Michael Barrett at Blakes on steering TC Energy to Capital Markets Deal of the Year win

Coordination, it turns out, wasn’t limited to law firms. Barrett describes an extraordinary meeting involving over 40 participants – lawyers, stock exchange officials, and clearinghouses from both sides of the border – to figure out how the new South Bow shares could trade effectively. “We needed to create different markets so people could trade an entitlement to receive shares before the spinout occurred,” he says. “This doesn’t occur very often… particularly not when you have both TSX and NYSE-listed entities.”

What distinguished South Bow from TC Energy – and in many ways justified the separation – was the divergent nature of the businesses. “South Bow… it’s a very utility-like, very steady, very dependable business,” he says. “On the other hand… TC’s power and renewables are a much more high growth business.” The separation, according to Barrett, enabled investors to choose between steady returns or growth-oriented exposure, and allowed each business to pursue capital strategies aligned with their distinct risk profiles.

From a legal execution standpoint, Barrett believes the success of the deal hinged on proactive planning. “We had a Gantt chart that was about six pages long with 40 key transaction items,” he says. “We were trying to look two steps ahead and see what potential challenges could occur… and address them now, as opposed to respond to them later.”

Barrett also credits the sophistication of TC Energy’s in-house legal department. “The depth and strength of TC really sets them apart from the vast majority of Canadian companies,” he says. “We were able to… work on this transaction as partners, which is super rewarding.”

For Barrett, it’s more than just a career highlight – it’s a career-defining experience. “I was recently talking with one of the most senior practitioners in our group,” he shares. “He said… appreciate the moment, appreciate the significance of this deal.” Barrett is doing just that. “This is one of the transactions that when I look back 10, 20, 30 years… [will be] one of those transactions that I am most proud of.”