Innovative equity investment in Darlington New Nuclear Project
Torys acted as counsel to Ontario Power Generation in the up to C$3 billion innovative equity investment by Canada Growth Fund and Building Ontario Fund in the Darlington New Nuclear Project, a project involving the construction of up to four grid-scale commercial small modular reactors.
On October 23, 2025, Ontario Power Generation (“OPG”) President and CEO, Nicolle Butcher, the Premier of Ontario and the Prime Minister of Canada announced that OPG entered into equity commitment agreements with Canada Growth Fund Inc. (“CGF”) and Building Ontario Fund (“BOF”), pursuant to which CGF and BOF will make equity investments in the Darlington New Nuclear Project (the “DNNP”). Under these agreements, CGF and BOF committed to invest up to C$2 billion and C$1 billion, respectively, each taking minority ownership positions in a special purpose vehicle that will carry out the DNNP.
The DNNP, which will be majority owned and will be operated by OPG, will see the construction of four grid-scale commercial SMRs — a first among G7 nations — that, when completed, are expected to deliver up to 1,200 MW of reliable, affordable, and low-carbon electricity, enough to power 1.2 million homes.
OPG expects to complete construction of SMR 1 by the end of the decade and connect it to the grid by the end of 2030. Construction on SMRs 2-4 is expected to be completed in the mid-2030s.
This transaction helps OPG de-risk the construction and operation of the first SMRs and paves the way to spur private sector and Indigenous investment in the DNNP over time.
Further information can be found on Canada Newswire’s website.
OPG is a climate change leader and the largest, most diverse electricity generator in the province of Ontario.
CGF is a C$15 billion arm's-length investment vehicle designed to attract private capital to build Canada's clean economy. It uses investment instruments that absorb certain risks to catalyze private investment in low-carbon projects, technologies, businesses, and supply chains.
BOF is a board-governed Crown agency with a mandate to catalyze investment in revenue-generating infrastructure projects across Ontario. Backed by $8 billion in funding from the province, BOF supports transformative projects in five priority sectors: affordable and student housing, long-term care, energy, transportation, and municipal and community infrastructure.
The Torys team advising on the financing was led by Krista Hill and included Stephen Neil and Mackenzie Birchard (M&A), Josh Van Deurzen, Patrick Kanopoulos and Emily Stewart (projects), Andy Gibbons and Aren Thomasian (real estate), Charles Keizer (energy regulatory), Michael Fortier (environmental), Jerald Wortsman and Richard Johnson (tax).
Torys also acted on the following in connection with this project:
- Ontario Power Generation on all aspects of its project to develop, construct and operate the G7’s first on-grid small modular reactor (“SMR”) technology at the site of its Darlington New Nuclear Project, part of a pan-Canadian national approach to facilitate the development of SMR nuclear projects in Canada
Ontario Power Generation in its C$970 million funding agreement with the Canada Infrastructure Bank in connection with the development of the G7’s first on-grid small modular reactor (SMR) technology at its Darlington New Nuclear Project—the largest investment in clean power by Canada Infrastructure Bank to date
- Ontario Power Generation in the C$700 million investment by the Williams Treaties First Nations in the Darlington New Nuclear Project, a project involving the construction of up to four grid-scale commercial small modular reactors
| Jurisdiction | Durham County |
| Province/State | Ontario |
| Country | Canada |
| Nature of Engagement | M&A, Project Finance |
| Client | Ontario Power Generation |
| Client Role | Project Owner |
| Value | $3,000,000,000 CAD |