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Page 1 - Exhibit 99.1

SPECTRA ENERGY PARTNERS, LP filed this Form 8-K on 1/22/2018


 Exhibit 99.1





Enbridge Inc. and Spectra Energy Partners, LP Announce Definitive Agreement and Completion of the Elimination of Incentive Distribution Rights


CALGARY, ALBERTA – January 22, 2018 - Enbridge Inc. (Enbridge or the Company) (TSX:ENB)(NYSE:ENB) and Spectra Energy Partners, LP (SEP) (NYSE:SEP) today announced execution of a definitive agreement, resulting in Enbridge converting all of its incentive distribution rights (IDRs) and general partner (GP) economic interests in SEP into 172.5 million newly issued SEP common units. As part of the transaction, all of the IDRs have been eliminated. The 172.5 million newly issued SEP common units have a value of approximately US$7.2 billion based on the volume-weighted average price of SEP common units over the past twenty days. The transaction value represents a multiple of 15.7x forecast 2018 GP/IDR cash flow and is expected to be breakeven to SEP’s distributable cash flow per common unit by the second half of 2019 and be accretive thereafter.


Enbridge now holds a non-economic GP interest in SEP and owns approximately 403 million SEP common units, representing approximately 83% of SEP’s outstanding common units.


The transaction provides significant benefits to all SEP common unitholders. The elimination of the IDRs will improve SEP’s competitiveness and growth potential by permanently improving its cost of capital, thereby improving value for both SEP unitholders and Enbridge. The transaction also simplifies SEP’s capital structure and further aligns the interests of all SEP unitholders. SEP maintains its current guidance of 7% distribution growth in 2018 and 4-6% distribution growth in 2019-20, distribution coverage of 1.1x to 1.2x and a strong credit profile of sub 4.0x Debt/EBITDA.


Bill Yardley, President and Chairman of the Board of SEP added, “Today’s transaction improves SEP’s long-term value proposition. With an improved cost of capital, we are even better positioned to improve and extend SEP’s distribution growth outlook through organic growth projects, potential future drop downs from Enbridge and third party acquisitions.”


We are pleased to have completed this transaction which we believe is a win-win for both Enbridge and SEP,” said Al Monaco, President and Chief Executive Officer of Enbridge. “An even stronger SEP supports our strategic priority to continue to grow our natural gas business. The transaction also simplifies SEP and reinforces its value proposition as a best-in-class MLP that will create long-term benefits for investors in both organizations.”


The Enbridge Board of Directors reviewed and approved this transaction with assistance from Barclays Capital Inc., acting as Enbridge’s financial advisor, and Sullivan & Cromwell LLP and Vinson & Elkins LLP, acting as Enbridge’s legal and tax advisors. The terms of the transaction were unanimously approved by the Board of Directors of the general partner of SEP, based on the unanimous approval and recommendation of the SEP GP board’s conflicts committee, which is comprised entirely of independent directors. The conflicts committee engaged Jefferies LLC to act as its financial advisor and Locke Lord LLP to act as its legal advisor.