Clean Power Income Fund completed a $190 million initial public offering of trust units on November 14, 2001 and an additional offering of $24 million of trust units on December 7, 2001, pursuant to the exercise of the underwriters’ over-allotment option. The promoter of the fund is Clean Power Inc., a subsidiary of Canadian Environmental Energy Corporation (CEEC) whose principal shareholders are The Probyn Group and Clarica Life Insurance Company.
Along with the closing of the initial public offering, the fund, directly and through a related trust, Clean Power Operating Trust, acquired three hydro-electric facilities from Regional Power Inc. for a purchase price of $93 million, a hydro-electric facility from a subsidiary of The Manufacturers Life Insurance Company for a purchase price of $15.75 million, and a wood waste fired electricity generating station from CEEC for an aggregate purchase price of $61.8 million. In addition, the fund made or provided for loans to three wind-powered projects in an aggregate amount of US$17.8 million.
McCarthy Tétrault LLP represented the fund in connection with the initial public offering and the acquisition of its assets, with a team in Toronto that included David Lever, Michael Weizman and Seán O’Neill (energy) and F. David Rounthwaite, Owen Johnson, Christopher Hoffman, Iain Morton, Ella Plotkin, Frank DeLuca, Robert Butler, Jordan Bernamoff, Andrew Parker, Vito Ciraco and France Tenaille (business). The Calgary office of McCarthy Tétrault acted in connection with the acquisition of the Whitecourt Power Plant by the fund with a team comprised of Stuart Blyth and Gregory Liakopoulos (real estate) and Dale Skinner and Mark Eade (corporate finance/securities). Lisa Vogt (real estate) of McCarthy Tétrault’s Vancouver office acted in connection with the acquisition by the fund of two hydro-electric projects located in B.C.
BMO Nesbitt Burns Inc. and Scotia Capital Inc. co-led a syndicate of underwriters that included Merrill Lynch Canada Inc., CIBC World Markets Inc., National Bank Financial and HSBC Securities (Canada) Inc. Blake, Cassels & Graydon LLP acted as counsel to the underwriters with a team that included Jeff Lloyd, Alan Brown, Brendan Reay, James Clarke and Markus Viirland (corporate/securities), Rick McIvor, Neil Herle and Debbie Caruso (financial services), Ted Permutter and Iris Tam (real estate) and Leslie Morgan and Peter Lee (tax).
Borden Ladner Gervais LLP acted for Regional Power in connection with the sale of its three power plants. The BLG team included Linda Bertoldi, Michael Shadbolt, David Huctwith, Paul McCarten, Tracy Davis and Maria Scullion in Toronto and Robert Shouldice in Vancouver.
Fasken Martineau DuMoulin LLP acted on behalf of CEEC and its affiliates in connection with the transfer of the Whitecourt Power Plant to the fund. The Fasken Martineau team in Toronto was led by Douglas Scott, with assistance from Karin Hauser. Anna Stavrakop of Fasken Martineau’s Vancouver office represented Manulife in connection with the sale of a hydro-electric facility to the fund.
Orrick, Herrington & Sutcliffe LLP acted on behalf of Cinergy Corp. of Ohio and its affiliates in connection with loans made by the fund to wind power projects located in the U.S. The Orrick team was led by Martin Stewart-Smith in London and Mary Rose Brusewitz in New York. Tax advice to the fund was provided by Jim Wilson of Wilson & Partners LLP, a law firm affiliated with PricewaterhouseCoopers LLP.