Transcanada Completes Midstream Devestitures

TransCanada PipeLines Limited (TransCanada), through a number of subsidiaries operating under the TransCanada Midstream trade name, completed the sale of a sizable portfolio of natural gas gathering and processing assets located in Western Canada in September, 2000. These dispositions, which generated sale proceeds of approximately $405 million, were an important part of TransCanada’s announced divestiture of approximately $3.45 billion of non-core assets. Also marked for divestiture were all of the company’s international assets, its natural gas liquids extraction and fractionation business, its carbon black operations and its interest in the Express crude oil pipeline system.

This phase of TransCanada’s divestiture program required 17 separate asset sale transactions involving extensive gas gathering and processing infrastructure in Alberta, British Columbia and Saskatchewan. A variety of Canadian and American purchasers acquired the assets, including AltaGas Services Inc., Canadian Midstream Services Ltd., Coastal Canada Field Services Limited Partnership, Duke Energy Midstream Services Canada Ltd., Midcoast Canada Operating Corporation, Mobil Oil Canada, Phillips Petroleum Company Western Hemisphere, Talisman Energy Inc. and VISTA Midstream Solutions Ltd. Several of the transactions required approvals from one or more of Investment Canada, the Competition Bureau and the National Energy Board.

Miller Thomson LLP’s Calgary team of Richard Gushue and Bryan Ede, assisted on certain Competition Act issues by Andrew Roman with the firm’s Toronto office, worked closely with TransCanada Midstream’s divestiture team, which was led by Richard Gateman (Vice-President, Corporate Development) and Douglas White (Director, Corporate Development), to complete the negotiation and closing of all the individual transactions in this phase of TransCanada’s divestiture program.

Acting for the purchasers on this series of transactions were the following counsel. Representing AltaGas Services Inc. were General Counsel Dennis Dawson and Tom O’Sullivan along with a team from Stikeman Elliott’s Calgary office comprised of Bradley Grant, Frederick Erickson and Steve Goltz. Midstream Services Ltd. was represented by Robert Depoe of McCarthy Tétrault. In-house counsel Daniel LeFort, assisted by Terrance Hughes of Macleod Dixon LLP, acted for Coastal Canada Field Services Limited Partnership. Duke Energy Midstream Services Canada Ltd. was represented by Assistant General Counsel Anne Weber and by Donald MacDiarmid of Bennett Jones LLP.

Allan Nielsen of Borden Ladner Gervais LLP acted for Midcoast Canada Operating Corporation. Legal consultant Gordon Haun represented Phillips Petroleum Company Western Hemisphere. Representing Talisman Energy Inc. were in-house counsel David Holub and Terrance Hughes of Macleod Dixon.
Acting for VISTA Midstream Solutions Ltd. was Michael Black of Ballem MacInnes LLP. Gordon Adams of Parlee McLaws acted for an undisclosed purchaser, and Frederick Dent of Dunphy Best Blocksom represented an undisclosed group of purchasers.


Terrance M. Hughes Richard L. G. Gushue Allan D. Nielsen Andrew J. Roman Bradley B. Grant Michael J. Black G. Frederick Erickson Frederick W. Dent Bryan R. Ede Robert N. Depoe Donald G. MacDiarmid