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CCCA_V6No2_Col-DealDevelop-FIN_CCCA_V6No1_Col-DealDevelop-V1.qxd 5/24/12 12:29 AM Page 46 AND Boralex and Gaz Métro/Valener Details: Boralex Inc. (“Boralex”), Gaz Métro Limited Partnership (“Gaz Métro”) and Valener Inc. (“Valener”) completed a $725-million non-recourse project financing for their 272 MW Seigneurie de Beaupré Wind Farms. The wind farms, which will comprise 126 Enercon wind turbines, are scheduled to be commissioned by December 2013 and have 20-year power purchase agreements with Hydro-Québec. The financing totals $725-million, consisting of a two-year construction loan of $590-million, that will convert into an 18-year amortizing loan after the start of commercial operations scheduled for December 2013; and short-term facilities, including a bridge loan and a letter of credit facility, totalling $135-million, to finance certain costs reimbursable by Hydro-Québec to be incurred during construction and to provide various letters of credit. A portion of $260-million of the financing is covered by a guarantee offered to the lenders by the Federal Republic Peter Ascherl, of Germany through its Export Credit Agency Euler-Hermes. The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch Fasken Martineau acted as Administrative Agent, as well as Documentation Bank together with Deutsche Bank AG, Canada Branch and KFW DuMoulin LLP Ipex-Bank GMBH for a syndicate of lenders also including: Bank of Tokyo-Mitsubishi UFJ (Canada), Sumitomo Mitsui Banking Corporation of Canada, Landesbank Baden-Württemberg, New York Branch, Mizuho Corporate Bank, Ltd., Siemens Financial Ltd. and Caisse de dépôt et placement du Québec. Date: Closed November 8, 2011. On the Deal: For Boralex: Legal Counsel, Development, Pascal Hurtubise. For Gaz Metro and Valener: Legal counsel Nathalie Longval, Félix Turgeon and Marie-Élizabeth Chlumecky. For Boralex, Gaz Metro and Valener: Marc Dorion (energy), Richard O’Doherty (energy & financial services), Mathieu Dubord (energy & finan- cial services), Ana Badour, Candace Pallone, David Tournier (financial services), Danielle Drolet, Annie Gagnon-Larocque, Marie-Pier Gosselin (real estate), Anastassia Chtaneva, Mathieu Laflamme, Mathieu LeBlanc, Matthieu Rheault, Michael Weizman (energy & cor- porate), Dominique Amyot-Bilodeau, Isabelle Blouin, Mira Gauvin (environment) and Kasandra Côté, Ryan Rabinovitch, Christian Meighen (tax), McCarthy Tétrault LLP. For the agent and the lenders: Sébastien Vilder (financial services), Marc-Antoine La Rochelle (financial services), Aude Godfroy (financial services), Aryana Rousseau (financial services), Aaron Palmer (derivatives), Manon Wolfe (real estate), Philippe Décary (corporate), Joanna Myszka (corporate), Benoit Mallette (corporate) and Claudia Leancu (corporate), Blake, Cassels & Graydon LLP. For Enercon: In-house by Gaël Gravenor and Amber Sinclair; Peter Ascherl (energy & corporate), Jon Holmstrom (energy, banking & finance) and Louise Kennedy (banking & finance), Fasken Martineau DuMoulin LLP. For Borea Construction ULC: Harold Rousselle. For The Séminaire de Québec: Jean-François Pleau, Beauvais Truchon s.e.n.c. Infrastructure Ontario Details: Infrastructure Ontario, on behalf of the Province of Ontario, and in conjunction with Waterfront Toronto, reached financial close with Dundee Kilmer Developments to design, build and finance the new 2015 Pan/Parapan American Games Athletes’ Village Project. The fixed-price contract between Dundee Kilmer and the Province of Ontario is for $514-million, and will be paid in stages at significant construction milestones, to ensure the project’s on- time and on-budget delivery. The Province will recover approximately $65-million in development costs from future facility operators, for a total net provincial outlay of approximately $449-million. The financing for the project is com- prised of a short-term credit facility in the aggregate amount of approximately $381-million and a long-term credit facil- ity in the aggregate amount of approximately $230-million and was provided by Bank of Montreal (as Lender and Hedge Amaan Gangji, Provider), Bank of Tokyo-Mitsubishi UFJ (Canada) (as Co-Lead Arranger and Lender), Canadian Imperial Bank of Clark Wilson LLP Commerce (as Co-Lead Arranger, Lender and Hedge Provider), Dexia Crédit Local, New York Branch (as Co-Lead Arranger, Lender and Hedge Provider), Royal Bank of Canada (as Co-Lead Arranger, Sole Bookrunner, Administrative Agent, Lender and Hedge Provider), Sumitomo Mitsui Banking Corporation (as Co-Lead Arranger and Lender), The Toronto-Dominion Bank (as Co-Lead Arranger, Lender and Hedge Provider), The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch (as Hedge Provider) and SMBC Capital Markets, Inc. (as Hedge Provider). Date: Closed December 14, 2011. On the Deal: Infrastructure Ontario: In-house by Tariq Taherbhai, vice-president, Project Legal, Steven Kresak, director, Project Legal, Eric Tilley, senior legal counsel and Daniel Horowitz, legal counsel; Godyne Sibay, Gordon Willcocks, Gordon Sato, Cynthia MacDougall, Andrew Collingwood, Tristan Musgrave, Brad Nicpon, Jonathan See (financing), Vaibhav Sahay (financing), David Jachimowicz (financing) and Jacquelyn Daley (planning), McCarthy Tétrault LLP; Robert Lysy, Cassels Brock & Blackwell LLP. For Dundee Kilmer Developments: Carla Salzman, Ira Berg, Jean Anderson, Jeffrey Shore, Gail Jaffe, Grant Coad, Dan Dedic and Brad Hennick, Goodmans LLP. For the Kilmer parties: In-house by Wayne C. Carson, executive vice-president and general counsel; Ted Scott, Wayne Gray, Marie Bruchet (corporate), Rob Scavone, Don Waters and Julie Han (banking), Mary-Ann Haney and Carl Irvine (tax) and David Ross 46 CCCA Canadian Corporate Counsel Association SUMMER 2012