Windsor-Essex Parkway Deal Closes

On December 17, 2010, Infrastructure Ontario and the Ontario Ministry of Transportation (“MTO”) announced that the Windsor Essex Mobility Group GP (“WEMG”) reached financial close and signed a fixed-price Design Build Finance Maintain (“DBFM”) contract with the province.

WEMG will design, build and finance the 11-kilometre Windsor-Essex Parkway, and maintain it for a term of 30 years. This is the first civil infrastructure project to be done in Ontario using the PPP model. With a contract price of approximately $2.2 billion nominal value and $1.4 billion net present value, it is also the largest PPP deal ever done in Ontario and is, to date, the fastest project to reach financial close from the date from announcement of preferred proponent (in six weeks).

RBC Dominion Securities acted as financial advisor to the winning consortium (comprising ACS Infrastructure Canada, Acciona Concessions Canada and Fluor Canada as equal equity partners). The more than $1-billion senior debt facility was split into two tranches (a short term construction facility and a long-term 30-year facility) with 10 international banks acting as MLAs and bookrunners. The 10 banks providing the senior debt financing were Banco Espanol de Credito, BNP Paribas, BTMU, Caja Madrid, Crédit Agricole, Dexia, ING Capital, Banco Santander, Société Générale, and WestLB. Dexia New York Branch acted as administrative agent. BNP Paribas, Crédit Agricole, Dexia and Société Générale also acted as hedge fronting banks.

Infrastructure Ontario was represented in-house by Tariq Taherbhai and Eric Tilley. MTO was represented in-house by Ross Flowers and Richard Di Mauro. A team from Stikeman Elliott LLP that comprised Lewis Smith, Dana Porter, Erik Richer La Flèche, Ruth Elnekave, Andy Gibbons and Neil Shapiro represented Infrastructure Ontario and the MTO.

Torys LLP represented WEMG with a team that included Mark Bain, Scott Kraag, Daniel Ford, Tara Mackay, Christopher Fowles, Sabrina Gherbaz, Alison Lacy, Dennis Mahony, John Tobin and Josh Van Deurzen.

Fasken Martineau DuMoulin LLP represented the senior lenders with a team that was led by Brian Kelsall and Ella Plotkin and included Jon Holmstrom, Sean Morley, Kevin Clinton, Lisa Marcuzzi and Marc Lefler. Gowling Lafleur Henderson LLP represented the Junior Lenders with a team that was led by Luc Lissoir and David Kierans and included Marie-France Béland and Carine Taza.