On May 27, 2011, a subsidiary of AbitibiBowater Inc., a global leader in newsprint and commercial printing papers and a major producer of wood products, and Caisse de dépôt et placement du Québec, sold their respective interests in ACH Limited Partnership to a consortium formed by a major Canadian institutional investor and BluEarth Renewables Inc., a Canadian private company focused on commercial scale renewable energy. ACH was created by Abitibi in 2007 to own eight Ontario hydroelectric generation facilities with an aggregate capacity of approximately 131 MW. The agreement values the facilities at approximately $640 million. As part of the transaction, ACH LP maintained its outstanding term loan with the Caisse with a face value of $250 million, obtained working capital financing from The Toronto-Dominion Bank, and entered into a long-term power purchase agreement with an Abitibi subsidiary.
In-house counsel, Alice Minville, headed the transaction for AbitibiBowater and was assisted by external counsel Davies Ward Phillips & Vineberg LLP and McCarthy Tétrault LLP. The Davies M&A team was led by Janet Ferrier with Diana Lyrintzis and Trevor Rowles (corporate/commercial); Donald Stanbury and Gabriella Lombardi (real estate); Mark Katz (competition) and Alexandria Pike (environmental). The McCarthy Tétrault energy/regulatory team was led by Seán O'Neill with Marc Dorion, QC, and Daniel Bornstein (energy/commercial); George Vegh and Kristyn Annis (energy/regulatory) and Tom Isaac and Geoff Hall (First Nations). The Caisse de dépôt et placement du Québec was represented by Robert Côté, Vice-President, Legal Affairs, Private Equity, and by Lavery, de Billy L.L.P.'s Gérard Coulombe and Jean-Sébastien Desroches of in connection with the sale.
The consortium comprising a major Canadian institutional investor and BluEarth Renewables Inc. was advised by Blake, Cassels & Graydon LLP, with a team led by Philippe Bourassa, with Bryson Stokes (corporate/commercial/energy), Doug Robertson and Patrick Menda (corporate/commercial); Leslie Wong and Sharon Wong (energy/regulatory); John Hutmacher and Larry Winton (real estate); Ben Jetten (First Nations); Jason Gudofsky and Cassandra Brown (competition); Marc-Antoine La Rochelle (financing) and Jonathan Kahn (environmental).
Etienne Massicotte and Maxime Laverdière of Osler, Hoskin & Harcourt LLP acted on behalf of The Toronto-Dominion Bank on the working capital financing.
Julie Tremblay, Senior Legal Counsel, Financial Market at the Caisse was assisted by Richard O'Doherty and Thomas Lavier from McCarthy Tétrault LLP in connection with the term loan.