Kaye Scholer Advising Caisse de dépôt et placement du Québec in $850 Million Interest in ConocoPhillips Pipeline

November 16, 2011

Partners Jeff Scheine, Steven Canner and Associate David Sausen are advising Caisse de dépôt et placement du Québec (CDPQ) in an agreement with ConocoPhillips to purchase its 16.55% interest in Colonial Pipeline Company and Colonial Ventures LLC for $850 million. Colonial Pipeline is the largest refined petroleum products pipeline in the United States, extending between the Gulf of Mexico and the Northeastern US and transporting 2.3 million barrels per day. CDPQ, one of Canada’s leading institutional fund managers, manages funds primarily for public and private pension and insurance plans.

“The Caisse has been a valued client during the five years that I have been with Kaye Scholer, and my relationship with the Caisse goes back over 15 years,” said Partner Jeffrey Scheine. “Our work continues to move seamlessly across many of our practice areas, including international tax, corporate, finance, infrastructure, private equity, real estate and capital markets.”

This is not the first pipeline deal Kaye Scholer has done on behalf of CDPQ. In March 2010, Kaye Scholer represented a US subsidiary in the sale of its 40% membership interest in Southern Star Central Gas Pipeline to a company owned by a number of Morgan Stanley Infrastructure Funds. In April 2007, the firm represented a CDPQ subsidiary and others in a $315 million private placement in Enbridge Energy Partners, L.P., a Texas-based natural gas gathering, processing and transmission company, and owner of the US portion of the world's longest liquid petroleum pipeline.

CDPQ has utilized the firm for other types of energy deals as well. In January 2011, Kaye Scholer helped the fund complete a $60 million investment in SW Energy Capital Limited Partnership, a private investment fund established to make investments in the energy industry, principally through small North America-based private companies. In January 2010, the firm represented a subsidiary in the sale of its 20% membership interest in Astoria Project Partners LLC, owner of a power plant in Queens, New York to SUEZ Energy Astoria, LLC. Earlier deals include the firm’s representation of CDPQ and Canadian energy private equity fund Kern Energy Partners in an exchange of assets for Cobalt International Energy Shares in an IPO (December 2009).

Outside of the energy industry, in June of this year the firm represented CDPQ as an equity investor and mezzanine lender in a partnership with Cascades Inc., Jamestown Container and one other industry partner, for the purpose of constructing and operating Greenpac Mill LLC, a state-of-the-art containerboard mill to be located in New York State.

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