On May 19, 2006, Terasen Inc., a wholly owned subsidiary of Kinder Morgan, Inc., completed the sale of Terasen Water and Utility Services (TWUS) and its affiliated companies to a consortium led by CAI Capital Management Co., in partnership with British Columbia Investment Management Corporation, and the existing management team of TWUS for approximately $125 million.
TWUS is a leading utility infrastructure provider of products and services in Canada and the United States, active in the water, wastewater and energy sectors. Headquartered in Vancouver, BC, TWUS designs, builds, manages and supplies community utility infrastructure, including the pipes, valves, fittings, and systems that treat and transport water and wastewater. Kinder Morgan, Inc. is a leading North American energy transportation, storage and distribution company with approximately 40,000 miles of natural gas and products pipelines, 1.1 million natural gas distribution customers and 150 terminals. Kinder Morgan, Inc. owns the general partner interest of Kinder Morgan Energy Partners, L.P., one of the largest publicly traded pipeline limited partnerships in the United States. Combined, the two companies have an enterprise value of over $35 billion. Blake, Cassels & Graydon LLP represented Kinder Morgan, Inc. in Canada with a team that included Mungo Hardwicke-Brown, Sabeen Sheikh and Selina Lee-Andersen (corporate), Brian Thiessen (employment), Caroline Helbronner, Paul Dimitriadis and Scott Sweatman (pensions), Ed Gill and Ted Thiessen (tax), Alana Slager and Caroline Findlay (regulatory), and Craig Thorburn (M&A/regulatory). Greg Bopp (tax) and Scott Sanders (employment/pensions) of Bracewell & Giuliani LLP represented Kinder Morgan, Inc. in the US.
The purchasers were represented by project counsel Candy Saga of Farris, Vaughan, Wills & Murphy LLP in Vancouver, with a team that included Jason Sutherland and Brooke Harley (corporate) and Geoffrey Lewis (employment and pensions). CAI Capital Management Co. was represented by Simon Romano of Stikeman Elliott LLP in Toronto.
British Columbia Investment Management Corporation was represented by Jonathan McCullough and James Beeby of McCullough O'Connor Irwin LLP in Vancouver. The management team was represented by Peter Mogan of the Access Law Group in Vancouver, and the lenders were represented by Michael Kalef and Leslie Tucker of Koffman Kalef in Vancouver. The purchasers retained Reinhold Krahn of the Vancouver office of Lawson Lundell LLP for tax advice and Michael Bennett, Ira Cooper (corporate) and David Izett (regulatory) of the Calgary office of McCarthy Tétrault LLP for advice on Alberta matters. Heather Grahame, Don Edwards and Ryan Fortson of Dorsey & Whitney LLP secured regulatory approvals in Alaska, and Jeff Peterson and Carolyn Heyman-Layne of Dorsey & Whitney LLP provided US corporate law advice.