CDPQ Infra completes structuring and procurement of REM project

CDPQ Infra Inc., a subsidiary of Caisse de dépôt et placement du Québec, announced on April 12, 2018, that construction of the Réseau express métropolitain (REM) project, an automated light-rail transportation system in the greater Montréal area, has officially started. The project comprises 67 kilometres of railway and 26 stations and, once complete, will be one of the largest automated transportation system in the world.

For the greater Montréal area, the REM also represents the largest public transportation infrastructure since the metro was inaugurated in 1966. Instead of a standard P3 project, where a private consortium participates as a source of project financing and is responsible for project construction and operation, this will constitute Québec’s first “public-public” partnership project as CDPQ Infra Inc. is simultaneously the owner and the primary investor and will delegate the construction works and operation to private partners.

CDPQ Infra Inc. was represented by in-house counsel Michèle Beauchamp and Thomas Lavier.

Norton Rose Fulbright Canada LLP advised CDPQ Infra Inc. on the legal and tax structuring and the contractual aspects of the project including the agreements with the various levels of government and the relevant transit authorities as well as the procurement of the engineering and construction services and the rolling stock, systems and long-term management services.

The Norton Rose Fulbright team was led by Robert Borduas, and Alain Ricard and Mario Caron, and included Jules Charette, Éric Dunberry, Jean-Nicolas Prévost, Andres Garin, Catherine Martel, Melissa Devost, Miguel Manzano, Jean Piette, Louis Roy, Antoine Desroches, François Côté, Patrick Galizia, Thierry Dorval, Claudia Déry, Charles Foucreault, Martin Valasek, Danièle Boutet, Catherine Daigle, Louis Gratton, Jean-Charles René, Michèle Friel, Marie-André Thibault, Jean-Christophe Martel, Vincent Filiatrault, Marilyne Rougeau, Renée Loiselle, Lady Africa Sheppard, Pierre-Olivier Tremblay, Thomas Charest-Girard, Rachel Lesmerises, Charles-Antoine Péladeau and Alexa Biscaro; as well as the translation team including Hélène Bourque, Jacqueline El Haddad, Adriana Fioriello and Sophie Kilburn.

Lavery, de Billy, L.L.P. advised CDPQ Infra Inc. on real estate, transactional, governance, procurement and regulatory aspects of the project including the acquisition of infrastructure and real estate assets and the logistics and services agreements with transportation companies. The Lavery team was comprised of Jean-Sébastien Desroches, Louis-Martin Dubé, André Vautour, Philippe Tremblay, Bruno Verdon, Guillaume Lavoie, Isabelle Richard, Audrey-Julie Dallaire, Tereza Kristic, Laurence Bich-Carrière, Jules Brière, Carole Gélinas, Mathieu Cantin, Marie-Lou Beaumont and Sonia Rasquinha.

The two consortia selected respectively for the engineering, procurement and construction of the project and the supplying of rolling stock, systems and operation and maintenance services are NouvLR General Partnership and Groupe de partenaires pour la mobilité des Montréalais (PMM). The partners of NouvLR General Partnership are SNC-Lavalin Grands Projets Inc., Dragados Canada, Inc., Groupe Aecon Québec Ltée, Pomerleau Inc. and EBC Inc., and the members of the PMM consortium are Alstom Transport Canada Inc. and SNC-Lavalin Opérations & Maintenance Inc.

NouvLR’s partners were represented by in-house counsels Hannelie Stockenstrom, Nicholeta Panousis and Claudia Deschamps (SNC-Lavalin Grands Projets Inc), Patrick Dolan and Julia Tirabasso (Dragados Canada Inc.), Rémi Tremblay (Groupe Aecon Québec Ltée), Benoit Mallette (Pomerleau Inc.) as well as Xavier Lafontaine and Karine Cormier (EBC Inc.).

NouvLR was represented by Borden Ladner Gervais LLP with a team led by John Godber and Doug Sanders and included Pascale Dionne, Patricia Galella, Gabriel Lefebvre and François Nolet-Lévesque.

PMM was represented by in-house counsel Astrid Stumpf, Françoise Bacrie, Philippe Archambault and Naomi Sarna and externally by Davies Ward Phillips & Vineberg LLP with a team comprised of William Rosenberg, Gregory Southam, David White, Joseph Jarjour, Florence Simard and Xavier Plamondon.

The Government of Québec was represented by a team of in-house counsel including Charles Côté, Jérôme Paradis, Cathy Bédard, Marie-Michèle Desrochers, François Girard, Jean-François Lord, Lise Proulx and Kathtleen Laroche, completed by Julie Gagnon of Société québécoise des infrastructures.

The team was assisted by Stein Monast L.L.P., with a team comprised of Michel Demers and Vincent Girard.

The Autorité régionale de transport métropolitain (ARTM) was represented by Nicolas Leblanc of Fasken Martineau DuMoulin LLP. ARTM oversees metropolitan public transit and is responsible for integrating the REM within the Great Montréal Area’s transit network. The agreement governing this integration includes the payment mechanism for the transport services provided by the REM and the provisions governing the public transit services transporting commuter to and from the REM stations. Fasken advised ARTM with respect to the integration agreement, the purchase of certain ancillary assets, as well as certain financial contributions to the REM project by ARTM, including the remittance of proceeds of a public transit royalty to finance a portion of the REM.

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