Enbridge Inc.
TSX : ENB
NYSE : ENB

Enbridge Inc.

September 01, 2016 17:41 ET

Enbridge Inc. Announces Deferral of Sandpiper Project and Reaches Tentative Joint Funding Arrangement With Enbridge Energy Partners, L.P. on Its Bakken Pipeline Investment

CALGARY, ALBERTA--(Marketwired - Sept. 1, 2016) -

HIGHLIGHTS

  • Enbridge Inc. ("Enbridge" or the "Company") announced its affiliate will withdraw regulatory applications pending with the Minnesota Public Utilities Commission associated with the Sandpiper project

  • Enbridge Energy Partners, L.P. ("EEP") plans to defer implementation of Sandpiper beyond the Company's current five-year planning horizon

  • The Company has negotiated a tentative joint funding arrangement with EEP through which an equity investment in the Bakken Pipeline will be jointly funded, subject to certain conditions

  • The Company has confirmed that its consolidated funding plan through 2019 is not expected to require any incremental equity capital as a result of these events

Enbridge Inc. (TSX:ENB) (NYSE:ENB) today announced that an affiliate of Enbridge Energy Partners, L.P. ("EEP") will be withdrawing regulatory applications pending with the Minnesota Public Utilities Commission for the Sandpiper Pipeline Project ("Sandpiper"). EEP has completed a review of Sandpiper and concluded that the project should be delayed until such time as crude oil production in North Dakota recovers sufficiently to support development of new pipeline capacity. Based on updated projections, EEP believes that new pipeline capacity will not likely be needed until beyond the Company's five-year planning horizon.

Enbridge and an independent special committee ("Special Committee") of the Board of Directors of the delegate of EEP's general partner (the "Board of Directors") have also reached a tentative agreement on the terms of an arrangement through which each party would fund the acquisition of and participate in the returns generated by an effective 27.6% interest in the Bakken Pipeline System ("Bakken Pipeline" or the "System"), a transaction previously announced on August 2, 2016. It is anticipated that the investment in the Bakken Pipeline will be jointly funded 75 percent by Enbridge, through Enbridge Energy Company, Inc. ("EECI"), and 25 percent by EEP. EEP expects to fund its 25 percent interest through a combination of debt and equity. EEP would fund the equity portion of its investment through the issuance of a new class of equity units, Class F units, to EECI. As part of the joint funding arrangement, EEP is expected to have an option until December 31, 2019 to acquire an additional 15 percent interest in the investment at a total price equal to the pro rata portion of the capital contributed by EECI for its share of the investment prior to the exercise date. The joint funding arrangement is subject to satisfaction of the closing conditions of the Bakken Pipeline acquisition by the System's owners, the Special Committee's recommendation and approval of the Board of Directors.

At closing, Enbridge plans to fund its indirect investment in the Bakken Pipeline described above from available liquidity which has been bolstered through the issuance of more than CDN$3.4 billion of equity and CDN$2.3 billion of debt securities across the Enbridge group of companies thus far in 2016. Given recent funding actions and the plan to defer the Sandpiper project beyond the Company's 5 year planning horizon, the investment in the Bakken Pipeline system is not expected to generate an incremental requirement for equity capital at Enbridge over and above amounts indicated in the Company's previously communicated consolidated funding plan for the years 2015 through 2019.

"This acquisition of an interest in the Bakken Pipeline represents another important step in expanding our market access strategy", said Al Monaco, President and CEO. "The System connects the prolific Bakken formation to eastern PADD II and the U.S. Gulf Coast ("USGC"), providing customers with access to premium markets at a competitive cost." Mr. Monaco continued, "The acquisition offers strong risk-adjusted returns and includes a significant level of take-or-pay contracts with high credit quality counterparties. The investment is expected to be immediately accretive to available cash flow from operations when the System is ready for service, which is expected in late 2016. In light of the deferral of Sandpiper, our investment in the Bakken Pipeline will accelerate cash flow generation from our Bakken assets and help alleviate the funding drag associated with a large greenfield project, further enhancing our near term financial outlook and strengthening the Company's consolidated credit metrics".

The Company's and EEP's interest in the Bakken Pipeline will be acquired through an indirect investment in a joint venture with Marathon Petroleum. The joint venture will own a 49 percent interest in an affiliate of Energy Transfer Partners, L.P. and Sunoco Logistics Partners L.P. which in turn owns 75 percent of the System. The closing of the Bakken Pipeline acquisition is anticipated to occur around the end of the third quarter of 2016.

About Enbridge Inc.

Enbridge Inc., a Canadian company ("Enbridge"), exists to fuel people's quality of life, and has done so for more than 65 years. A North American leader in delivering energy, Enbridge has been ranked on the Global 100 Most Sustainable Corporations index for the past seven years. Enbridge, together with its affiliates, including EEP, operates the world's longest crude oil and liquids transportation system across Canada and the U.S., and has a significant and growing involvement in natural gas gathering, transmission and midstream business, as well as an increasing involvement in power transmission. Enbridge owns and operates Canada's largest natural gas distribution company, serving residential, commercial, and industrial customers in Ontario, Quebec, New Brunswick and New York State. Enbridge has interests in nearly 2,000 megawatts of net renewable and alternative generating capacity, and continues to expand into wind, solar and geothermal power. Enbridge employs nearly 11,000 people, primarily in Canada and the U.S., and is ranked as one of Canada's Top Employers for 2016. Enbridge's common shares trade on the Toronto and New York stock exchanges under the symbol ENB. For more information, visit www.enbridge.com.

Forward-Looking Statements

Certain information provided in this news release constitutes forward-looking statements. The words "anticipate", "expect", "project", "estimate", "forecast", "plan", "intend", "believe" and similar expressions are intended to identify such forward-looking statements. Forward-looking statements in this news release include, but are not limited to, statements with respect to: the withdrawal of regulatory applications; the Company's funding of its investment in EEP and the System; the financing arrangements between the Company and EEP; longer-term funding options, including proposed joint funding by the Company and EEP; expected in service dates; expected future returns and cashflow generation and accretion from acquisition of the System; improved market access; the Company's expected debt and equity capital and other funding requirements; and the Company's financial outlook and credit metrics. Although the Company believes these statements are based on information and assumptions which are current, reasonable and complete, these statements are necessarily subject to a variety of assumptions, risks and uncertainties pertaining to interim financing and longer-term funding, including definitive terms thereof; closing of the acquisition of the System; project construction and completion; in-service dates; operating performance; regulatory parameters; economic and competitive conditions; exchange rates, inflation and interest rates; changes in tax law and tax rates; counterparty risk; and supply of and demand for commodities and commodity prices. A further discussion of the risks and uncertainties facing the Company can be found in the Company's filings with Canadian and United States securities regulators. While the Company makes these forward-looking statements in good faith, should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary significantly from those expected. Except as may be required by applicable securities laws, the Company assumes no obligation to publicly update or revise any forward-looking statements made herein or otherwise, whether as a result of new information, future events or otherwise.

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