Inter Pipeline closes $1.35-B acquisition of Williams Canada

On September 23, 2016, Inter Pipeline Ltd. (“Inter Pipeline”) completed its acquisition of The Williams Companies, Inc. and Williams Partners LP’s Canadian natural gas liquids (“NGL”) midstream businesses (“Williams Canada”) for cash consideration of $1.35 billion.

As a result of the acquisition, Inter Pipeline assumes ownership of Williams Canada’s two gas-liquids extraction plants near Fort McMurray, Alberta, a fractionator for the products near Redwater, Alberta, a 43,000 barrel-a-day pipeline system that connects these facilities, and the responsibility for the potential construction of a $1.85-billion propane dehydrogenation facility located near the Redwater fractionator.

The acquisition was financed by the net proceeds from a $600-million subscription receipt offering, $350 million of new term debt and the balance drawn under Inter Pipeline’s recently expanded $1.5-billion committed revolving credit facility.

Inter Pipeline was represented internally by Anita Dusevic Oliva, Vice President, Legal, with a team including Aaron Rogers, Senior Legal Counsel, and Kristen Simpson, Legal Counsel in relation to transactional matters, and Kent Chicilo, Senior Legal Counsel in relation to financing matters. Torys LLP acted as counsel to Inter Pipeline, with a team including Chris Christopher, Matt McMahon, Alanah Wiberg, Brandon Schur and Carleigh Knoll (energy), Chris Caparelli and David Wood (litigation), Omar Wakil and Marina Chernenko (competition), Craig Maurice (tax) and Allison Bauer (bankruptcy/insolvency). Burnet, Duckworth & Palmer LLP acted as counsel to Inter Pipeline in relation to financing matters, with a team including William Maslechko, James Kidd, Jessica Brown (securities) and Heather DiGregorio and Brandon Holden (tax).

Williams Canada was represented by an internal team led by Tami Anderson-Velarde, Senior Counsel, The Williams Companies, Inc., that included Mary Frances Edmonds, Vice President, Legal, Donna Bracey, Senior Counsel (Canada) and Karen Hall, Senior Counsel (Canada). Andrews Kurth LLP acted as US counsel to Williams Canada, with a team including Bill Cooper and Jennie Miller (corporate). McMillan LLP acted as Canadian counsel to Williams Canada, with a team including Greg McIlwain, Will Van Horne, Julia Loney, Sean Brandreth, Kourtney Rylands and Jason Haley (corporate), Casey Halladay and Joshua Chad (competition), Craig Harkness, Mitchell Allison and Bryan Ede (real estate), Michael Thackray (oil & gas), Michel Ranger (tax), George Waggott (employment), Lyndsay Wasser (benefits), Andrew Stead (litigation) and Sharon Groom and Ryan Black (intellectual property).