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Enbridge Inc. Announces Successful Completion of Enbridge Energy Partners, L.P. and Spectra Energy Partners, LP Consent Solicitations and Implementation of Guarantees

HOUSTON, TX, Jan. 22, 2019 /CNW/ - Enbridge Inc. ("Enbridge") today announced that its wholly owned subsidiaries, Enbridge Energy Partners, L.P. ("EEP") and Spectra Energy Partners, LP ("SEP" and, together with EEP, the "Partnerships"), received the requisite consents with respect to, and have completed, the previously announced consent solicitations relating to the series of notes listed in the table below (collectively, the "Consenting EEP and SEP Notes"). Each Partnership expects to promptly enter into supplemental indentures to effect the proposed amendments described in the Consent Solicitation Statement dated January 8, 2019 (the "Statement") with respect to each series of the Consenting EEP and SEP Notes and, together with Enbridge, to enter into supplemental indentures to implement the unconditional guarantee of each series of Consenting EEP and SEP Notes by Enbridge as described in the Statement.

Consenting EEP and SEP Notes

ENBRIDGE ENERGY

PARTNERS, L.P.

 

SPECTRA ENERGY

PARTNERS, LP

9.875% Notes due 2019

(CUSIP No. 29250R AR7)

 

Floating Rate Senior Notes due 2020

(CUSIP No. 84756N AJ8)

   

5.200% Notes due 2020

(CUSIP No. 29250R AS5)

4.600% Senior Notes due 2021

(CUSIP No. 84756N AB5)

   

4.375% Notes due 2020

(CUSIP No. 29250R AV8)

4.750% Senior Notes due 2024

(CUSIP No. 84756N AD1)

   

4.200% Notes due 2021

(CUSIP No. 29250R AU0)

 3.500% Senior Notes due 2025
(CUSIP No. 84756N AF6)

   

5.875% Notes due 2025
(CUSIP No. 29250R AW6)

3.375% Senior Notes due 2026
(CUSIP No. 84756N AH2)

   

5.950% Notes due 2033
(CUSIP No. 29250R AD8)

5.950% Senior Notes due 2043
(CUSIP No. 84756N AE9)

   

6.300% Notes due 2034
(CUSIP No. 29250R AG1)

4.500% Senior Notes due 2045
(CUSIP No. 84756N AG4)

   

7.500% Notes due 2038
(CUSIP No. 29250R AP1)

 

5.500% Notes due 2040
(CUSIP No. 29250R AT3)

 

7.375% Notes due 2045
(CUSIP No. 29250R AX4)

 

The consent solicitations with respect to each series of Consenting EEP and SEP Notes expired at 5:00 p.m., New York City Time, on January 18, 2019 (the "Expiration Date"), and revocation rights with respect to consents validly delivered in respect of the Consenting EEP and SEP Notes have terminated. Subject to the terms and conditions set forth in the Statement, each Partnership will pay eligible holders of the Consenting EEP and SEP Notes who validly delivered and did not revoke consents on or prior to the Expiration Date a cash payment equal to $1.00 for each $1,000 aggregate principal amount of Consenting EEP and SEP Notes for which such holders validly delivered and did not revoke consents (the "Consent Fee"). Each Partnership will deliver its respective Consent Fee to Depository Trust Company ("DTC") on January 22, 2019, and they expect distribution of such fee by DTC to consenting holders to occur promptly afterward.

The supplemental indentures to be executed in connection with the completion of the consent solicitations will bind all holders of the Consenting EEP and SEP Notes, including those that did not give their consent, but holders who did not deliver consents prior to the Expiration Date (or delivered consents but properly revoked them) will not receive the Consent Fee.

Questions concerning the consent solicitations may be directed to the solicitation agents, J.P. Morgan Securities LLC at (866) 834-4666 (toll free) or (212) 834-3424 (collect) and MUFG Securities Americas Inc. (877) 744-4532 (toll free), (212) 405-7481 (collect) or (44) 207-577-4048/4218 (int'l), or D. F. King, by calling (212) 269-5550 (collect for banks and brokers) or (800) 398-1247 (toll free for all others).

In addition, each Partnership expects to promptly enter into a subsidiary guarantee agreement pursuant to which the Partnerships will jointly and severally guarantee the following series of notes (collectively, the "Subsidiary Guaranteed Enbridge Notes") issued by Enbridge:

Subsidiary Guaranteed Enbridge Notes

US DOLLAR

DENOMINATED

 

CANADIAN DOLLAR

DENOMINATED

Senior Floating Rate Notes due 2020
(CUSIP No. 29250N AU9)

 

4.100% Senior Notes due 2019
(CUSIP No. 29251Z BM8)

   

Senior Floating Rate Notes due 2020
(CUSIP No. 29250N AP0)

Senior Floating Rate Notes due 2019
(CUSIP No. 29251Z BJ5)

   

2.900% Senior Notes due 2022
(CUSIP No. 29250N AQ8)

4.770% Senior Notes due 2019
(CUSIP No. 29251Z AU1)

   

4.000% Senior Notes due 2023
(CUSIP No. 29250N AF2)

4.530% Senior Notes due 2020
(CUSIP No. 29251Z AW7)

   

3.500% Senior Notes due 2024
(CUSIP No. 29250N AH8)

4.850% Senior Notes due 2020
(CUSIP No. 29251Z BL0)

   

4.250% Senior Notes due 2026
(CUSIP No. 29250N AL9)

4.260% Senior Notes due 2021
(CUSIP No. 29251Z AX5)

   

3.700% Senior Notes due 2027
(CUSIP No. 29250N AR6)

3.160% Senior Notes due 2021
(CUSIP No. 29251Z BF3)

   

4.500% Senior Notes due 2044
(CUSIP No. 29250N AJ4)

4.850% Senior Notes due 2022
(CUSIP No. 29251Z BN6)

   

5.500% Senior Notes due 2046
(CUSIP No. 29250N AM7)

3.190% Senior Notes due 2022
(CUSIP No. 29251Z BC0)

   

3.940% Senior Notes due 2023
(CUSIP No. 29251Z BP1)

 

3.940% Senior Notes due 2023
(CUSIP No. 29251Z BD8)

 

3.950% Senior Notes due 2024
(CUSIP No. 29251Z BQ9)

 

3.200% Senior Notes due 2027
(CUSIP No. 29251Z BK2)

 

6.100% Senior Notes due 2028
(CUSIP No. 44991Z AD3)

 

7.220% Senior Notes due 2030
(CUSIP No. 29251Z AD9)

 

7.200% Senior Notes due 2032
(CUSIP No. 29251Z AK3)

 

5.570% Senior Notes due 2035
(CUSIP No. 29251Z AQ0)

 

5.750% Senior Notes due 2039
(CUSIP No. 29251Z AV9)

 

5.120% Senior Notes due 2040
(CUSIP No. 29251Z AY3)

 

4.240% Senior Notes due 2042
(CUSIP No. 29251Z BB2)

 

4.570% Senior Notes due 2044
(CUSIP No. 29251Z BG1)

 

4.870% Senior Notes due 2044

(CUSIP No. 29251Z BR7)

 

4.560% Senior Notes due 2064

(CUSIP No. 29251Z BH9)

 

 

This announcement is not an offer to purchase, a solicitation of an offer to purchase or a solicitation of consents with respect to any securities. The consent solicitations were made solely pursuant to the Statement and subject to the terms and conditions stated therein.

Forward Looking Statements
This press release contains forward-looking statements within the meaning of the federal securities laws. You can identify these statements by our use of the words "assumes," "believes," "estimates," "expects," "guidance," "intends," "plans," "projects," and similar expressions that do not relate to historical matters. All statements other than statements of historical fact are forward-looking statements. You should exercise caution in interpreting and relying on forward-looking statements because they involve known and unknown risks, uncertainties, and other factors which are, in some cases, beyond our control and could materially affect actual results, performance, or achievements. Important risk factors that may affect the consent solicitations and our business, results of operations and financial position are detailed in the Statement and in the reports we file with the U.S. Securities and Exchange Commission. Actual operating results may differ materially from what is expressed or forecast in this press release. We undertake no obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise, except as may be required by applicable law.

About Enbridge Inc.
Enbridge is North America's premier energy infrastructure company with strategic business platforms that include an extensive network of crude oil, liquids and natural gas pipelines, regulated natural gas distribution utilities and renewable power generation. The Company safely delivers an average of 2.9 million barrels of crude oil each day through its Mainline and Express Pipeline; accounts for approximately 62% of U.S.-bound Canadian crude oil exports; and moves approximately 22% of all natural gas consumed in the U.S., serving key supply basins and demand markets. The Company's regulated utilities serve approximately 3.7 million retail customers in Ontario, Quebec, and New Brunswick. Enbridge also has interests in more than 1,700 MW of net renewable generating capacity in North America and Europe. The Company has ranked on the Global 100 Most Sustainable Corporations index for the past nine years; its common shares trade on the Toronto and New York stock exchanges under the symbol ENB.

About Enbridge Energy Partners, L.P. 
Enbridge Energy Partners, L.P. owns and operates a diversified portfolio of crude oil transportation systems in the United States. Its principal crude oil system is the largest pipeline transporter of growing oil production from western Canada and the North Dakota Bakken formation. The system's deliveries to refining centers and connected carriers in the United States account for approximately 25 percent of total U.S. oil imports. Information about EEP is available on its website at www.enbridgepartners.com.

About Spectra Energy Partners, LP 
Spectra Energy Partners, LP connects growing supply areas to high-demand markets for natural gas and crude oil. Its assets include approximately 16,000 miles of transmission pipelines, approximately 170 billion cubic feet of natural gas storage, and approximately 5.6 million barrels of crude oil storage. Information about SEP is available on its website at www.spectraenergypartners.com.

 
Spectra Energy Partners, LP has been acquired by Enbridge Inc. For additional information on the transaction, please review the following quick links.

Terms of the Definitive agreement
About the Enbridge merger

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