Our Public-Private Infrastructure Projects Group

The Borden Ladner Gervais LLP (BLG) Public-Private Infrastructure Projects Group’s experience, knowledge and skill can meet all legal needs and create innovative solutions relating to public infrastructure projects.  Our group has played a leading role in the development and implementation of public-private partnerships across a broad spectrum of public infrastructure projects throughout Canada including health care, transportation, water and wastewater utilities, energy and other public-private ventures and public undertakings.

The Borden Ladner Gervais LLP Team

The BLG Public-Private Infrastructure Projects Group has a well-earned reputation as an industry leader in providing legal advice to developers, financiers, governments, government agencies and not-for-profit public owners in all aspects of infrastructure projects, including public-private partnerships.

Our Public-Private Infrastructure Projects Group includes specialists with expertise in the following areas:

• Complex transaction and tax planning
• Joint venture and consortiums
• Public and private procurement processes
• Negotiating and drafting complex concession agreements
• Engineering and construction contracts
• Project financing
• Site acquisition and zone development issues
• Labour and employment matters
• Regulatory matters (including project approvals, environmental and other)
• Public policy development
• Advocacy
• First Nations matters

Experience, Service and Innovation

With offices across Canada, the BLG Public-Private Infrastructure Projects Group can draw on the expertise and resources of more than 750 lawyers and other professionals.

Establishing partnerships between government and private enterprise demands a unique combination of legal experience and intimate knowledge of government institutions and public policy processes.  The BLG Public-Private Infrastructure Projects Group has acted for federal, provincial and municipal governments, private companies and financial institutions to establish innovative public-private transactions. 

Our extensive and deep contacts within all levels of government have been instrumental in shaping restructuring policy frameworks for the country’s energy, water and hospital infrastructure.

BLG has assisted clients on a wide variety of local, national and international public-private projects ranging from cost efficient outsourcing and service agreements, innovative and tax effective infrastructure financing arrangements, alternative service delivery arrangements as well as large scale privatizations and restructurings.  BLG lawyers have been involved in every aspect of these projects from assisting with the identification of potential partners, the development and implementation of RFP and RFQ processes, providing advice on all relevant legal issues, including regulatory and tax matters, and the negotiation and preparation of definitive agreements to document the ultimate relationship. 

Leading Infrastructure Development

The BLG Public-Private Infrastructure Projects Group has played a crucial role in some of Canada’s most important public infrastructure projects, including:

Transportation Sector

• Sea to Sky Highway - Acted for UK and French lenders to the Macquarrie lead consortium that was contracted to design, construct and maintain the highway from West Vancouver to Whistler. Also provided advice in respect of the syndication of the project financing by the lenders and key tax advice, including an advance tax ruling.
• Kicking Horse Canyon – Acted for the design build joint venture of Flatiron Constructors and Parsons on this PPP bridge/highway project.
• Terminal 3 - Pearson International Airport - Acted for the developer in connection with Terminal 3 at Pearson International Airport in Toronto, being the first privatization of a major airport in Canada.
• Highway 407 - Acted for ORDC, one of the two final proponents, in the Highway 407 public private partnership project for the creation of a toll highway. Subsequently provided extensive tax structuring advice for the selected proponent of the 407 Project.
• Golden Ears Bridge – Acted for the design-build joint venture of Bilfinger Canada and CH2M Hill on this bridge/highway project.
• E18 Grimstad-Kristiansand Road, Norway – Acted for the lead design-builder, Bilfinger AG, on this bridge/highway project.
• Northwest Anthony Henday Drive (Alta) – Acted for Flatiron, Parsons and Graham, the design build joint venture on this highway project.
• Calgary NE Ring Road (Alta) – Acted for the design build joint venture of Flatiron Constructors, Graham and Parsons on this bridge/highway project.
• A30 (Que) – Acted for the design build joint venture of Dragados and Acciona on this bridge/highway project.
• A number of other engagements in acting for various clients in various stages of projects (shortlisted bidders competing for project work; shortlisted acquirers of P3 projects and other)
• Port Terminal Projects (BC) – Have acted and acting for various parties in respect of a number of public/private port terminal projects in BC (Vancouver region and Prince Rupert).
• Vancouver Wharves – Acted for BC Rail in connection with the sale of operating assets and a long term lease and concession agreement in relation to the continued and expanded operations of the Vancouver Wharves mineral concentrate and bulk products terminal operations located in the Burrard Inlet in Vancouver
• City of Ottawa LRT - Acted for the City of Ottawa in connection with the proposed establishment of a light rail transit (LRT) system for the City of Ottawa through a public-private partnership. This project included the creation of the infrastructure, delivery of LRT vehicles and the maintenance of the integrated system for a period of 15 years following completion. We were involved in all aspects of the project, including strategy for structuring the proposal, the RFP, preparation of standard documents and negotiation of final agreements (prior to project being terminated).

Energy Sector

• Power Project Procurement and Development - Representing provincial electrical utilities, independent power developers, financiers and governments across Canada in respect of numerous public/private power procurement transactions utilizing design/build/finance/operate (DBFO) models, and in respect of public-private initiatives to develop new power generation projects utilizing technologies including wind, solar, landfill gas, biomass, cogeneration, nuclear and natural gas. (Further listing and description of these matters available on request.)
• Public/Private Outsourcings:
  • Advising BC Hydro in connection with the Smart Metering Infrastructure Project.
  • Advising BC Hydro in connection with a number of major capital procurement programs.
  • Advised BC Hydro in the divestiture and outsourcing of non-core assets and support service functions to a public/private partnership vehicle.

Healthcare Sector

• Vancouver General Hospital - Acted for a potential purchaser of the Vancouver General Hospital Ambulatory Care Project, including extensive due diligence, financial modeling, tax structuring, preparation of formal offers, the purchase and other agreements.
• Montfort Hospital - Acting for Montfort Hospital (“Montfort”) with respect to the development and implementation of the Montfort Hospital Redevelopment Project (the “Montfort Project”). The Montfort Project is a modified Build Finance alternative financing and procurement project and is the first hospital project to go forward under the Ontario Building a Better Tomorrow framework. We were instrumental in assisting the Ministry of Public Infrastructure Renewal (“MPIR”) and Montfort Hospital in developing the modified Build-Finance Model, drafting agreements, including the template terms for the owner-contractor agreement and providing advice throughout the tendering process and we continue to provide ongoing advice to Montfort Hospital in respect of all aspects of the Montfort Project.
• Abbotsford Health Care Facility - Acted for an international developer, financier and acquirer of PPP infrastructure projects in all aspects of its proposed acquisition of the Abbotsford Regional Hospital and Cancer Centre, including extensive due diligence, financial modeling, tax structuring, preparation of offers and purchase and other agreements.
• Sunnybrook Health Sciences Centre - Acted for Sunnybrook Health Sciences Centre since 2000 in relation to its redevelopment program. BLG has provided advice in relation to project delivery methods, tender, procurement, OHSA and other day-to-day issues. We also drafted construction and consultant agreements, including the current construction management form of contract for the M-Wing Vertical Shell Expansion Project, as well as advice with respect to the Hospital's: G-Wing, B-Wing, OAI Headstart Project and SB2 Project. In this regard, we have had extensive dealings, on the Hospital's behalf with the Ontario Ministry of Health and Long Term Care.
• Royal Jubilee Hospital (BC) – Acted for Acciona Infrastructure (Canada) Inc., the lead member of the design build joint venture for this hospital project.
• Kelowna/Vernon Hospital (BC) – Acted for Graham and Bird, the design build joint venture for hospital project.
• Centre for Addiction and Mental Health (CAMH) – Acting for Infrastructure Ontario and its co-sponsor who, in conjunction with the Ontario Ministry of Health and Long Term Care (MOHLTC), are redeveloping CAMH's 1001 Queen Street West site and creating CAMH's new hub, integrating four main sites, clinical programs and research, and mental health and addictions. The project is using the Design, Build, Finance, Maintain model of project delivery.
• Specialized/Forensic Mental Health Facility London/St . Thomas - Acting for Infrastructure Ontario and its co-sponsor who, in conjunction with the Ontario Ministry of Health and Long Term Care (MOHLTC), are building a new specialized mental health facility on the Parkwood Hospital lands in London and a new forensic mental health facility at the Regional Mental Health Care lands in St. Thomas, using the Design, Build, Finance, Maintain model of project delivery.
• St. Joseph's Healthcare Centre Hamilton, Centre for Mountain Health Services (Ont) - Acting for Infrastructure Ontario and its co-sponsor who, in conjunction with the Ontario Ministry of Health and Long Term Care (MOHLTC), are building a new facility designed to accommodate 301 outpatient beds and all support services. The new facility will include outpatient and outpatient space for Specialty Mental Health, Forensic and Acute Mental Health Services.
• Mental Health Centre Penetanguishene (Ont) - Acting for Infrastructure Ontario and its co-sponsor who, in conjunction with the Ontario Ministry of Health and Long Term Care (MOHLTC), is building a new state-of-the-art forensic mental health care facility which will provide a secure environment for offenders with mental health disorders while respecting their dignity.
• McGill University Hospital (Que) – Acting as legal counsel for the McGill University Health Center in the modernisation project of its facilities that will bring together its services, teaching and research onto two hospital sites: the Mountain Campus and the Glen Campus.
• Southlake Regional Health Centre - Acting for Southlake Regional Health Centre since 2001 in relation to its current major redevelopment project. BLG has worked with the Hospital at every stage of this development, having drafted the project construction contract and architectural services agreement and liaised with the Hospital's cost consultants and provided ongoing, current advice on scheduling, union, bonding and insurance issues, among other things.
• Trillium Health Centre – Advising Trillium Health Centre regarding the creation of a new healthcare facility in Ontario by way of an alternative procurement financing project (public-private partnership).
• York Central Hospital – Advising York Central Hospital regarding the creation of a new ambulatory care centre by way of a public-private partnership.
• Quinte Health Care - Advising Quinte Health Care in the creation of a new healthcare facility in Ontario by way of an alternative procurement financing project (public-private partnership).
• Rouge Valley Health System - Acting for Infrastructure Ontario and Rouge Valley Health System's Phase 1 Redevelopment Project, which includes a fixed construction contract. Assisted in the preparation of Request for Qualifications, Request for Proposal and Project Agreement documents and process execution. Advised on procurement, construction, corporate and financing issues. Acted on the successful 2007 commercial close and financial close of this alternative financing and procurement project.
• The Ottawa Hospital Regional Cancer Centre - Acting for Infrastructure Ontario, The Ottawa Hospital and Carleton-Queensway Hospital in the renovation and development of their cancer treatment centre. Assisted in the preparation of Request for Qualifications, Request for Proposal and Project Agreement documents and process execution. Advised on procurement, construction, corporate, tax and financing issues.
• City of Ottawa Paramedic Service - Acted for the City of Ottawa in a public/private project involving the construction of a paramedic service headquarters building and the management thereof on a long-term basis. The project involved a private sector consortium receiving a ground lease of land from the City upon which it constructed and will manage a paramedic headquarters building which was subleased back to the City.
• Surrey Outpatient Clinic (BC) – Acted for Bird Construction, one of the members of the design build joint venture for this hospital project.

Water Utilities Sector

• Britannia Water Treatment Plant – Acted for the concessionaire, EPCOR, in respect of a public/private water treatment project on the west coast of British Columbia.
• Water Utilities/Wastewater Treatment Plants – Acted for the concessionaire, EPCOR, in respect of public/private water treatment projects for Port Hardy, Lytton and Sooke, and in the acquisition of the municipal water utility system in White Rock.
• New Tecumseth - Acted for New Tecumseth in the creation of the public private partnership of a water system including structuring of an agreement, a long-term easement and subeasement arrangements with SNC-Lavalin, and created financing structure and acted on the financing of a water pipeline.

Privatizations & Other Public Infrastructure Projects

• Various Privatizations - Advised various governments and crown corporations in connection with the privatization of transportation related infrastructure including, including: railways, marine terminal facilities, ferry operations, and in the outsourcing of data processing and other administrative support services.
• Sony Centre – Acted for the Hummingbird Centre for the Performing Arts (“Hummingbird”), now named the Sony Centre for the Performing Arts, and the City of Toronto in a joint retainer in connection with an alternative financing approach for the re-development of the Hummingbird Centre. The re-development will involve the refurbishment of the Hummingbird Centre, the creation of a new cultural centre and the creation of a residential and/or hotel residential tower. We are acting for Hummingbird in all aspects of the project including the consideration of financing alternatives, the project agreement, the lease and other ancillary agreements with the developer. Hummingbird is a legal entity under the jurisdiction of the City of Toronto
• Perez Corporation - Acted for Perez Corporation in connection with its negotiations with Canada Post Corporation for the creation of the headquarters for Canada Post Corporation in Ottawa. This involved a design, build, finance project between a private developer (Perez) and Canada Post Corporation involving a long-term lease arrangement in favour of the developer and the leaseback of the headquarters for Canada Post Corporation. We also acted on financing arrangements on behalf of a private sector party.
• GM Place – Acted for the owner/developer in the planning, development and completion of Vancouver's hockey/basketball and special events facility. This included preparation and negotiation of all project and operating agreements and all regulatory approvals.
• Ontario Place Corporation - Acted for Ontario Place Corporation in connection with the amphitheatre arrangements with MCA/Molsons. This involved advising on the RFP, negotiating project agreement and long-term participating ground lease between Ontario Place Corporation, on behalf of the Provincial Government, and MCA/Molsons.
• Canadian Broadcasting Corporation - Acted for the Canadian Broadcasting Corporation in connection with all aspects of a public infrastructure projects arrangement related to the development of the Broadcast Centre in downtown Toronto and the adjoining office building and future mixed-use development. This involved creating overall strategy and structure, acting on proposal calls, negotiating and resolving agreements with developers, negotiating long-term leases, structuring lease and leaseback of CBC building structural financing arrangements and acted on the financing of $300M “AAA” rated bonds.
• City of Toronto – acting for the City of Toronto in connection with the City's Pelletizer facility at Ashbridges Bay which takes biosolids (aka sludge) and turns it into pellets which are to be marketed as fertilizer. This retainer initially involved drafting and negotiating re-build agreement with the Design Builder and Insurer after the Pelletizer burned down during construction and most recently involved negotiating and drafting an operation and maintenance agreement together with the ancillary documents for the Pelletizer and drafting a marketing agreement related to the pellets.
• Alberta Schools – Acted for the design build joint venture of Graham Construction and Bird Construction who are building 18 new schools in centres throughout Alberta

Municipal Waste Sector

• The Regional Municipality of Durham – Acting for The Regional Municipality of Durham in respect of the design, build and operation of an energy from waste facility.
• City of Ottawa - Organic Waste Processing - Acted for the City of Ottawa in negotiating an agreement with the winning proponent of a City issued RFP for the processing of organic waste collected from households (a green box program) into a fertilizer/compost/soil material which is then marketed for sale. This program will help the City meet its waste diversion targets.

Bidding Stage/Due Diligence

• Northeast Anthony Henday – Initially acted for bidder on this bridge/highway project. Subsequently acted for a potential purchaser of this project, including extensive due diligence, financial modeling, tax structure, preparation of formal offers, the purchase agreements, and other.
• RAV Skytrain (Richmond Airport Vancouver Light Rail Extension Project) - Acted for UK lenders to an AMEC and Bombardier consortium who were one of the two finalists, in the bid for this project.
• Yukon River Bridge – Acted for Sun Life and Canada Life as lenders to a Macquarrie lead consortium bid, one of two finalists for this project.
• Port Mann Bridge/Highway 1 – Acted for design build joint venture of Bilfinger Canada and Parsons Corporation, one of the finalists for this project.
• International Pipeline - Represented a major utility in the planning and structuring, and in the preparation and negotiation of all project documentation, including construction and financing documentation, for the development of a proposed international natural gas pipeline from Sumas, Washington to Vancouver Island.