The Market Impact of the Year in North America was awarded to Cameco Corporation and Brookfield’s acquisition of Westinghouse Electric Company, judges were impressed by the acquirers’ move into the nuclear space.

One judge said: “This is a well-structured entry that thoughtfully describes the emerging trends and ambitions of the parties that make this an exciting platform. The transaction by its size and the identity and profile of the parties makes it impressive.”

While another member of the independent judging panel said: “The awards recognizes the achievement of closing such a complex transaction, which invited the consideration and successful resolution of multiple issues (related party transaction, valuation of nuclear services, unpredictable geo-political and macro-economic environment as a backdrop to a large capital markets transaction, large capital requirements) that on their own presented each presented a suite of challenges.”

Westinghouse is an industry leader providing mission-critical and specialized technologies, products and services across most phases of the nuclear power sector.

Cameco and Brookfield Renewable Energy in November (2023) closed the joint acquisition of the nuclear services business.

Brookfield Renewables and its partners will receive a 51% interest in Westinghouse, leaving Cameco 49% ownership of the nuclear energy business. Westinghouse, valued at $7.875 billion, will keep in place its remaining debt structure, resulting in a $4.5 billion equity cost.

This equity cost is shared proportionately between Brookfield and its institutional partners (approximately $2.3 billion) and Cameco (approximately $2.2 billion).

Brookfield Renewable pursued this opportunity through the Brookfield Global Transition Fund I (BGTF I), which is the largest fund in the world focused on the energy transition. Brookfield Renewable, which has significant available liquidity, invested approximately $750 million to acquire an approximate 17% interest in Westinghouse, which will be funded through normal course funding initiatives, including asset level upfinancings and asset recycling.

The transaction, first announced in October (2022), presented a number of complexities, including a related-party transaction between two Brookfield entities, governance of the newly formed strategic partnership, the valuation of nuclear services business that had been successfully turned around, and the re-positioning of Cameco from primarily a uranium miner to a full-service nuclear energy company.

The submission said: “This transaction creates a global champion in the clean energy transition; better capable of serving the world’s ambitious decarbonization targets and goals for energy security. Nuclear energy will play a critical role in future power generation on the back of global decarbonization, electrification, and energy security objectives. As one of the only forms of electricity generation available that is capable of safely, reliably, and affordably producing emissions-free, baseload power, it is now viewed by nations globally as essential to combatting climate change and achieving net-zero carbon targets.”

Advisers to Brookfield:

• RBC Capital Markets – financial
• BMO Capital Markets – financial
• Weil, Gotshal & Manges – legal
• Cravath Swaine & Moore – legal

Advisers Cameco:

• Goldman Sachs – financial
• CIBC Capital Markets – financial
• Covington – legal
• McCarthy Tétrault – legal (Canada)

Advisers to the independent committee:

• TPH & CO – financial
• Greenhill & Co. Canada – financial
• Stikeman Elliott – legal

Advisers to underwriters:

• Borden Ladner Gervais – legal
• Skadden, Arps, Slate, Meagher & Flom – legal