Enbridge Income Fund Holdings Inc.

Enbridge Income Fund Holdings Inc.

February 13, 2013 17:03 ET

Enbridge Income Fund Holdings Inc. Agrees to Sell $95.5 Million of Common Shares On a Bought Deal Basis

CALGARY, ALBERTA--(Marketwire - Feb. 13, 2013) -


Enbridge Income Fund Holdings Inc. (the "Company") (TSX:ENF) today announced that it has entered into an agreement with CIBC and RBC Capital Markets to sell 3,820,000 common shares of the Company ("Common Shares") on a bought deal basis at $25.00 per Common Share for distribution to the public. Closing of the offering is expected on or about February 22, 2013.

Enbridge Inc. ("Enbridge") (TSX:ENB)(NYSE:ENB) has agreed to concurrently subscribe for 948,000 Common Shares at a price of $25.00 per Common Share on a private placement basis to maintain its proportionate ownership interest in the Company of 19.9% and 5,232,000 Preferred Units, Series 4 of Enbridge Commercial Trust ("ECT") at a price of $25.00 per unit.

The Company will use the net proceeds from the sale of the Common Shares to subscribe for additional ordinary units ("Fund Units") of Enbridge Income Fund (the "Fund"). The proceeds from the issuance of the Fund Units and ECT Preferred Units, Series 4 will be used to repay debt used to fund capital expenditures and to partially fund ongoing capital expenditures associated with the Fund's organic expansion strategy.

"We are pleased with the timely execution of this financing as we advance the completion of our accretive organic growth plans," said John Whelen, President of Enbridge Income Fund Holdings Inc.

The Fund's organic expansion strategy has included:

  • Bakken Expansion Project - approximately $190 million project that is expected to be in service in the first quarter of 2013;
  • Whitecourt Waste Heat Project - $76 million project undertaken by NRGreen Power Limited Partnership, of which the Fund owns 50%, that is expected to be in service in the second quarter of 2013;
  • And various expansions on the Saskatchewan System completed in 2012 and further connections anticipated over 2013.

Following closing, the Company and Enbridge will hold 85.6% and 14.4%, respectively of the issued and outstanding Fund Units and Enbridge will continue to own all of the issued and outstanding ECT Preferred Units, which are convertible at any time and from time to time into Fund Units on a 1:1 basis. Enbridge's economic interest in the Fund as a whole, represented by its direct ownership of Fund Units and ECT Preferred Units, as well as its 19.9% interest in the Company, will be reduced to 67.3% from 67.7%.

The Common Shares will be issued in Canada by way of a prospectus supplement that will be filed with the securities regulatory authorities in all provinces of Canada under the Company's base shelf prospectus dated August 31, 2012.

This news release does not constitute an offer to sell or a solicitation of an offer to buy the Common Shares in any jurisdiction. The Common Shares offered have not been registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.


Enbridge Income Fund Holdings Inc. is a publicly traded corporation. The Company, through its investment in Enbridge Income Fund, holds high quality, low risk energy infrastructure assets. The Fund's assets include interests in more than 500 megawatts of renewable and alternative power generation capacity, a portfolio of liquids transportation and storage businesses and a 50% interest in the Canadian segment of the Alliance Pipeline. Information about Enbridge Income Fund Holdings Inc. is available on the Company's website at www.enbridgeincomefund.com.


Certain information provided in this news release constitute forward-looking statements, and in particular, statements regarding the performance of the Fund and its assets. Forward looking statements are typically identified by words such as "contemplate", "anticipate", "expect", "project", "estimate", "forecast" and similar words suggesting future outcomes or statements regarding an outlook. Although the Company believes that these statements are based on information and assumptions which are current, reasonable and complete, these statements and assumptions are necessarily subject to a variety of risks and uncertainties pertaining to operating performance, regulatory parameters, weather, economic conditions and commodity prices. You can find a discussion of those risks and uncertainties in the Canadian securities filings of the Company and the Fund. 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, including with respect to in service dates, completion of projects, expected earnings and associated per share amounts, cash flows or estimated future dividends, may vary significantly from those expected. Readers are cautioned against placing undue reliance on forward-looking statements. 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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