Gordie Howe International Bridge Project achieves financial close

On September 28, 2018, Windsor-Detroit Bridge Authority, a Crown corporation of the Government of Canada, reached financial close with Bridging North America General Partnership (a partnership indirectly held by ACS Infrastructure Canada Inc., Fluor Canada Ltd. and Aecon Concessions, a division of Aecon Construction Group Inc.) for the design, construction, financing, operations, maintenance and rehabilitation of the Gordie Howe International Bridge Project, a new publicly-owned international bridge crossing between Windsor, Ont., and Detroit, Michigan. The Gordie Howe International Bridge Project is the largest and most ambitious bi-national infrastructure project along the Canada-United States border.

The fixed-price contract for the project, which includes the longest cable-stayed bridge span in North America (and one of the longest in the world), two port of entry facilities on each side of the Canada-United States border and the Highway I-75 interchange in Detroit, is valued at $5.7 billion (nominal value). The project is being constructed by BNA Constructors Canada GP, the partners of which are Dragados Canada, Inc., Fluor Canada Ltd. and Aecon Infrastructure Management Inc. Once completed it will be operated and maintained by BNA O&M General Partnership, a partnership indirectly held by ACS Infrastructure Canada Inc., Fluor Canada Ltd. and Aecon Concessions, a division of Aecon Construction Group Inc. The project is also being designed by AECOM Canada Limited.

Construction on the project began on October 5, 2018, with the bridge expected to be in service by the end of 2024. Financing for the project is being provided through the issuance of medium and long term bonds underwritten by RBC Dominion Securities Inc. and HSBC Securities (Canada) Inc., as well as a short term credit facility and hedging program provided by Fédération des caisses Desjardins du Québec, HSBC Bank Canada, Mizuho Bank, Ltd., Royal Bank of Canada and The Toronto-Dominion Bank.

Windsor-Detroit Bridge Authority and Her Majesty the Queen in Right of Canada were represented by Fasken Martineau DuMoulin LLP with a team led by Tom Barlow and Brian Kelsall, that included Doug R. Scott, Barbara Miller, Ella Plotkin, Sean Morley, Kathleen Butterfield, Marc Lefler, Louise Kennedy and Zackary Burashko, together with Alison Lacy, Clifford Sosnow, Neil Smiley, Rosalind Cooper, Christopher Steeves, Sean Stevens, Paul Casuccio, Daniel Fabiano, Gordon Hunter, Scott Ma and others. Windsor-Detroit Bridge Authority was led in-house by Vicky Tuquero and Kathleen Roberts. Advice on US law matters was provided by Warner Norcross + Judd LLP with a team that included Timothy Horner and Charlie Goode.

Bridging North America General Partnership and BNA O&M General Partnership were led in-house by Marc Aron, Chief Legal Officer, Mark Platteel, General Counsel, Greg Walters, Vice President, Legal and Meno Tessema, Associate Vice President, Legal for ACS, by Steven Pascoe, VP Law for Fluor and by Yonni Fushman, Executive Vice President & Chief Legal Officer for Aecon.

Blake, Cassels & Graydon LLP acted as counsel to Project Co. with a team that included Catherine Doyle, Mark Johnson, Aaron Palmer, Kathleen Penny, Samantha Rossman and Catherine Youdan, together with Christine Ferguson, Chris Flood, Robert Frazer, Laura Gagnon, Megan Shaw, Aletha Utley, Jon Viner and Joe Zed. Advice as to US securities law matters was provided by Skadden, Arps, Slate, Meagher & Flom LLP with a team that included Riccardo Leofanti and Annabelle Gardere.

BNA Constructors Canada GP was represented in house by Adam Brody, General Counsel for Dragados Canada Inc., Jonathan van Ginhoven, Senior Counsel for Fluor and Patricia Skringer , Director, Operations Legal – East for Aecon, with support from DLA Piper (Canada) LLP with a team that included Andrew Burton, Elizabeth Mayer and Natasha Rana.

The underwriters, lenders and hedge providers were represented by McCarthy Tétrault LLP with a team that included Linda Brown, Morgan Troke, Samantha Cunliffe, Liezl Behm, Ailbish Skinner and Brianne Paulin.

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