EPCOR and TransAlta Complete Joint Venture Arrangement

Edmonton-based EPCOR Utilities Inc. and Calgary-based TransAlta Corporation completed a joint venture arrangement under which TransAlta will spend approximately $395 million to acquire a 50 per cent interest in EPCOR’s Genesee Phase 3 project, a 450 megawatt coal-fired generation plant currently being constructed near Edmonton. The transaction closed on January 13, 2003, with the payment by TransAlta to EPCOR of $157 million for costs incurred to date.

As part of the transaction, EPCOR obtained an option to purchase a 50 per cent interest in TransAlta’s Centennial 1 project, a proposed 450 megawatt coal-fired generation project, also near Edmonton, and the option to purchase a 50 per cent interest in TransAlta’s Sarnia regional cogeneration plant in Ontario.

Fraser Milner Casgrain LLP acted for EPCOR under the direction of David Wright, Q.C., executive vice-president and general counsel, EPCOR. The FMC team included Robert Roth, Gordon Salembier and Colleen Cebuliak (corporate), Barry Zalmanowitz (competition) and Lloyd Lutic (real estate) in Edmonton and Bill Jenkins, Bill Gilliland and Graham Jones (corporate) in Calgary.

TransAlta was represented by in-house counsel Ron Daschle and Cynthia Mintz, under the direction of Ken Stickland, executive vice-president, legal. TransAlta was assisted by Lorne Salzman, and Kathyrn Khamsi (competition), Don Todesco (energy), Richard Shaw, Q.C., and Lyle Yuzdepski (corporate finance and mergers and acquisitions) of McCarthy Tétrault LLP.