt-to-equity ratio and and 2019. consists of a fixed rate tranche amortized over 15 years for 108.8 million euros and a variable rate

46 tranche of 27.2 million euros also

© All rights reserved 2018 LAVERY LAWYERS NEWSLETTER - OCTOBER 2018 49

CDPQ and Ullico acquire a school bus supplier

According to a press release on operation, and 79.9% of capital will conclude the transaction before Remember that Ullico is an Ame- February 27, 2018, the Caisse be held by the CDPQ after closing, the end of summer 2018, once rican insurance company linked to de dépôt et placement du Qué- while Ullico will hold the remaining they have received all the the trade union world that invests bec (CDPQ) and Ullico Inc. have 21.1%. necessary approvals. mainly in the infrastructure sector, agreed to acquire all the capital of including transport, water, waste­ the Ontario bus company Student The CDPQ was already one of the CDPQ and Ullico plan to finance water, electricity transmission and Transportation Inc., a company largest current shareholders of Stu- the acquisition with equity capi- electricity production. listed on the Toronto Stock Ex- dent Transportation Inc., with about tal and financing offered by BMO change. 8.4% of the company’s outstanding Capital Markets, which is also the common shares, which remains investors’ financial advisor. CDPQ and Ullico have formed an the third largest supplier of school entity named Spinner Can Acquire- bus transportation services in Nor- co Inc. to acquire the outstanding th America. Student Transportation shares of the company, accor- operates a fleet of over 13,500 ding to information published by vehicles and transports 1.25 mil- the Inframation website. The new lion passengers, mainly children. owners paid $867.3 million for the The buyers and the seller expect to

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© All rights reserved 2018 LAVERY LAWYERS NEWSLETTER - OCTOBER 2018 51

InstarAGF aims to Innergex and BlackRock announce launch a second COD for the Flat Top 200 MW wind $1 billion fund in 2019 farm in the United States

InstarAGF plans to launch a se- closing in June 2017. The fund has Innergex Renewable Energy Inc. maintenance contract. The Flat Top cond CAD $1 billion infrastructure a net IRR (Internal Rate of Return) (TSX: INE) and BlackRock Real As- wind farm will sell all its production fund in early 2019, according to target of 9% to 14%, over a 15- sets officially announced the com- to the ERCOT grid and will fix the Inframation. year period. missioning on March 23, 2018, of price of electricity on the main part the Flat Top 200 MW wind farm lo- of its revenues with a subsidiary of The company will probably main- InstarAGF has already deployed cated near the municipality of Prid- Citibank, under a 13-year hedging tain the same strategy as for the just over half the capital of its first dy, Texas. Innergex holds a 51% contract. first fund, focusing on the va- fund. To date, the company has interest in the wind farm, acquired lue-added infrastructure of the invested in six assets: the Billy on February 6, 2018, as part of the In parallel with the commercial North American mid-market, in the Bishop Airport Terminal, the acquisition of Alterra Power Corp. A commissioning of the project, sectors of energy and public, civil Okanagan 30 MW wind farm, the fund managed by BlackRock Real Berkshire Hathaway Energy and and social services. Steel Reef intermediate services Assets holds the remaining 49%. Citibank have completed a USD InstarAGF is a joint venture company, the Skyservice business $211.3 million tax equity financing between the Canadian investment aviation services provider, the Crea- The Flat Top wind farm, located on the project, the proceeds of group AGF Management and the tive Energy district energy company in the centre of Texas, will include which were used primarily to re- alternative investment company (owner of the Vancouver district 100 V110 wind turbines pay the loan for construction of the Instar Group. energy network) and finally, the (each with an average height of project. Amports automobile port logistics 95 metres and nominal capacity The company’s first fund, InstarAGF company. of 2.0 MW) and will be operated Essential Infrastructure Fund, by the wind turbine manufacturer raised $740 million at the final under a 10-year operation and

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© All rights reserved 2018 LAVERY LAWYERS NEWSLETTER - OCTOBER 2018 53

Quebec’s 2018 budget provides for an increase in infrastructure investments

The government of Quebec has Under the 2018-2028 Quebec Public transit will receive 9% of tabled its 2018-2019 budget in- infrastructure plan (PQI), invest- These investments will planned investments in the 2018- cluding its 10-year infrastructure ments will amount to $100.4 prioritize public safety, 2028 PQI, or $9 billion, including plan in preparation of provincial billion, $9.3 billion more than replacement of obsolete in- $1.1 billion during the 2018-2019 elections to take place next Octo- the 2017-2027 PQI. frastructure and economic fiscal year. ber. With a strong economy and a development: low unemployment rate, the fourth Given this increase, the govern- Almost $50 million will be provi- consecutive balanced budget in- ment will inject more than $10 - 19.9% allocated to roads ded to Aboriginal communities to - 18.6% to health and social cludes several increases in health, billion annually on average into improve their living conditions. In services education and infrastructure Quebec infrastructure by 2028 in - 16.1% to education and addition, the government will sub- spending. order to meet needs and to ad- higher education mit to the Société du Plan Nord an vance major strategic projects, in - 9.1% to municipal, sports, envelope of more than $86 million community, tourist and particular in the sectors of edu- for launching initiatives to supple- recreational infrastructure cation, health and social services, ment certain investments already as well as in the road network and underway in the Plan Nord territo- public transit. ry and to promote new economic development projects.

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© All rights reserved 2018 LAVERY LAWYERS NEWSLETTER - OCTOBER 2018 55

Alberta launches a 700 MW renewable energy program

On March 29, 2018, the Alberta Projects submitted for the second Renewable Energy Supply - Capital Power’s 201.6 MW Whitla Electric System Operator (AESO) round of the renewable energy Program — Phase 1 wind project in Medicine Hat issued a request for expressions of supply program require a minimum - EDP Renewables’ 248.4 MW interest for the second and third participation of 25% of the Aborigi- In December 2017, the AESO Sharp Hills wind farm at Oyen phases of its renewable energy nal communities, which participa- allocated 595 MW of wind ener- - Enel Green Power North supply program. The AESO plans tion must be maintained for at least gy production projects in the first America’s 115 MW wind farm to develop up to 300 MW and three years after commissioning of round of its renewable energy sup- at Pincher Creek 400 MW of renewable energy in the project. Series 3 projects will ply program, surpassing its initial - Phase 2 of Enel Green Power the second and third phases of the be assessed based on their ability target of 400 MW. North America’s 30.6 MW Castle program, respectively, and aims to connect to the existing transmis- Rock Ridge wind farm at Pincher to begin commercial operation by sion or distribution network after EDP Renewables, Enel Green Creek. June 30, 2021. the evaluation of Series 2 projects. Power North America and Capital Power of Alberta were selected for According to the request for ex- According to the AESO’s website, the following four projects: pressions of interest, the AESO will the call for tenders process is ex- conclude Renewable Electricity pected to result in the selection of Support Agreements (RESA) to de- successful sponsors in December velop, finance, build, own, operate 2018. and maintain projects generating electricity from renewable energy resources.

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© All rights reserved 2018 LAVERY LAWYERS NEWSLETTER - OCTOBER 2018 57

Thirty companies Engie and Axium respond to Alberta’s Infrastructure finalize 700 MW call for tender an acquisition in Boston

According to an update published such as KT Corporation, a Korean Engie North America and Axium for daily operation of medical in- by Inframation on April 27, 2018, telecommunications company. A Infrastructure, together in the frastructures, which receive more thirty companies responded to the number of respondents are com- Long­wood Energy Partners consor- than 2.4 million patients each year. request for expressions of inte- panies belonging to First Nations tium, announced on April 3, 2018, rest (REOI) by the Alberta Electric groups such as River Cree Deve- that they have finalized the acqui- Remember that in April 2017, in System Operator (AESO) for the lopment Corporation and Chiniki sition of an electricity microgrid a similar process of overall energy second and third phases of its re- TRICO Limited Partnership. and a heating and air conditioning management at the microgrid level, newable energy supply plan. system on the Longwood Medicine Engie and Axium won a 50-year Let us remember that in December campus in Boston, Massachusetts. contract to operate the entire en- The second supply phase has a 2017, the AESO allocated 595 The facility serves 5 hospitals and ergy production and distribution target of 300 MW and the projects MW of wind energy production ­Harvard’s medical and public network (steam, cold, gas and proposed must include a 25% projects in the first round of its health schools under a long-term electricity) of the Ohio State Univer- participation of Aboriginal groups. program, surpassing its initial tar- contract valid until 2051. sity for its Colombus Campus. The third phase includes a target of get of 400 MW. Capital Power, 400 MW. Calls for tender for both EDP Renewables and Enel Green With a production capacity of 99 were launched on April 27, 2018. Power North America had won the MW through a microgrid with 500 Many companies submitted bids contracts for this first phase. tons per hour of steam and 42,000 for both phases — including Aira tons of refrigerated water, this Wind Power, Enel Green Power, complete energy system is used Samsung Renewable Energy and NaturEner Energy. Some compa- nies on the list are new players in the field of renewable energy — 56

© All rights reserved 2018 LAVERY LAWYERS NEWSLETTER - OCTOBER 2018 59

The province of Newfoundland is considering a PPP for its $1.7 billion tunnel project

The government of Newfoundland A study was conducted in 2004 by The new report concludes that a (DBFOM) approach be reviewed and Labrador has published a the Harris Centre, which conduc- tunnel drilled using tunnellers with if the federal and provincial go- study recommending the use ted an independent review of the an electric rail shuttle for vehicle vernments are prepared to pay the of a public-private partnership economic and technical implica- transport is the most technically majority of the initial capital and model for its project of a tunnel tions and the viability of construc- and economically feasible option. if they allow a private operator to between Labrador and the island of tion of the fixed transport link. Hatch estimates the capital cost of collect fees. Tolls would pay for the Newfoundland. Newfoundland published an up- the recommended rail tunnel to be costs of operation and a portion of dated version of the report on April $1.7 billion. the capital costs. The province’s pre-feasibility study 11, 2018. Harris Limited was res- aims to identify options for a fixed ponsible for the engineering study, According to the study, the execu- transport link between Labrador while the Harris Centre regional tion of this project as a PPP would and Newfoundland, across the analysis laboratory completed the be an option to consider. Hatch Strait of Belle Isle, which would economic impact analysis. recommends that the Design- provide a permanent connection build-finance-operation-maintain for vehicles. Currently a ferry links Blanc-Sablon in Quebec to St- Barbe in Newfoundland.

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© All rights reserved 2018 LAVERY LAWYERS NEWSLETTER - OCTOBER 2018 61

Innergex renews PPA Boralex acquires for its Brown Lake portfolio of Kallista hydroelectric power Energy Investment plant for 40 years in France

Innergex Renewable Energy Inc. Brown Lake is a run-of-river hy- Boralex Inc. (TSX: BLX) announced Boralex therefore consolidates (TSX: INE) announced on April 16, droelectric power plant with ins- on April 20, 2018, that it had its position as the leading inde- 2018, that the electricity purchase talled power of 7.2 MW, located concluded an agreement with pendent producer of wind energy agreement for the Brown Lake on Crown land near Prince Rupert Ardian Infrastructure to repurchase in France, increasing its installed hydroelectric power plant has been in the north coast region of British 100% of the outstanding shares of power from 609 MW to 772 MW. renewed with BC Hydro for a pe- Columbia. In operation since 1996, Kallista Energy Investment SAS, for Globally, Boralex increases its total riod of 40 years. The new contract the facility produces an average of a consideration of 129.4 million eu- installed power by more than 11%, came into force on April 1, 2018 51,800 MWh annually and all of ros (about $202 million), to which from 1,456 MW to 1,619 MW. and is subject to the approval of the electricity produced is sold to is added assumption of the debts Boralex anticipates that the acqui- the British Columbia Public Utilities BC Hydro. of projects amounting to 94 million sition will add approximately 23 Board. euros. million euros ($36 million dollars) to Boralex’s EBITDA, based on Kal- The acquisition relates to a port- lista’s anticipated earnings. folio of 163 MW of wind power projects in operation with an ave- This acquisition will also allow rage weighted life of 8 years under Boralex to integrate Kallista Energy contract, a 10 MW ready-to-build Investment’s development team, site as well as a 158 MW portfolio which has in particular developed of projects, bringing the potential of specialist expertise in repowering Boralex in Europe to almost 1,000 wind projects, which can be put to MW. use immediately.

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© All rights reserved 2018 LAVERY LAWYERS NEWSLETTER - OCTOBER 2018 63

HSBC stops financing End of project for coal, oil and gas privatization of energy projects Canadian airports

In a press release dated April 20, This statement by the British bank The Canadian federal government of Canada’s eight largest airports 2018, HSBC Bank stated that it comes after several other European no longer plans to privatize the in the cities of Toronto, Vancouver, would stop funding new coal, oil banks withdrew from certain fossil country’s eight largest airports. Montreal, Calgary, Edmonton, Ot- and gas projects in the Arctic as fuel-related companies. In October The Minister of Transport, Marc tawa, Winnipeg and Halifax. well as oil sands projects, with the 2017, BNP Paribas announced Garneau, met with the Canadian However, despite the proliferation aim of promoting the transition to a that it would stop financing LNG Airports Council during the week of private projects or public-private lower carbon economy. terminals that liquefy and export of April 16, 2018, and confirmed partnerships in other sectors of Ca- shale gas, or pipelines that trans- that the Liberal government was no nadian infrastructure, such as rail The Bank is also withdrawing from port petroleum and gas from shale longer actively considering privati- transport, hospitals or energy, no new nuclear projects that are in- and oil sands. In December 2017, zation, according to the Minister’s consensus has been reached on consistent with International Ato- Natixis stated that it would stop spokesperson Delphine Denis. this approach for regional airport mic Energy Agency (IAEA) stan- financing all activities related to administrations. dards and hydroelectric projects oil sands, including transport and Privatization of Canadian airports that do not comply with the World storage of extracted oil, as well as was proposed for the first time by However, the federal government’s Commission on Dams framework. petroleum and gas projects in the the Economic Growth Advisory position does not entirely bar pri- HSBC has nonetheless made an Arctic. Council of the Department of Fi- vate investment in Canadian airpo- exception for certain countries: it nance Canada in October 2016. rts. Pure and simple privatization is continues to invest in certain coal The sale to private investors would not the only partnership model and energy projects in Bangladesh, turn these airports into profit-­ other forms can be contemplated. Indonesia and Vietnam to “ade- making enterprises and could have For example, Aéroports de Mon- quately balance local humanita- generated several billion dollars tréal is currently considering an rian needs” in these countries, the for the Canadian government. The alternative mode of operation for its statement said. federal government has launched $2.5 billion new terminal project. a study with Credit Suisse on the 62 benefits and impact of privatization

© All rights reserved 2018 LAVERY LAWYERS NEWSLETTER - OCTOBER 2018 65

Innergex announces signing of a 12-year power purchase EDF Renewables: agreement for the Foard City wind a new international brand project in Texas, United States

To support its growth on the in- America—and in areas with high Innergex Renewable Energy Inc. Innergex has also recently ternational market for renewable growth potential such as South (TSX: INE) announced on May 7, concluded an interconnection energy, EDF Energies Nouvelles America, Asia or the Middle East. 2017, that it had signed a 12-year agreement for Foard City with Elec- is strengthening its identity and EDF Energies Nouvelles today power purchase agreement with a tric Transmission Texas, LLC. Com- adopting “EDF Renewables” as a develops and operates wind, so- large Texas power company, a sub- mercial commissioning is planned unique brand for all its subsidiaries lar and storage projects in about sidiary of Luminant, for its Foard for the third quarter of 2019. abroad. twenty countries. City wind project located in Foard County, Texas. Installed power is expected to In line with the ambitions of reach around 350 MW when Groupe EDF, which seeks to double The development of the Foard City construction is completed. In its renewable capacities in France wind project is progressing and addition, activities carried out on and worldwide by 2030, EDF En- Innergex plans to begin construc- the site since 2016 are expected ergies Nouvelles continues its tion of the project during the fourth to make the project eligible for development on its historical mar- quarter of 2018. Inspection of the renewable energy tax incentives kets—France, Europe and North site has been completed as well in the United States (Production as other important stages of deve- Tax Credits or “PTC”). lopment, including environmental impact studies and signing local property tax reduction agreements.

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© All rights reserved 2018 LAVERY LAWYERS NEWSLETTER - OCTOBER 2018 67

CPPIB acquires a minority share in Enbridge’s renewable energy assets

The Canada Pension Plan Invest- The North American assets include Under the agreements, the Enbridge and the companies of ment Board (CPPIB) announced 14 fully contracted operational CPPIB will fund at its 49% inte- its group will continue to manage, on May 9, 2018, that it had wind and solar projects in four rest the capital needs to complete operate and provide administrative concluded a $1.75 billion agree- Canadian markets and two opera- construction of Hohe See projects services to the North American ment to acquire minority holdings tional projects in the United States off Germany which are expected to projects and Hohe See. in two renewable energy portfolios with a combined installed power of be put into service at the beginning In addition, the CPPIB and En- owned by Enbridge. 1.3 GW. The Canadian assets were of 2020. The CPPIB’s additional bridge have concluded an agree- held by Enbridge Income Fund. capital commitment is estimated at ment whereby both parties will The agreement covers a 49% in- The two American assets are the approximately $500 million, brin- form an equal share joint venture terest in Enbridge’s land-based 250 MW Cedar Point wind farm ging its total commitment to ap- to carry out other wind farm pro- renewable energy assets in North in and the 50 MW Silver proximately $2.25 billion. jects off Europe. These projects are America as well as a 49% interest State North solar project in at an early or advanced stage of in two wind projects in the German Nevada. development, under construction North Sea. or in operation.

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© All rights reserved 2018 LAVERY LAWYERS NEWSLETTER - OCTOBER 2018 69

Innergex buys a 140 MW Chilean hydroelectric project

Innergex Renewable Energy Inc. The annual average combined (TSX: INE) announced on May production of electricity is expec- 15, 2018, that it had been selec- ted to reach more than 350,000 ted as part of a call for tenders to MWh. The electricity produced by acquire — in partnership with the these hydroelectric installations The purchase price is approxima- In addition, Innergex has signed Chilean company Energia Liaima — is sold under electricity purchase tely USD $210 million (CAD $268 an exclusive agreement with the 140 MW Duqueco hydro­ contracts with price fixed until million), subject to certain adjust- Energía Llaima for a joint venture electric project which includes two 2020 and on the spot market. ments, and the South American partnership to acquire a 50% inte- hydroelectric power plants in Chile. Innergex anticipates an adjusted bank Itaú is expected to grant rest in the company. At the signing The acquisition is subject to certain EBITDA of approximately USD $21 financing of USD $140 million of the final partnership agreement, regulatory approvals and finaliza- million (CAD $26.8 million) per (CAD $178.8 million) to cover a Innergex would hold 50% of Energía tion of the partnership between the year for the entire project. portion of the purchase price. Llaima for a total commitment of two parties. Innergex has not dis- Innergex’s net share of the remai- USD $110 million (CAD $140.5 closed the seller’s identity. ning purchase price will amount million) to invest in the next three The acquisition of the Duqueco to approximately USD $80 million years. hydroelectric project includes two (CAD $102.2 million). hydroelectric power plants put into service in 2001: Peuchen (85 MW) and Mampil (55 MW), located on the Duqueco River, 60 km east of Los Angeles, Chile.

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© All rights reserved 2018 LAVERY LAWYERS NEWSLETTER - OCTOBER 2018 71 Canada Infrastructure CPPIB’s direct investment Bank appoints its President strategy bears fruit and Chief Executive Officer

The infrastructure portfolio of the The fund’s report explains that The Board of Directors of the Cana- spent 18 years at Bain & Co., Canada Pension Plan Investment these strong performances are due da Infrastructure Bank (CIB) ap- Toronto, where he led Canadian Board (CPPIB) performed particu- to the strategy of direct investment pointed Mr. Pierre Lavallée as Pre- retail practices, for telecommunica- larly well during 2018, more than in infrastructure. According to this sident and Chief Executive Officer tions and private equity, and where doubling its performance compared document, it is estimated that the of the organization, according to an he served as Managing Partner for to the preceding year, according costs of externally managed capital announcement on May 24, 2018. Canada for three years. Prior to his to the institution’s annual financial investment of $20 billion would be arrival at Bain, Mr. Lavallée was report published on May 17. between $800 and $900 million We remind you that the primary ob- Trade Commissioner at the Depart- per year on average. However, the jective of the CIB is to use federal ment of Foreign Affairs and Inter- Therefore, the portfolio generated cost of internal management of support to attract investment from national Trade, in Ottawa a return of 15.2% for 2018, com- a $20 billion portfolio is about the private sector and institutional and Japan. pared to a return of 7.4% the pre- $75 million, which represents a investors in new revenue-genera- ceding year. The three preceding savings of approximately $700 to ting infrastructure projects in the He began his tenure at the Bank in years reported 9.3%, 16.5% and $800 million. public interest. June 18, 2018. 16.6%, respectively. At the end of the year, CPPIB’s Prior to joining the Canada In- He will work in tandem with Bruno As of March 31, 2018, infrastruc- infrastructure portfolio included frastructure Bank Mr. Lavallée held Guilmette, who will be the Acting ture represented 8% of the 18 direct investments valued at a number of senior positions within Director of Investments for the CPPIB’s portfolio. The fair value $28.6 billion, of which 75.8% the Canada Pension Plan Invest- Bank. Previously, Mr. Guilmette of the fund’s direct investment in was invested in developed markets ment Board (CPPIB) for six years, served on the Executive Committee infrastructure was $30.35 million. such as North America, Western most recently as Senior Managing and on the Board of Directors of Europe and Australia and certain Director and Global Head, Invest- the Global Infrastructure Investor emerging markets, mainly Latin ment Partnerships. Before joining Association and he was Senior America and India. the CPPIB, Mr. Lavallée was Exe- Vice-President of Infrastructure at cutive Vice-President of Reitmans PSP Investments. 70 Canada Ltd. in Montreal. He also

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