Dentons Canada advises on structuring of historic First Nations equity investment in BC’s largest natural gas pipeline system

On July 2, 2025, Westcoast Energy Inc., a wholly owned subsidiary of Enbridge Inc., closed the previously announced transaction with an alliance of 38 British Columbia First Nations, pursuant to which the First Nations agreed to make an equity investment of approximately CA$736 million to acquire a 12.5% ownership interest in the Westcoast natural gas pipeline system through Stonlasec8 Indigenous Investments. This transaction sets a new benchmark for Indigenous economic participation in energy infrastructure.

To fund the transaction, Stonlasec8 Indigenous Investments issued CA$336,046,000 of 5.168% senior secured amortizing bonds, Series 1, due July 6, 2055 (the senior bonds). The remaining funding for the investment was provided by an issuance of CA$400 million of government guaranteed bonds, representing the first transaction for the recently established Canada Indigenous Loan Guarantee Corporation, by a limited partnership controlled by the same alliance of First Nations.

Dentons acted as legal counsel to the placement agents for the senior bond offering, RBC Capital Markets, Scotia Capital Inc. and Cedar Leaf Capital Inc., in connection with all aspects of the limited recourse structuring, the negotiation of arrangements with the holders of the guaranteed bonds and the issuance of the senior bonds on a private placement basis. Dentons also advised Royal Bank of Canada in connection with a concurrent letter of credit facility.

A cross-practice team comprised of Bill Jenkins, Lucas Tomei, Dan Cerchia, Hugh Drummond, George Antonopoulos, John Cusano, Ty Buhler, Hamish Gray, Matthew Cunningham¹ and Sélina Audino advised on this landmark transaction. US securities law advice was provided by Will Davis and Zach Weiss.

The energy landscape is fast-changing, and Dentons continues to be an advisor of choice for Canadian and global companies in the natural resources sectors, providing innovative and strategic advice to help achieve your business objectives and navigate the complexities of this evolving area. In particular, Dentons has deep experience in structuring the financing transactions that facilitate minority investments by indigenous groups in greenfield or existing energy infrastructure projects in Canada.