Historic Privatization of Hydro One

Ontario Premier Mike Harris announced on December 12, 2001 the province’s decision to proceed with the privatization of Hydro One Inc. through an initial public offering of common shares. This is expected to be the largest equity offering of shares in Canadian history. The distribution and transmission businesses of Hydro One will continue to be regulated.

The offering is part of the Ontario government’s long-term plan to introduce competition to the electricity market. Hydro One is one of the successor companies of Ontario Hydro Energy Inc., which the government divided into Ontario Power Generation Inc. and Hydro One in 1999 as part of its plan to reform the electricity market.

McCarthy Tétrault LLP was retained by Ontario SuperBuild Corporation, the agency responsible for the privatization process on behalf of the province, to provide legal advice in connection with the announced sale. The firm’s role included assisting in designing the Request for Proposal process for the selection of global co-ordinators and includes advice to the province with respect to structuring the sale through an initial public offering.

The McCarthy Tétrault team includes Blair Cowper-Smith, Garth Girvan, René Sorell and Andrew Parker (securities), Gordon Willcocks (real property), Barry Ryan (finance), Jerald Wortsman (tax) and members of the firm’s energy group led by David Lever. Fried, Frank, Harris, Shriver & Jacobson is U.S. counsel for the province, with a team comprised of David Golay, Joshua Wechsler and Tiffany Pollard. UBS Bunting Warburg Inc. is advising Ontario SuperBuild with respect to investment banking and related matters.

Advising Hydro One is Osler, Hoskin & Harcourt LLP, with a team including Debbie Alexander, Chris Portner, Doug Marshall and Katy Waugh. The legal team for Hydro One is led by executive vice-president and general counsel Joan Prior and Laura Formusa, general counsel, Hydro One Networks Inc. Glenn Reiter of Simpson Thacher & Bartlett in New York, is U.S. counsel for Hydro One.

The global co-ordinators, BMO Nesbitt Burns Inc., Goldman Sachs & Co. and RBC Capital Markets Inc., are advised by Blake, Cassels & Graydon LLP, with a team including Tim Unwin, Gordon Currie, Mike Gans and Eric Moncik (securities) and Ken Pearce and Les Wong (regulatory); and John Gaffney of Cravath, Swaine & Moore.