He may be a best-selling author and a lawyer, but according to the top people in Montreal, John Grisham doesn’t know the first thing about what makes a real estate lawyer tick. It’s not about fine print, it’s about deal-making, says Pierre-André Themens, head of the thriving real estate team and co-managing partner of Davies Ward Phillips & Vineberg LLP’s Montreal office. His colleagues and competitors concur. Fasken Martineau’s Richard Clare describes his job as primarily negotiation and “bringing people together.” For Neil Bindman, now at Osler, Hoskin & Harcourt LLP, practising real estate law means working with people—developers and entrepreneurs—“who are a breed apart.” And for McCarthy Tétrault LLP’s Michael Levinson, it’s about watching the buildings go up and knowing that you’ve contributed to the urban landscape of the most beautiful city in Canada.
They’re the few and the proud—the top tier of the real estate bar numbers perhaps five or seven lawyers and two or three firms (depending on who is counting)—but Montreal’s top real estate lawyers make a considerable contribution to the city’s skyline and to the reputations and bottom lines of their firms.
Why else would newcomers Blake, Cassels & Graydon LLP and Oslers begin their Montreal greenfield operations by recruiting real estate veterans? Rumour on the street has it that the offer Oslers made to Bindman could not be refused by a man in his right mind capable of counting. More recently, Blakes poached Norm Saibil—“one of the most brilliant real estate lawyers in Montreal,” according to Richard Clare—from Borden Ladner Gervais LLP. Hot on the heels of the Saibil acquisition, Blakes struck again, this time scooping Pierre-Denis Leroux from the Montreal office of Gowlings. Leroux practises commercial law with an emphasis on secured financings, securitization and real estate acquisitions. In the larger scheme of things, it is probably not a coincidence that Leroux does a significant amount of work for various subsidiaries of the Caisse de dépôt et placement du Québec.
The high-end real estate bar in Montreal is small, tight and dominated by the big national firms. According to the 2001 Lexpert® Directory, Davies Ward remains the most frequently recommended law firm for property development, followed closely by the team at Fasken Martineau DuMoulin LLP, made famous in the Montreal real estate community by names like Robert Godin, C. Stephen Cheasley, Claude Gendron and Richard Clare (and the real estate cocktail the firm puts on every November). Fraser Milner Casgrain LLP used to be considered one of the top three firms in property development, but the recent defection of Bindman—along with most of his team—to the new Montreal office of Oslers is likely to change that. McCarthy Tétrault, Ogilvy Renault and Stikeman Elliott each have well-established and repeatedly recommended real estate practices. When times are good and conflicts of interest among the top firms abound, smaller offices, boutique firms and even solo practitioners get in on some of the action (see sidebar at the end of the article).
As elsewhere in the country, in Montreal good times are driven by the economy. But, like nowhere else in the country, the Montreal economy is driven by Quebec’s political climate. And so, for every real estate lawyer in Montreal, success means playing a unique political game, which involves walking the tightrope between the needs of private developers and the machinations of the provincial government and the all-powerful Caisse de dépôt et placement du Québec, also now known as CDP Capital.
Right now, times are good. Sort of. At least, as the real estate lawyers tell it, they have been much worse. The cranes and construction sites sprinkled throughout Old Montreal, along René-Lévesque (formerly Dorchester) Boulevard and outside the downtown core are a welcome sight after an absence of some 10 years. But most of those cranes are paid by the provincial government—or financed by its pension fund, the Caisse, which in the eyes of most Montrealers amounts to the same thing. And times used to be much better.
It was in the late 1970s and the 1980s that most of the buildings that define Montreal’s present downtown—with the exception of Place Ville-Marie, constructed between 1959 and 1962—went up. And it was in the 1960s that the men who would facilitate their construction came of age, in the decade that started with the Quiet Revolution and ended with the FLQ. But, this being Quebec, the roots of everything go back to 1763. That’s when New France was ceded to England and two classes of Montreal lawyer—the francophone and the anglophone—were formed.
Today, anglophone lawyers, no matter how fluent their French, know that “you won’t get work from the Caisse unless you’re a francophone.” Awareness of the importance of one’s mother language and ethnic make-up shaped legal careers in Montreal long before the Parti Québécois took power. Michael Levinson and Robert Godin, for example, both began their careers as notaries in the 1960s. But, as the mid-1960s became the late ’60s, they both started cramming for bar exams. For Levinson at least, the reason was linguistic.
“There was a bit of a recession in Montreal and there wasn’t a lot going on,” explains Levinson. “Part of it was due to the violence caused by the FLQ—people were concerned about investing—and in 1969, I became very concerned about my lack of mobility as a notary, being an Anglo in a very French profession. I thought I had to do something that made me more mobile, so that I could go to other parts of the country.”
As it turned out, Levinson didn’t go anywhere. His first major file as a real estate lawyer was “a dicey transaction” that involved the development of 2020 University, with Fasken Martineau’s Godin and Cheasley on the other side of the table. Then came the construction of Le Terrace (1801 McGill College), the first commercial condominium in Montreal. (“We didn’t really know what we were doing,” Levinson confesses. “But it seems to be working still.”) Then, the construction of 1501 McGill College and others. Levinson, Godin, Cheasley and their peers helped develop the landscape of downtown Montreal and pioneered some key real estate concepts. Before Quebec law permitted air rights deals, they successfully convinced the powers that be to permit an emphytéotique lease of a slab of concrete on top of the shopping centre to facilitate the construction of Le Terrace. In the construction of 1501 McGill College, an office tower perched atop the existing Eaton Centre, Levinson successfully transformed a cube of air into a lot.
“We argued that the only common elements, the columns, are already in place in the Eaton Centre, so all we would be doing is raising it. We knew exactly where they are, so we’re just going to be building a building on top of it. Hopefully what you will allow us to do is create a lot out of air. We said, here are the columns going through the air and we’re just going to put a roof on top of them and fill it in. And they said okay,” recalls Levinson. As a result, Levinson could announce, “Great. This is no longer air. Her Majesty the Queen has declared that this is now a lot.” He says, “I watched that building go up with trepidation,” admitting that he was stretching the legal point just a bit. “Every day I would look out my window and check is it going up? It’s still going up.”
Throughout the 1970s and 1980s, new development in Montreal was centralized along the new uptown core established by the construction of Place Ville-Marie in the early 1960s. The construction of Place Ville-Marie, to the north and west of the old Montreal financial district and the move of the Royal Bank of Canada from St. James (now St-Jacques) Street up to Place Ville-Marie was the beginning of the end for the financial district that was once the business centre of Canada.
The construction of McGill College Avenue in 1986, which created a wide boulevard between Place Ville-Marie and McGill College, complete with an unobstructed view of Mount Royal (a Cadillac Fairview project had threatened to close the street and block the view of the mountain, but Montrealers rebelled), cemented Place Ville-Marie’s position as the heart of the new downtown. The crop of new buildings that grew through the 1980s—the IBM Tower, Place Montreal Trust, the cathedral, 2000 McGill College, Place Mercantile and Tour McGill College among them—continued to go up around Place Ville-Marie, shifting the core of Montreal’s business and financial power northward and westward. Even the easternmost buildings—1100 René-Lévesque, 1250 René-Lévesque and 1000 de la Gauchetière (the latter the last two towers to go up before the recession hit)—were in close proximity to the new western centre. By the time Fasken Martineau leased offices in the Place Victoria, on St-Antoine Street in the mid-1980s, the once thriving southeastern area “resembled a war zone,” says Richard Clare. “It was all parking lots and old, abandoned buildings.” (“War zone may be a little strong,” cautions Claude Gendron, “but it was not well-developed.”)
Today, it’s full of new and refurbished buildings and new construction, a process started by the Caisse with its financing of the World Trade Centre (Centre de commerce mondial) in the late 1980s. The area is now one of the busiest in Montreal, with the construction of the Montreal headquarters of the Caisse, the extension of the Palais des Congrès de Montréal and the development of the Cité du Multimédia all taking place within a few blocks of each other.
The force behind this revitalization has, unquestionably, been the Caisse. “This area was under scrutiny by the Caisse. The Caisse wanted to link Old Montreal to the downtown area,” says Gendron, who has worked closely with the Caisse on its major real estate developments throughout his career and is intensely involved in the legal aspects of the development of Cité du Multimédia and the Caisse headquarters, as well as other Caisse real estate projects.
The Caisse’s entrance into Montreal’s real estate market was modest, a simple co-ownership agreement with the Westman Group of Companies in the Rothman Shopping Centre, a large mall in the then town of Mount Royal. “It was developed in the 1960s and it was bought over in the late 1970s with the idea to transform it into a two-storey enclosed mall,” explains Neil Bindman. But then, in the 1980s, interest rates soared. “It was impossible to borrow money at 20 per cent and make the economics go, so the developers of Rothman entered into negotiations with the Caisse to become joint venture partners.” The deal was successfully consummated, with a little real estate boutique firm by the name of Godin Raymond Harris & Thomas “acting for pretty much everybody involved in the transaction.”
If one firm could be said to define commercial real estate law in Montreal in the 1980s, that firm was probably Godin Raymond Harris & Thomas—later just Godin Raymond. Formed in 1980 as Montreal property development boomed by a group of real estate lawyers from Martineau Walker (one of the predecessor firms to Fasken Martineau), Godin Raymond “probably did 75 per cent of the major real estate transactions in Montreal,” according to Bindman, who spent 18 years with the firm. One of Godin Raymond’s best remembered accomplishments was setting up the SITQ Immobilier, the real estate arm of the Caisse.
At the close of the 1990s, prior to Martineau Walker’s merger with Fasken Campbell Godfrey in Toronto, most of the lawyers of Godin Raymond, including Robert Godin and Claude Gendron, returned to the fold. Some, like Bindman and his group, including Constantine Troulis, Nicole Cloutier, Myriam Sarrazin and Josée Lefebvre, went elsewhere (and then elsewhere again). Ironically, just as the formation of Godin Raymond had come on the heels of a boom in Montreal development, so its dissolution came as the city, under the guidance of the provincial government, was shaking off the stupor of the dreary 1990s.
“We have a lot of catching up to do. Toronto has had cranes for years,” says Pierre-André Themens, noting that until this current flurry of activity, property development in Montreal was at a virtual standstill since 1989. The recession of the early 1990s, compounded by the political uncertainty in Quebec, drove investors and head offices away and arrested new development. The depressed market led to American vulture pension funds such as Brazos swooping down and buying out foreclosures at bargain basement prices and purchasing non-performing loans from banks and other institutional lenders. It was at this time, too, that the real estate bar thinned out to its present numbers.
As explained by Themens, “In the 1980s, development was very good and a lot of people practised in the field. Then, when you had the tumble of real estate in the 1990s, very few people had the client base to hang on.” Those who survived and thrived, says Themens, have included himself, Stikeman Elliott’s Viateur Chénard, Ogilvy Renault’s John O’Connor, Neil Bindman and Michael Levinson.
As the economy picked up and real estate prices climbed out of the gutter, the vulture funds withdrew, turning their attention to Europe and Asia. And into the void stepped not new private investors, but the provincial government and the Caisse.
“In Montreal now, the major developer is the Caisse and its affiliates,” says Richard Clare. In the last decade, the city “lost a lot of private developers. The private money is not there.” Luckily for Montreal (and its real estate lawyers), the pockets of the Caisse, at $125 billion one of the largest pension funds in Canada, appear bottomless and the Parti Québécois provincial government is more than willing to pitch in. The $250 million Cité du Multimédia project is an example of what the two can achieve when acting in tandem.
“That was a very aggressive programme,” says Themens. “The Quebec government said, if high-tech companies move to that part of Montreal, we will subsidize their rents.” The subsidies are tied to an employment incentive: each tenant is eligible for a refundable tax credit of 25 per cent of each employee’s salary, up to $10,000 per employee in the Cité du Multimédia location. SITQ’s development partners in the project are SOLIM, the property development arm of the Fonds de solidarité FTQ and the Société de développement de Montreal, all three of which are now jointly represented by Claude Gendron at Faskens. Phases one through six of the $250 million project are now completed and 4,000 employees—that’s up to a whopping $40 million in subsidies—are working in the multi-building site. Phases seven and eight are scheduled to open, respectively, in 2002 and 2003.
Cité du Multimédia is just a stone’s throw away from Place Bonaventure, which had been purchased by Goldman Sachs from Great-West Life and Canada Lands at a low point in its life cycle: it was almost totally empty. Goldman Sachs had been predicting a turn-around in the Montreal economy and had a number of tenants lined up. Unfortunately, they had not factored in the government of Quebec and the allure of subsidies at Cité du Multimédia.
“The tenants who were so-called high-tech and were going to be in there were better advised to go down the block where they would get these wonderful subsidies and Goldman Sachs got stuck with a building that’s still very empty,” notes Richard Clare, who acted for Canada Lands in the sale of Place Bonaventure.
The Caisse’s diversification of its real estate portfolio is not limited to new development or the borders of Quebec. Through SITQ, the pension fund has also been acquiring property in Florida, North Carolina, Washington, D.C., New York, Colorado, Texas and elsewhere in the U.S. And, of course, in Montreal.
In 2000, the Caisse bought the Quebec and portions of the Ontario arms of the TrizecHahn real estate portfolio. The transaction, valued at some $900 million, included the sale of Place Ville-Marie, Montreal’s premiere A-class office space and definitive landmark. The transaction, incidentally, has been seen by some as the genesis of the merger between Davies Ward & Beck LLP in Toronto and Phillips & Vineberg in Montreal. Themens and a team from Phillips & Vineberg were acting for the Caisse, while Davies Ward’s Gregory Howard was on side for TrizecHahn. “I spent more time with Greg that year than I did with my wife,” quips Themens. A few months later, out came Davies Ward Phillips & Vineberg LLP.
As is generally the case with the Caisse’s actions, the motivation for its involvement in the Montreal market is as much political as it is economic. This, after all, is the Quebec kingmaker that has been known to go to dramatic lengths to keep Quebec companies and assets in Quebec. It was, after all, the Caisse’s deep pockets that thwarted Rogers Communications’ takeover of Le Groupe Vidéotron Ltée last year. Owning Place Ville-Marie, a Zeckendorf development that was one of the defining TrizecHahn landmarks, is a definite feather in its cap.
But it’s probably not as gratifying as its co-ownership of the Sun Life Building, once a bastion of Anglo money and power in Montreal. “When the PQ government got elected, the Sun Life people were not enamoured,” recalls Clare. “They moved the head office of Sun Life, which had always been in Montreal, to Toronto and they had a very poor relationship with the Quebec government as a result of that at the time.” The Sun Life Building, no longer head office but still an important Montreal landmark, defiantly sported the Canadian flag and only the Canadian flag in PQ Quebec. Today, the Caisse is a 50 per cent owner of the building, which it purchased for $63.75 million in 2000. And where there used to be one flag, there are now three. The Canadian flag remains, but it’s flanked on either side by the flag of the City of Montreal and the Province of Quebec flags.
The role taken by the Caisse and the provincial and municipal governments in jump-starting new construction in Montreal’s downtown core is controversial. Although it created jobs simply by virtue of creating new projects, it has also fomented the belief, as Levinson puts it, “If you’re not a friend of the Parti Québécois, you don’t get the work.” The jury is still out as to whether the government inducements are attracting new tenants to Montreal or merely shuffling old ones around, particularly given the recent downturn in the high-tech sector.
Neither the technology sector downturn nor the furor raised over the Cité du Multimédia subsidies prevented the provincial government from initiating another new development and offering those same subsidies to the prospective tenants of Cité du commerce électronique—the new six tower E-Commerce Building, the first tower of which is now under construction. Mandated by the Quebec government, the project was initially a three-way joint venture among the AXOR Group, Canderel Management Inc. and the Mouvement Desjardins. AXOR and Canderel remain involved in construction and management, respectively, but E-Commerce is now totally a Mouvement Desjardins project, which is represented by Claude Gendron at Faskens.
Gendron is as excited about the E-Commerce project as he is about the erection of the Caisse’s new headquarters—in both of these endeavours he is “representing just about everyone.” Other players are less enthusiastic. One Montreal lawyer declines to call E-Commerce “a real project” because it is so government driven. He is not alone.
Harry Platter, vice-president of real estate development and business financing of the Desjardins-Laurentian Financial Corporation, has repeatedly had to defend the raison d’être of the project in public. “The major objective of the project is to attract companies from outside the Quebec region to locate here in Montreal. The name of the game is ‘job creation’ within the E-Commerce sector of Montreal.”
Michael Levinson had been asked by a private development client to represent a group of owners who wanted to take on the provincial government in this matter. “Owners of the Sun Life Building, 1501 McGill College and 800 René-Lévesque said, ‘what is this going to do to tenants in our buildings? Are they going to be attracted by (these subsidies), are they going to be lured away, are we going to have to deal with more vacant space?’” says Levinson. “They wanted me to represent them to try to stop the E-Commerce project from going ahead.” Unfortunately, Levinson had a conflict: he’s representing the CGI Group, which, pleased with the subsidies, is going to take up the majority of the 500,000 square feet in the first E-Commerce tower. The file went elsewhere, but it went nowhere. Could it have been because the Caisse now owns half of the Sun Life Building?
“The Caisse is all-powerful,” is how Richard Clare characterizes the situation. “Take it from a tenant point of view. The Caisse owns the World Trade Centre. They own a half interest in Place Victoria, they own a half interest in the Sun Life Building, they own just about all of Place Ville-Marie. As a tenant, if you are negotiating your lease, you can’t play one off against the other.”
Professionally, too, “Today, everyone who works in real estate, works with the Caisse in some way,” says Clare. Through subsidiaries such as SITQ, Cadim, Ivanhoe Cambridge (it acquired Ivanhoe for more than $1 billion in the 1980s), the Caisse is a power to be reckoned with and a much sought-after client, which is willing to spread its work around.
Several of the major Montreal law firms do work for the Caisse and others vie for those lucrative case files, frequently awarded on a transactional basis. As one real estate industry observer outside the legal profession sarcastically notes: “Firms and businesses in Montreal run after the Caisse with their tongues hanging out and their dicks at half mast.” Sometimes, they trip over one another and the situation lends itself to frequent conflicts of interest. More than one lawyer in Montreal has gained a private development or tenant client solely because he is “untainted” by working with the Caisse.
But although they may grumble privately, in public “We speak kindly about the Caisse,” smiles Clare. “I speak kindly about the Caisse, even though my private development clients would probably appreciate it if I didn’t.”
Pervasive though the presence of the Caisse in the Montreal marketplace is, it is simply an amplification of a world-wide trend. “Pension funds have a tremendous role in real estate now,” says Bindman and his colleagues agree. “Every large development company now belongs to a pension fund,” says Themens. “OMERS, Teachers’, Caisse de dépôt, foreigns who have come in—all sorts. And it’s too early to tell the impact of what’s going to happen in terms of risk-taking and creativity, but marketplace wise, they’ve made a huge impact.” Just as the Caisse bought out parts of TrizecHahn, Ontario Teachers’ Pension Fund now owns Cadillac Fairview Corporation while OMERS just bought out Oxford Properties Group Inc.
Although it’s easy to overlook them because of the higher profile of the Caisse, Montreal is seeing more activity from non-Canadian pension funds and investors. “There are several Israeli groups who have been very active in Montreal in the last six months,” notes Bindman. “They have probably been the major buyers of Montreal real estate over the last six to eight months.” Themens is acting for one such group right now, which is buying in Montreal in order to diversify its investment portfolio.
Along with the pension funds have come changes to real estate financings. While securitizations and structured finance deals are not as common here as they are in London or New York, mortgage-backed securities and securitizations of pools of mortgages are now common. Issuing a pool of securities spreads the risk somewhat for lenders, who are now betting their loan money in a much more complex game.
“Real estate is not just buying and selling a property,” says Bindman. “Real estate is about setting up a joint venture…. Instead of building a company, some companies buy a building, but buying a building worth $300 or $400 million is the same type of transaction as buying a company. You have joint venture agreements, you have major leases, title issues.”
And you have way more involvement from the lenders. “Fifteen years ago, developers would get a loan, pay their interest, pay back their loan and get on with their lives. That doesn’t happen anymore,” says Themens. “Right now, financial institutions want a bigger return and therefore are willing to take bigger risks. They themselves take equity in the deal.” The lesson taught by the foreclosures of the 1990s was not lost on the banks. “Lenders are not stupid. They started saying ‘if we have to take a risk on the downside, I might as well take some of the upside.’ They’re a lot more prepared to take a more active part.” For the lawyers, “It makes it more complicated and more fun.”
But it can also, in some situations, hamper the lawyer’s creativity. According to Richard Clare, “A lot of the financings are structured so that the financial institution can later sell its loan—securitize the loan, as a mortgage-backed security. So in the financing, there’s less flexibility, because they have standardized their documentation. Whereas [in the past], an institution could be flexible, there’s less flexibility now.”
This change in attitude towards project financing means, for Clare, that even at the peak of the current wave of growth, the boom did not approach the growth of the 1980s. “The money is very tight. The reason why you don’t see that many new projects is that you need very strong leases before a financial institution will finance a developer. They don’t do buildings on speculation. The thing that’s really changed is that people are tighter with their money and aren’t so willing to take risks.”
For Levinson, the most significant change his three decades in practice have witnessed is the sophistication of the lawyers involved. “We’ve learned a thing or two in the last 15, 20 years,” he says. And the players have changed too. “It seems to me that I was involved in most of the big deals—I look at the city, at all the new buildings [that went up in the 1970s and the 1980s] and one way or another I was involved in almost every one of them,” says Levinson. “Today, I’m not.”
“Except for government-sponsored projects, there’s no big development projects in Montreal right now,” says Levinson. “You see cranes, but the cranes that you see are primarily on government-sponsored projects. I must confess with what happened on September 11th and with the continual political uncertainty of Quebec, I’m not terribly confident that we’re in for a big boom soon.”
Gendron is more sanguine. He’s never been busier. For Claude Gendron, real estate law in Montreal is a profitable enterprise, even when fortunes ebb, as they appear to have been since the summer and since September 11. “When there’s a recession, different players come into play. If the interest rates are low, some developers will say well, now’s the right time to do a few transactions, so let’s buy that building, because we can secure a loan at a low price. If the market is booming and you have new people coming into town, some developers will say now’s a good time to build a new building, because there are new people to lease it to. When the market is going slower, you have a number of players who are interested.” The trick is to be able to work both sides of the street.
Marzena Czarnecka is a Lexpert staff writer.
Montreal Property Transaction
Highlights 2000/2001
[or, how the Caisse bought Montreal]
Sun Life Building
Caisse subsidiary SITQ became a co-owner of the Sun Life Building in a $63.725 million transaction. Richard Clare of Fasken Martineau quarterbacked the deal for Sun Life, while Rita Lc de Santis of Davies Ward Phillips & Vineberg tackled the work for SITQ. (This being a Caisse transaction, no lenders needed to be involved.)
The New Y
Montreal’s YMCA bought and sold the dilapidated Drummond Tower project to finance the development of its new building and redevelopment of its old building in a transaction currently valued at $14 million and expected to rise to about $40 million. Representing the Y is Richard Clare of Fasken Martineau. Acting for the lenders, the National Bank of Canada and the Laurentian Bank, is Marc Rubin of de Grandpré Chait. Glen Bowman of Heenan Blaikie represented the Bank of Montreal in the emphytéotique lease. Drummond Towers was sold to developers René LePin, represented by solo practitioner Serge LaFlamme, and Cadim, represented by Jean Proulx of Gascon & Associés. Cadim is a subsidiary of the Caisse.
Eaton Store Redevelopment
Denis Paquin of Fasken Martineau represented the Caisse’s subsidiary Ivanhoe Cambridge in its $34 million purchase of the Eaton Store from the bankrupt’s trustees, who were represented by the Toronto office of Oslers. Subsequent and ongoing development of the store, including leasing and financing, is being handled within the Caisse.
Place Ville-Marie and the
TrizecHahn Portfolio
Caisse subsidiary SITQ acquired the Quebec arm and portions of the Ontario arm of the TrizecHahn real estate portfolio, including Montreal landmark Place Ville-Marie, in a transaction valued at $900 million. Pierre-André Themens of the former Phillips & Vineberg represented SITQ, while Gregory Howard of the former Davies Ward & Beck represented TrizecHahn.
Cité du Multimédia
The $250 million, eight-phase Cité du Multimédia is being developed through a joint venture by SITQ (37.5 per cent), SOLIM, the property development arm of the Fonds de solidarité FTQ (37.5 per cent) and the société de développement de Montréal (25 per cent). Pierre-André Themens of Davies Ward Phillips & Vineberg represented SITQ in structuring the initial financing. Claude Gendron of Fasken Martineau is currently representing all three developers. Interim financing was provided by Hypothèques CDPQ, the mortgage-lending arm of the Caisse, which was represented in the transaction by Robert Tessier of Pouliot Mercure. Long-term financing was provided by the Toronto-Dominion Bank of Canada and the Laurentian Bank, both of which were represented by Jean Proulx of Gascon & Associés. Additional assistance to the developers in negotiating with the government of Quebec was provided by Luc Mercier of Mercier Leduc.
Caisse de dépôt et placement
du Québec Montreal headquarters
The Caisse is building a new Montreal head office in the old financial district. Claude Gendron of Fasken Martineau is acting for virtually all the parties involved in the $120 million, 630,000 square foot project. He is also representing the Quartier international de Montréal, a group of area developers, owners and other stakeholders, in the $60 million development of the streets and exteriors in the area around the new Caisse headquarters, the World Trade Centre (also owned by the Caisse), and the Palais de Congrès. The real estate investment expected to result from the Quartier international de Montréal’s activity is estimated at $1 billion.
Cité du commerce électronique
Still in its initial stages, the E-Commerce Building is being developed by the Mouvement Desjardins, which is represented by Claude Gendron of Fasken Martineau. Financing is provided by the Desjardins-Laurentian Financial Corporation. Phase I, now under construction, is set for “delivery” in spring 2003. Expected costs of the project are undisclosed. The major and possibly exclusive tenant for the first tower is the
They’re the few and the proud—the top tier of the real estate bar numbers perhaps five or seven lawyers and two or three firms (depending on who is counting)—but Montreal’s top real estate lawyers make a considerable contribution to the city’s skyline and to the reputations and bottom lines of their firms.
Why else would newcomers Blake, Cassels & Graydon LLP and Oslers begin their Montreal greenfield operations by recruiting real estate veterans? Rumour on the street has it that the offer Oslers made to Bindman could not be refused by a man in his right mind capable of counting. More recently, Blakes poached Norm Saibil—“one of the most brilliant real estate lawyers in Montreal,” according to Richard Clare—from Borden Ladner Gervais LLP. Hot on the heels of the Saibil acquisition, Blakes struck again, this time scooping Pierre-Denis Leroux from the Montreal office of Gowlings. Leroux practises commercial law with an emphasis on secured financings, securitization and real estate acquisitions. In the larger scheme of things, it is probably not a coincidence that Leroux does a significant amount of work for various subsidiaries of the Caisse de dépôt et placement du Québec.
The high-end real estate bar in Montreal is small, tight and dominated by the big national firms. According to the 2001 Lexpert® Directory, Davies Ward remains the most frequently recommended law firm for property development, followed closely by the team at Fasken Martineau DuMoulin LLP, made famous in the Montreal real estate community by names like Robert Godin, C. Stephen Cheasley, Claude Gendron and Richard Clare (and the real estate cocktail the firm puts on every November). Fraser Milner Casgrain LLP used to be considered one of the top three firms in property development, but the recent defection of Bindman—along with most of his team—to the new Montreal office of Oslers is likely to change that. McCarthy Tétrault, Ogilvy Renault and Stikeman Elliott each have well-established and repeatedly recommended real estate practices. When times are good and conflicts of interest among the top firms abound, smaller offices, boutique firms and even solo practitioners get in on some of the action (see sidebar at the end of the article).
As elsewhere in the country, in Montreal good times are driven by the economy. But, like nowhere else in the country, the Montreal economy is driven by Quebec’s political climate. And so, for every real estate lawyer in Montreal, success means playing a unique political game, which involves walking the tightrope between the needs of private developers and the machinations of the provincial government and the all-powerful Caisse de dépôt et placement du Québec, also now known as CDP Capital.
Right now, times are good. Sort of. At least, as the real estate lawyers tell it, they have been much worse. The cranes and construction sites sprinkled throughout Old Montreal, along René-Lévesque (formerly Dorchester) Boulevard and outside the downtown core are a welcome sight after an absence of some 10 years. But most of those cranes are paid by the provincial government—or financed by its pension fund, the Caisse, which in the eyes of most Montrealers amounts to the same thing. And times used to be much better.
It was in the late 1970s and the 1980s that most of the buildings that define Montreal’s present downtown—with the exception of Place Ville-Marie, constructed between 1959 and 1962—went up. And it was in the 1960s that the men who would facilitate their construction came of age, in the decade that started with the Quiet Revolution and ended with the FLQ. But, this being Quebec, the roots of everything go back to 1763. That’s when New France was ceded to England and two classes of Montreal lawyer—the francophone and the anglophone—were formed.
Today, anglophone lawyers, no matter how fluent their French, know that “you won’t get work from the Caisse unless you’re a francophone.” Awareness of the importance of one’s mother language and ethnic make-up shaped legal careers in Montreal long before the Parti Québécois took power. Michael Levinson and Robert Godin, for example, both began their careers as notaries in the 1960s. But, as the mid-1960s became the late ’60s, they both started cramming for bar exams. For Levinson at least, the reason was linguistic.
“There was a bit of a recession in Montreal and there wasn’t a lot going on,” explains Levinson. “Part of it was due to the violence caused by the FLQ—people were concerned about investing—and in 1969, I became very concerned about my lack of mobility as a notary, being an Anglo in a very French profession. I thought I had to do something that made me more mobile, so that I could go to other parts of the country.”
As it turned out, Levinson didn’t go anywhere. His first major file as a real estate lawyer was “a dicey transaction” that involved the development of 2020 University, with Fasken Martineau’s Godin and Cheasley on the other side of the table. Then came the construction of Le Terrace (1801 McGill College), the first commercial condominium in Montreal. (“We didn’t really know what we were doing,” Levinson confesses. “But it seems to be working still.”) Then, the construction of 1501 McGill College and others. Levinson, Godin, Cheasley and their peers helped develop the landscape of downtown Montreal and pioneered some key real estate concepts. Before Quebec law permitted air rights deals, they successfully convinced the powers that be to permit an emphytéotique lease of a slab of concrete on top of the shopping centre to facilitate the construction of Le Terrace. In the construction of 1501 McGill College, an office tower perched atop the existing Eaton Centre, Levinson successfully transformed a cube of air into a lot.
“We argued that the only common elements, the columns, are already in place in the Eaton Centre, so all we would be doing is raising it. We knew exactly where they are, so we’re just going to be building a building on top of it. Hopefully what you will allow us to do is create a lot out of air. We said, here are the columns going through the air and we’re just going to put a roof on top of them and fill it in. And they said okay,” recalls Levinson. As a result, Levinson could announce, “Great. This is no longer air. Her Majesty the Queen has declared that this is now a lot.” He says, “I watched that building go up with trepidation,” admitting that he was stretching the legal point just a bit. “Every day I would look out my window and check is it going up? It’s still going up.”
Throughout the 1970s and 1980s, new development in Montreal was centralized along the new uptown core established by the construction of Place Ville-Marie in the early 1960s. The construction of Place Ville-Marie, to the north and west of the old Montreal financial district and the move of the Royal Bank of Canada from St. James (now St-Jacques) Street up to Place Ville-Marie was the beginning of the end for the financial district that was once the business centre of Canada.
The construction of McGill College Avenue in 1986, which created a wide boulevard between Place Ville-Marie and McGill College, complete with an unobstructed view of Mount Royal (a Cadillac Fairview project had threatened to close the street and block the view of the mountain, but Montrealers rebelled), cemented Place Ville-Marie’s position as the heart of the new downtown. The crop of new buildings that grew through the 1980s—the IBM Tower, Place Montreal Trust, the cathedral, 2000 McGill College, Place Mercantile and Tour McGill College among them—continued to go up around Place Ville-Marie, shifting the core of Montreal’s business and financial power northward and westward. Even the easternmost buildings—1100 René-Lévesque, 1250 René-Lévesque and 1000 de la Gauchetière (the latter the last two towers to go up before the recession hit)—were in close proximity to the new western centre. By the time Fasken Martineau leased offices in the Place Victoria, on St-Antoine Street in the mid-1980s, the once thriving southeastern area “resembled a war zone,” says Richard Clare. “It was all parking lots and old, abandoned buildings.” (“War zone may be a little strong,” cautions Claude Gendron, “but it was not well-developed.”)
Today, it’s full of new and refurbished buildings and new construction, a process started by the Caisse with its financing of the World Trade Centre (Centre de commerce mondial) in the late 1980s. The area is now one of the busiest in Montreal, with the construction of the Montreal headquarters of the Caisse, the extension of the Palais des Congrès de Montréal and the development of the Cité du Multimédia all taking place within a few blocks of each other.
The force behind this revitalization has, unquestionably, been the Caisse. “This area was under scrutiny by the Caisse. The Caisse wanted to link Old Montreal to the downtown area,” says Gendron, who has worked closely with the Caisse on its major real estate developments throughout his career and is intensely involved in the legal aspects of the development of Cité du Multimédia and the Caisse headquarters, as well as other Caisse real estate projects.
The Caisse’s entrance into Montreal’s real estate market was modest, a simple co-ownership agreement with the Westman Group of Companies in the Rothman Shopping Centre, a large mall in the then town of Mount Royal. “It was developed in the 1960s and it was bought over in the late 1970s with the idea to transform it into a two-storey enclosed mall,” explains Neil Bindman. But then, in the 1980s, interest rates soared. “It was impossible to borrow money at 20 per cent and make the economics go, so the developers of Rothman entered into negotiations with the Caisse to become joint venture partners.” The deal was successfully consummated, with a little real estate boutique firm by the name of Godin Raymond Harris & Thomas “acting for pretty much everybody involved in the transaction.”
If one firm could be said to define commercial real estate law in Montreal in the 1980s, that firm was probably Godin Raymond Harris & Thomas—later just Godin Raymond. Formed in 1980 as Montreal property development boomed by a group of real estate lawyers from Martineau Walker (one of the predecessor firms to Fasken Martineau), Godin Raymond “probably did 75 per cent of the major real estate transactions in Montreal,” according to Bindman, who spent 18 years with the firm. One of Godin Raymond’s best remembered accomplishments was setting up the SITQ Immobilier, the real estate arm of the Caisse.
At the close of the 1990s, prior to Martineau Walker’s merger with Fasken Campbell Godfrey in Toronto, most of the lawyers of Godin Raymond, including Robert Godin and Claude Gendron, returned to the fold. Some, like Bindman and his group, including Constantine Troulis, Nicole Cloutier, Myriam Sarrazin and Josée Lefebvre, went elsewhere (and then elsewhere again). Ironically, just as the formation of Godin Raymond had come on the heels of a boom in Montreal development, so its dissolution came as the city, under the guidance of the provincial government, was shaking off the stupor of the dreary 1990s.
“We have a lot of catching up to do. Toronto has had cranes for years,” says Pierre-André Themens, noting that until this current flurry of activity, property development in Montreal was at a virtual standstill since 1989. The recession of the early 1990s, compounded by the political uncertainty in Quebec, drove investors and head offices away and arrested new development. The depressed market led to American vulture pension funds such as Brazos swooping down and buying out foreclosures at bargain basement prices and purchasing non-performing loans from banks and other institutional lenders. It was at this time, too, that the real estate bar thinned out to its present numbers.
As explained by Themens, “In the 1980s, development was very good and a lot of people practised in the field. Then, when you had the tumble of real estate in the 1990s, very few people had the client base to hang on.” Those who survived and thrived, says Themens, have included himself, Stikeman Elliott’s Viateur Chénard, Ogilvy Renault’s John O’Connor, Neil Bindman and Michael Levinson.
As the economy picked up and real estate prices climbed out of the gutter, the vulture funds withdrew, turning their attention to Europe and Asia. And into the void stepped not new private investors, but the provincial government and the Caisse.
“In Montreal now, the major developer is the Caisse and its affiliates,” says Richard Clare. In the last decade, the city “lost a lot of private developers. The private money is not there.” Luckily for Montreal (and its real estate lawyers), the pockets of the Caisse, at $125 billion one of the largest pension funds in Canada, appear bottomless and the Parti Québécois provincial government is more than willing to pitch in. The $250 million Cité du Multimédia project is an example of what the two can achieve when acting in tandem.
“That was a very aggressive programme,” says Themens. “The Quebec government said, if high-tech companies move to that part of Montreal, we will subsidize their rents.” The subsidies are tied to an employment incentive: each tenant is eligible for a refundable tax credit of 25 per cent of each employee’s salary, up to $10,000 per employee in the Cité du Multimédia location. SITQ’s development partners in the project are SOLIM, the property development arm of the Fonds de solidarité FTQ and the Société de développement de Montreal, all three of which are now jointly represented by Claude Gendron at Faskens. Phases one through six of the $250 million project are now completed and 4,000 employees—that’s up to a whopping $40 million in subsidies—are working in the multi-building site. Phases seven and eight are scheduled to open, respectively, in 2002 and 2003.
Cité du Multimédia is just a stone’s throw away from Place Bonaventure, which had been purchased by Goldman Sachs from Great-West Life and Canada Lands at a low point in its life cycle: it was almost totally empty. Goldman Sachs had been predicting a turn-around in the Montreal economy and had a number of tenants lined up. Unfortunately, they had not factored in the government of Quebec and the allure of subsidies at Cité du Multimédia.
“The tenants who were so-called high-tech and were going to be in there were better advised to go down the block where they would get these wonderful subsidies and Goldman Sachs got stuck with a building that’s still very empty,” notes Richard Clare, who acted for Canada Lands in the sale of Place Bonaventure.
The Caisse’s diversification of its real estate portfolio is not limited to new development or the borders of Quebec. Through SITQ, the pension fund has also been acquiring property in Florida, North Carolina, Washington, D.C., New York, Colorado, Texas and elsewhere in the U.S. And, of course, in Montreal.
In 2000, the Caisse bought the Quebec and portions of the Ontario arms of the TrizecHahn real estate portfolio. The transaction, valued at some $900 million, included the sale of Place Ville-Marie, Montreal’s premiere A-class office space and definitive landmark. The transaction, incidentally, has been seen by some as the genesis of the merger between Davies Ward & Beck LLP in Toronto and Phillips & Vineberg in Montreal. Themens and a team from Phillips & Vineberg were acting for the Caisse, while Davies Ward’s Gregory Howard was on side for TrizecHahn. “I spent more time with Greg that year than I did with my wife,” quips Themens. A few months later, out came Davies Ward Phillips & Vineberg LLP.
As is generally the case with the Caisse’s actions, the motivation for its involvement in the Montreal market is as much political as it is economic. This, after all, is the Quebec kingmaker that has been known to go to dramatic lengths to keep Quebec companies and assets in Quebec. It was, after all, the Caisse’s deep pockets that thwarted Rogers Communications’ takeover of Le Groupe Vidéotron Ltée last year. Owning Place Ville-Marie, a Zeckendorf development that was one of the defining TrizecHahn landmarks, is a definite feather in its cap.
But it’s probably not as gratifying as its co-ownership of the Sun Life Building, once a bastion of Anglo money and power in Montreal. “When the PQ government got elected, the Sun Life people were not enamoured,” recalls Clare. “They moved the head office of Sun Life, which had always been in Montreal, to Toronto and they had a very poor relationship with the Quebec government as a result of that at the time.” The Sun Life Building, no longer head office but still an important Montreal landmark, defiantly sported the Canadian flag and only the Canadian flag in PQ Quebec. Today, the Caisse is a 50 per cent owner of the building, which it purchased for $63.75 million in 2000. And where there used to be one flag, there are now three. The Canadian flag remains, but it’s flanked on either side by the flag of the City of Montreal and the Province of Quebec flags.
The role taken by the Caisse and the provincial and municipal governments in jump-starting new construction in Montreal’s downtown core is controversial. Although it created jobs simply by virtue of creating new projects, it has also fomented the belief, as Levinson puts it, “If you’re not a friend of the Parti Québécois, you don’t get the work.” The jury is still out as to whether the government inducements are attracting new tenants to Montreal or merely shuffling old ones around, particularly given the recent downturn in the high-tech sector.
Neither the technology sector downturn nor the furor raised over the Cité du Multimédia subsidies prevented the provincial government from initiating another new development and offering those same subsidies to the prospective tenants of Cité du commerce électronique—the new six tower E-Commerce Building, the first tower of which is now under construction. Mandated by the Quebec government, the project was initially a three-way joint venture among the AXOR Group, Canderel Management Inc. and the Mouvement Desjardins. AXOR and Canderel remain involved in construction and management, respectively, but E-Commerce is now totally a Mouvement Desjardins project, which is represented by Claude Gendron at Faskens.
Gendron is as excited about the E-Commerce project as he is about the erection of the Caisse’s new headquarters—in both of these endeavours he is “representing just about everyone.” Other players are less enthusiastic. One Montreal lawyer declines to call E-Commerce “a real project” because it is so government driven. He is not alone.
Harry Platter, vice-president of real estate development and business financing of the Desjardins-Laurentian Financial Corporation, has repeatedly had to defend the raison d’être of the project in public. “The major objective of the project is to attract companies from outside the Quebec region to locate here in Montreal. The name of the game is ‘job creation’ within the E-Commerce sector of Montreal.”
Michael Levinson had been asked by a private development client to represent a group of owners who wanted to take on the provincial government in this matter. “Owners of the Sun Life Building, 1501 McGill College and 800 René-Lévesque said, ‘what is this going to do to tenants in our buildings? Are they going to be attracted by (these subsidies), are they going to be lured away, are we going to have to deal with more vacant space?’” says Levinson. “They wanted me to represent them to try to stop the E-Commerce project from going ahead.” Unfortunately, Levinson had a conflict: he’s representing the CGI Group, which, pleased with the subsidies, is going to take up the majority of the 500,000 square feet in the first E-Commerce tower. The file went elsewhere, but it went nowhere. Could it have been because the Caisse now owns half of the Sun Life Building?
“The Caisse is all-powerful,” is how Richard Clare characterizes the situation. “Take it from a tenant point of view. The Caisse owns the World Trade Centre. They own a half interest in Place Victoria, they own a half interest in the Sun Life Building, they own just about all of Place Ville-Marie. As a tenant, if you are negotiating your lease, you can’t play one off against the other.”
Professionally, too, “Today, everyone who works in real estate, works with the Caisse in some way,” says Clare. Through subsidiaries such as SITQ, Cadim, Ivanhoe Cambridge (it acquired Ivanhoe for more than $1 billion in the 1980s), the Caisse is a power to be reckoned with and a much sought-after client, which is willing to spread its work around.
Several of the major Montreal law firms do work for the Caisse and others vie for those lucrative case files, frequently awarded on a transactional basis. As one real estate industry observer outside the legal profession sarcastically notes: “Firms and businesses in Montreal run after the Caisse with their tongues hanging out and their dicks at half mast.” Sometimes, they trip over one another and the situation lends itself to frequent conflicts of interest. More than one lawyer in Montreal has gained a private development or tenant client solely because he is “untainted” by working with the Caisse.
But although they may grumble privately, in public “We speak kindly about the Caisse,” smiles Clare. “I speak kindly about the Caisse, even though my private development clients would probably appreciate it if I didn’t.”
Pervasive though the presence of the Caisse in the Montreal marketplace is, it is simply an amplification of a world-wide trend. “Pension funds have a tremendous role in real estate now,” says Bindman and his colleagues agree. “Every large development company now belongs to a pension fund,” says Themens. “OMERS, Teachers’, Caisse de dépôt, foreigns who have come in—all sorts. And it’s too early to tell the impact of what’s going to happen in terms of risk-taking and creativity, but marketplace wise, they’ve made a huge impact.” Just as the Caisse bought out parts of TrizecHahn, Ontario Teachers’ Pension Fund now owns Cadillac Fairview Corporation while OMERS just bought out Oxford Properties Group Inc.
Although it’s easy to overlook them because of the higher profile of the Caisse, Montreal is seeing more activity from non-Canadian pension funds and investors. “There are several Israeli groups who have been very active in Montreal in the last six months,” notes Bindman. “They have probably been the major buyers of Montreal real estate over the last six to eight months.” Themens is acting for one such group right now, which is buying in Montreal in order to diversify its investment portfolio.
Along with the pension funds have come changes to real estate financings. While securitizations and structured finance deals are not as common here as they are in London or New York, mortgage-backed securities and securitizations of pools of mortgages are now common. Issuing a pool of securities spreads the risk somewhat for lenders, who are now betting their loan money in a much more complex game.
“Real estate is not just buying and selling a property,” says Bindman. “Real estate is about setting up a joint venture…. Instead of building a company, some companies buy a building, but buying a building worth $300 or $400 million is the same type of transaction as buying a company. You have joint venture agreements, you have major leases, title issues.”
And you have way more involvement from the lenders. “Fifteen years ago, developers would get a loan, pay their interest, pay back their loan and get on with their lives. That doesn’t happen anymore,” says Themens. “Right now, financial institutions want a bigger return and therefore are willing to take bigger risks. They themselves take equity in the deal.” The lesson taught by the foreclosures of the 1990s was not lost on the banks. “Lenders are not stupid. They started saying ‘if we have to take a risk on the downside, I might as well take some of the upside.’ They’re a lot more prepared to take a more active part.” For the lawyers, “It makes it more complicated and more fun.”
But it can also, in some situations, hamper the lawyer’s creativity. According to Richard Clare, “A lot of the financings are structured so that the financial institution can later sell its loan—securitize the loan, as a mortgage-backed security. So in the financing, there’s less flexibility, because they have standardized their documentation. Whereas [in the past], an institution could be flexible, there’s less flexibility now.”
This change in attitude towards project financing means, for Clare, that even at the peak of the current wave of growth, the boom did not approach the growth of the 1980s. “The money is very tight. The reason why you don’t see that many new projects is that you need very strong leases before a financial institution will finance a developer. They don’t do buildings on speculation. The thing that’s really changed is that people are tighter with their money and aren’t so willing to take risks.”
For Levinson, the most significant change his three decades in practice have witnessed is the sophistication of the lawyers involved. “We’ve learned a thing or two in the last 15, 20 years,” he says. And the players have changed too. “It seems to me that I was involved in most of the big deals—I look at the city, at all the new buildings [that went up in the 1970s and the 1980s] and one way or another I was involved in almost every one of them,” says Levinson. “Today, I’m not.”
“Except for government-sponsored projects, there’s no big development projects in Montreal right now,” says Levinson. “You see cranes, but the cranes that you see are primarily on government-sponsored projects. I must confess with what happened on September 11th and with the continual political uncertainty of Quebec, I’m not terribly confident that we’re in for a big boom soon.”
Gendron is more sanguine. He’s never been busier. For Claude Gendron, real estate law in Montreal is a profitable enterprise, even when fortunes ebb, as they appear to have been since the summer and since September 11. “When there’s a recession, different players come into play. If the interest rates are low, some developers will say well, now’s the right time to do a few transactions, so let’s buy that building, because we can secure a loan at a low price. If the market is booming and you have new people coming into town, some developers will say now’s a good time to build a new building, because there are new people to lease it to. When the market is going slower, you have a number of players who are interested.” The trick is to be able to work both sides of the street.
Marzena Czarnecka is a Lexpert staff writer.
Montreal Property Transaction
Highlights 2000/2001
[or, how the Caisse bought Montreal]
Sun Life Building
Caisse subsidiary SITQ became a co-owner of the Sun Life Building in a $63.725 million transaction. Richard Clare of Fasken Martineau quarterbacked the deal for Sun Life, while Rita Lc de Santis of Davies Ward Phillips & Vineberg tackled the work for SITQ. (This being a Caisse transaction, no lenders needed to be involved.)
The New Y
Montreal’s YMCA bought and sold the dilapidated Drummond Tower project to finance the development of its new building and redevelopment of its old building in a transaction currently valued at $14 million and expected to rise to about $40 million. Representing the Y is Richard Clare of Fasken Martineau. Acting for the lenders, the National Bank of Canada and the Laurentian Bank, is Marc Rubin of de Grandpré Chait. Glen Bowman of Heenan Blaikie represented the Bank of Montreal in the emphytéotique lease. Drummond Towers was sold to developers René LePin, represented by solo practitioner Serge LaFlamme, and Cadim, represented by Jean Proulx of Gascon & Associés. Cadim is a subsidiary of the Caisse.
Eaton Store Redevelopment
Denis Paquin of Fasken Martineau represented the Caisse’s subsidiary Ivanhoe Cambridge in its $34 million purchase of the Eaton Store from the bankrupt’s trustees, who were represented by the Toronto office of Oslers. Subsequent and ongoing development of the store, including leasing and financing, is being handled within the Caisse.
Place Ville-Marie and the
TrizecHahn Portfolio
Caisse subsidiary SITQ acquired the Quebec arm and portions of the Ontario arm of the TrizecHahn real estate portfolio, including Montreal landmark Place Ville-Marie, in a transaction valued at $900 million. Pierre-André Themens of the former Phillips & Vineberg represented SITQ, while Gregory Howard of the former Davies Ward & Beck represented TrizecHahn.
Cité du Multimédia
The $250 million, eight-phase Cité du Multimédia is being developed through a joint venture by SITQ (37.5 per cent), SOLIM, the property development arm of the Fonds de solidarité FTQ (37.5 per cent) and the société de développement de Montréal (25 per cent). Pierre-André Themens of Davies Ward Phillips & Vineberg represented SITQ in structuring the initial financing. Claude Gendron of Fasken Martineau is currently representing all three developers. Interim financing was provided by Hypothèques CDPQ, the mortgage-lending arm of the Caisse, which was represented in the transaction by Robert Tessier of Pouliot Mercure. Long-term financing was provided by the Toronto-Dominion Bank of Canada and the Laurentian Bank, both of which were represented by Jean Proulx of Gascon & Associés. Additional assistance to the developers in negotiating with the government of Quebec was provided by Luc Mercier of Mercier Leduc.
Caisse de dépôt et placement
du Québec Montreal headquarters
The Caisse is building a new Montreal head office in the old financial district. Claude Gendron of Fasken Martineau is acting for virtually all the parties involved in the $120 million, 630,000 square foot project. He is also representing the Quartier international de Montréal, a group of area developers, owners and other stakeholders, in the $60 million development of the streets and exteriors in the area around the new Caisse headquarters, the World Trade Centre (also owned by the Caisse), and the Palais de Congrès. The real estate investment expected to result from the Quartier international de Montréal’s activity is estimated at $1 billion.
Cité du commerce électronique
Still in its initial stages, the E-Commerce Building is being developed by the Mouvement Desjardins, which is represented by Claude Gendron of Fasken Martineau. Financing is provided by the Desjardins-Laurentian Financial Corporation. Phase I, now under construction, is set for “delivery” in spring 2003. Expected costs of the project are undisclosed. The major and possibly exclusive tenant for the first tower is the
Lawyer(s)
Pierre-André Themens
Richard J. Clare
Michael D. Levinson
Robert P. Godin
C. Stephen Cheasley
Claude Gendron
Constantine Troulis
Nicole Cloutier
Myriam Sarrazin
Josée Lefebvre
Viateur Chénard
Firm(s)
Davies Ward Phillips & Vineberg LLP
Fasken Martineau DuMoulin LLP
Osler, Hoskin & Harcourt LLP
McCarthy Tétrault LLP
Blake, Cassels & Graydon LLP
Borden Ladner Gervais LLP (BLG)
Gowling WLG
Fed. des caisses popul Desjardins du Que
Norton Rose Fulbright Canada LLP
Stikeman Elliott LLP
Place Ville-Marie
Royal Bank of Canada - RBC Law Group
Cadillac Fairview Corporation Limited (The)
Palais de Congres de Montreal
Cite Multimedia
Westman Communications Group
SITQ Immobilier Inc.
Goldman Sachs & Co.
Rogers Communications Inc.
Groupe Axor Inc.
Palais de Congres de Montreal
CGI Group Inc.
CDP Capital - Real Estate Advisory
OMERS Administration Corporation
Teachers' Merchant Bank
Ontario Teachers' Pension Plan Board