Enbridge Inc.

Enbridge Inc.

October 25, 2012 17:46 ET

Enbridge to Transfer $1.164 Billion of Assets to Enbridge Income Fund

CALGARY, ALBERTA--(Marketwire - Oct. 25, 2012) - Enbridge Inc. (TSX:ENB) (NYSE:ENB) announced today that it has entered into an agreement with Enbridge Income Fund ("the Fund") to transfer a group of crude oil storage, wind power and solar power assets at a price of $1.164 billion to the Fund. The transfer is subject to approval by the public shareholders of Enbridge Income Fund Holdings Inc. (TSX: ENF) ("ENF"), at a meeting to be held December 7, 2012, and to the closing of a $222 million subscription receipt public offering by ENF.

Enbridge will receive cash proceeds from the transaction of $222 million and an additional $582 million in the form of term debt of the Fund, which the Fund is expected to repay to Enbridge through issuance of public term debt. Enbridge will also subscribe for $305 million of additional Enbridge Commercial Trust ("ECT") preferred units and $55 million in common shares of ENF on a private placement basis at the same price per security as the subscription receipt offering, maintaining its interest in ENF at 19.9%. As a result of the transfer, Enbridge's economic interest in the Fund as a whole, represented by its direct ownership of Fund trust units and ECT preferred units, as well as its 19.9% interest in ENF, will be reduced from 69.2% to 67.8%. The terms of the transfer were negotiated between Enbridge and a committee of independent trustees of Enbridge Commercial Trust on behalf of the Fund.

"We are pleased to be moving forward with this second billion dollar plus drop down to the Enbridge Income Fund, consistent with the sponsored vehicle drop down strategy outlined at our recent Enbridge Day investor conference," said J. Richard Bird, Executive Vice President, Chief Financial Officer and Corporate Development, Enbridge Inc. "The drop down will enhance the distributable cash flow of the Fund and ENF, benefiting both the public investors in ENF, as well as Enbridge through our 19.9% interest in ENF. The transaction will provide $800 million of net funding for our large growth capital investment program, including further front end bolstering of our equity base. This funding strategy is modestly accretive to Enbridge's earnings per share in the near term compared to issuing Enbridge common shares, and more accretive over the medium term."

About Enbridge Inc.

Enbridge Inc. is a North American leader in delivering energy and one of the Global 100 Most Sustainable Corporations. As a transporter of energy, Enbridge operates, in Canada and the U.S., the world's longest crude oil and liquids transportation system. The Company also has a significant and growing involvement in natural gas gathering, transmission and midstream businesses, and an increasing involvement in power transmission. As a distributor of energy, Enbridge owns and operates Canada's largest natural gas distribution company, and provides distribution services in Ontario, Quebec, New Brunswick and New York State. As a generator of energy, Enbridge has interests in close to 1,000 megawatts of renewable and alternative energy generating capacity and is expanding its interests in wind and solar energy, geothermal and hybrid fuel cells. Enbridge employs more than 10,000 people, primarily in Canada and the U.S. and is ranked as one of Canada's Greenest Employers and one of Canada's Top 100 Employers for 2013. Enbridge is included on the 2012/2013 Dow Jones Sustainability World Index and the Dow Jones Sustainability North America Index and is also a constituent of the 2012/2013 FTSE4Good Index Series. Enbridge is also featured on the 2012 Carbon Disclosure Leadership Index. Our U.S. affiliate, Enbridge Energy Partners, is ranked as one of the 100 Most Trustworthy Companies in America. Enbridge's common shares trade on the Toronto and New York stock exchanges under the symbol ENB. For more information, visit www.enbridge.com.

Certain information provided in this news release constitutes forward-looking statements. The words "anticipate", "expect", "project", "estimate", "forecast" and similar expressions are intended to identify such forward-looking statements. Although Enbridge believes that these statements are based on information and assumptions which are current, reasonable and complete, these statements 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 our Canadian securities filings and American SEC filings. While Enbridge 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, Enbridge 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. visit www.enbridge.com.

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