CALGARY, ALBERTA–(Marketwired – July 7, 2017) – Enbridge Inc. (TSX:ENB)(NYSE:ENB) (Enbridge or the Company) announced today that the previously announced cash tender offer (the Any and All Tender Offer) by its wholly-owned subsidiary, Spectra Energy Capital, LLC (Spectra Capital) for any and all of its outstanding 8.00% senior unsecured notes due 2019 (the Any and All Notes) expired at 5:00 p.m. New York City time on July 6, 2017. According to information provided by D.F. King & Co., Inc., the tender and information agent for the Any and All Tender Offer, US$267,344,000 aggregate principal amount of the Any and All Notes were validly tendered prior to or at the expiration of the Any and All Tender Offer and not validly withdrawn. This amount includes US$65,000 aggregate principal amount of the Any and All Notes tendered pursuant to the guaranteed delivery procedures described in the Offer to Purchase, dated June 27, 2017 (the Offer to Purchase). The Any and All Tender Offer was made pursuant to the Offer to Purchase. The obligation of Spectra Capital to accept any Any and All Notes tendered and to pay the consideration for the Any and All Notes is subject to satisfaction or waiver of certain conditions and other terms set forth solely in the Offer to Purchase. If the conditions are met, Spectra Capital expects to pay for such Any and All Notes on July 7, 2017.
Holders of Any and All Notes that validly tendered and did not validly withdraw their Any and All Notes prior to the expiration of the Any and All Tender Offer will receive total consideration of US$1,137.28 for each $1,000 principal amount of Any and All Notes tendered and accepted for payment, plus accrued and unpaid interest up to, but not including, July 7, 2017, the expected settlement date of the Any and All Tender Offer.
Spectra Capital plans to fund the purchase of the Any and All Notes with part of the proceeds from the issuance of Enbridge’s 2.90% Senior Notes due 2022 and Enbridge’s 3.70% Senior Notes due 2027, which is expected to be completed on July 7, 2017.
In addition to the Any and All Tender Offer, Enbridge previously announced Spectra Capital’s pending tender offers (together with the Any and All Tender Offer, the Offers) to purchase for cash up to an aggregate principal amount of US$600,000,000 of certain other debt securities of Spectra Capital (together with the Any and All Notes, the Notes). Holders of Notes are urged to read the Offer to Purchase carefully before making any decision with respect to the Offers.
J.P. Morgan Securities LLC and Citigroup Global Markets Inc. are acting as dealer managers for the Offers. D.F. King & Co., Inc. is acting as the tender and information agent for the Offers.
Questions regarding the Offers may be directed to: J.P. Morgan Securities LLC at 866-834-4666 (toll free) or 212-834-3424 or Citigroup Global Markets Inc. at (800) 558-3745 (toll free) or 212-723-6106. The Offer to Purchase may be accessed at the following link: http://www.dfking.com/spectra/ or obtained from D.F. King & Co., Inc., free of charge, by calling toll-free at (877) 783-5524 (bankers and brokers can call collect at 212-269-5550).
This news release shall not be construed as an offer to purchase or sell or a solicitation of an offer to purchase or sell any of the Notes or any other securities. Spectra Capital, subject to applicable law, may amend, extend or terminate the Offers and may postpone the acceptance for purchase of, and payment for, the Notes so tendered. The Offers are not being made in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. None of Spectra Capital, Enbridge, the dealer managers or the tender and information agent makes any recommendations as to whether holders of the Notes should tender their Notes pursuant to the Offers.