Enbridge Income Fund Holdings Inc. Shareholders Approve Acquisition of Canadian Liquids Pipelines Business and Renewable Energy Assets from Enbridge Inc.

Enbridge Inc news release with annotations

August 20, 2015 18:26 ET

CALGARY, ALBERTA--(Marketwired - Aug. 20, 2015) - Enbridge Income Fund Holdings Inc. (the "Company") (TSX:ENF) announced today that shareholders (other than Enbridge Inc. and certain of its related parties) have approved the acquisition of Enbridge Inc.'s (TSX:ENB)(NYSE:ENB) Canadian Liquids Pipelines business and certain Canadian renewable energy assets (the "Transaction") by an indirect subsidiary of Enbridge Income Fund (the "Fund"), the terms of which were announced on June 19, 2015.

The assets in the Canadian Liquids Pipelines business are comprised of the Canadian portion of the Enbridge Mainline system and the Alberta Regional oil sands system and include $13 billion in secured growth capital.

"The shareholder vote reflects overwhelming support for the Transaction and will enable the Company and the Fund to move forward in acquiring the Canadian portion of the most strategic liquids pipeline asset portfolio in North America," said Company President Perry Schuldhaus. "The acquisition will transform the Fund into a premier energy infrastructure entity and provide visible growth and significant value for shareholders, delivering an anticipated 10 percent dividend increase on closing. A further 10 percent increase is expected at the beginning of 2016 and each year thereafter through 2019."

As the Fund expects to be in receipt of all regulatory and third party consents shortly, closing of the Transaction is expected to occur on September 1, 2015.

Voting Results

For the approval of the Transaction Resolution, the full text of which was set out on page 93 of the Notice of Special Meeting and Management Information Circular dated June 29, 2015, by a "majority of the minority" pursuant to National Instrument 61-101 Protection of Minority Security Holders in Special Transactions.

Votes For Votes Against Votes Excluded*
# % # % #
24,642,898 98.58 355,151 1.42 14,113,473
*Shares voted by Enbridge Inc. and related parties of Enbridge Inc.


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 a portfolio of liquids transportation and storage businesses, Class A units entitling the holder to receive defined cash flows from the Southern Lights Pipeline, a 50 percent interest in the Alliance Pipeline and interests in more than 500 megawatts of renewable and alternative power generation capacity. Information about Enbridge Income Fund Holdings Inc. is available on the Company's website at www.enbridgeincomefund.com.


Forward-looking information, or forward-looking statements, have been included in this news release to provide information about the Company and the Fund, including statements with respect to: expectations regarding, and anticipated impact of, the Transaction; near and long term growth of the Fund; dividend payment policy and dividend payout expectations; value to shareholders of the Company; satisfaction of closing conditions; the obtaining of consents and approvals required to complete the Transaction; and the anticipated closing date.

Although the Company and the Fund believe these forward-looking statements are reasonable based on the information available on the date such statements are made and processes used to prepare the information, such statements are not guarantees of future performance and readers are cautioned against placing undue reliance on forward-looking statements. By their nature, these statements involve a variety of assumptions, known and unknown risks and uncertainties and other factors, which may cause actual results, levels of activity and achievements to differ materially from those expressed or implied by such statements. Material assumptions include assumptions about: expected timing and terms of the Transaction; anticipated completion of the Transaction; satisfaction of all closing conditions and receipt of consents and approvals with respect to the Transaction; impact of the Transaction and dividend expectations; expected supply and demand for crude oil, natural gas and natural gas liquids; prices of crude oil, natural gas and natural gas liquids; expected exchange rates; inflation; interest rates; completion of growth projects, availability and price of labour and pipeline construction materials; operational reliability; anticipated in-service dates and weather. Assumptions regarding the expected supply of and demand of crude oil, natural gas, NGL and renewable energy, and the prices of these commodities, are material to and underlie all forward-looking statements. These factors are relevant to all forward-looking statements as they may impact current and future levels of demand for the Fund's services and products. Similarly, exchange rates, inflation and interest rates impact the economies and business environments in which the Fund operates and may impact levels of demand for the Fund's services and cost of inputs, and are therefore inherent in all forward-looking statements. Due to the interdependencies and correlation of these macroeconomic factors, the impact of any one assumption on a forward-looking statement cannot be determined with certainty.

The Company's and the Fund's forward-looking statements are subject to risks and uncertainties pertaining to the Transaction, dividend expectations, operating performance, regulatory parameters, project approval and support, weather, economic and competitive conditions, changes in tax law and tax rates, exchange rates, interest rates, commodity prices and supply and demand for commodities, including but not limited to those risks and uncertainties discussed in this news release and in the Company's and the Fund's other filings with Canadian securities regulators. The impact of any one risk, uncertainty or factor on a particular forward-looking statement is not determinable with certainty as these are interdependent and the Company's and the Fund's future course of action depends on management's assessment of all information available at the relevant time. Except to the extent required by applicable law, the Company and the Fund assume no obligation to publicly update or revise any forward-looking statements made in this news release or otherwise, whether as a result of new information, future events or otherwise. All subsequent forward-looking statements, whether written or oral, attributable to the Company, the Fund, or persons acting on their behalf, are expressly qualified in their entirety by these cautionary statements.

Readers should be cautioned that there is no assurance that the Transaction will be completed in the manner contemplated, or at all, or that the current market conditions and the assumptions and forecasts based on such market conditions will not materially change.