Announcement • Aug 16
Brookfield Asset Management Ltd. (TSX:BAM), together with its institutional partners including Brookfield Renewable Partners L.P. (TSX:BEP.UN), and La Caisse de dépôt et placement du Québec completed the acquisition of 85% stake in Boralex Inc. (TSX:BLX).
Brookfield Asset Management Ltd. (TSX:BAM), together with its institutional partners including Brookfield Renewable Partners L.P. (TSX:BEP.UN), and La Caisse de dépôt et placement du Québec entered into a definitive agreement to acquire 85% stake in Boralex Inc. (TSX:BLX) for CAD 3.3 billion on March 25, 2026. Under the terms of the agreement, La Caisse will increase its ownership to 30% from 15% stake with Brookfield acquiring the remaining 70% stake in Boralex for CAD 37.25 per share. Upon completion of the transaction, it is expected that Boralex's common shares will be delisted from the TSX, and, following closing, Boralex will cease to be a reporting issuer under applicable Canadian securities laws. Boralex will operate independently following close of the transaction. In case of termination of transaction, a termination fee of CAD 115 million would be payable by Boralex in certain circumstances, including in the context of a superior proposal supported by Boralex. Boralex would also be entitled to a reverse termination fee of CAD 172 million in certain circumstances.
Holders of approximately 15.4% of the common shares of Boralex, including La Caisse de dépôt et placement du Québec, have agreed to vote their outstanding Common Shares in favor of the transaction. The Board of Directors of Boralex Inc., after receiving the unanimous recommendation of the Special Committee, as well as advice from its financial advisors and outside legal counsel, is unanimously recommending that shareholders vote in favor of the transaction. The transaction is subject to regulatory approvals, required approvals from Boralex’s shareholders, court approval as well as the satisfaction of other customary closing conditions. As of May 21, 2026, Boralex obtained two of the Key Regulatory Approvals outlined in the Circular, namely the Competition Act Approval and the HSR Clearance. The deal has been unanimously approved by the Board of Directors of Boralex. The transaction is expected to close in Q4 2026. On June 4, 2026, Boralex Inc. announced that its shareholders have approved the transaction. As of June 5, 2026, parties obtained a final order from the Superior Court of Québec approving the transaction. On August 6, 2026, Boralex received all regulatory approvals. The Arrangement will be completed on or about August 14, 2026.
RBC Capital Markets Inc. and National Bank Capital Markets acted as financial advisors and fairness opinion providers for Boralex Inc. CIBC Capital Markets acted as financial advisor for La Caisse de dépôt et placement du Québec. Desjardins Capital Markets acted as financial advisor and fairness opinion provider for the special committee of Boralex Inc. BMO Capital Markets acted as financial advisor for Brookfield Asset Management Ltd. The team of Davies Ward Phillips & Vineberg LLP led by Sébastien Roy, Marie-Emmanuelle Vaillancourt and Jim Dinning acted as legal advisor for La Caisse de dépôt et placement du Québec. The team of McCarthy Tétrault LLP led by Hadrien Montagne, Jonathan See, Louis-Charles Filiatrault, Jacob Stone, Eve Tessier, Zawadzki, Elisa Laxer, Ian Mak, Raj Juneja, Kabir Jamal, Jason Gudofsky, Gideon Kwinter, Isabel Henkelman, Mary Pagonis, Julianne Gu, Kimberly Howard, Laura Weingarden, Cindy Vaillancourt, Kelleher Lynch, Conrad Lee, François Giroux, Geneviève St-Cyr Larkin and Robert Glasgow acted as legal advisor for Brookfield Asset Management Ltd. The team of Stikeman Elliott LLP led by David Massé, Antoine Champagne, Franco Gadoury, Nicholas Blach, Dominique Rolland, Dennis Langen, Michael Laskey, Maxime Jacquin, Lanette Wilkinson, Jordan Fremont, Evelyne Poirier, Stéphanie Lapierre and Guillaume Boudreau-Simard. June Dipchand of Skadden, Arps, Slate, Meagher & Flom LLP acted as legal advisors for Boralex Inc. Computershare Investor Services Inc acted as transfer agent to Boralex. The Laurel Hill Advisory Group LLC acted as proxy solicitor to Boralex and will receive a fee of CAD 0.2 million.
Brookfield Asset Management Ltd. (TSX:BAM), together with its institutional partners including Brookfield Renewable Partners L.P. (TSX:BEP.UN), and La Caisse de dépôt et placement du Québec completed the acquisition of 85% stake in Boralex Inc. (TSX:BLX) on August 14 2026. As a result of the completion of the Arrangement, it is expected that the Shares will be delisted from the Toronto Stock Exchange on or about August 17, 2026.
