Enbridge Inc. and Enbridge Pipelines Inc. Announce Noteholder Approval of Proposed Debt Exchange Transaction
Rhea-AI Summary
Enbridge (NYSE: ENB) and subsidiary Enbridge Pipelines obtained noteholder approval to exchange all outstanding EPI medium term notes for an equal principal amount of new Enbridge medium term notes with the same financial terms.
Over 75% of EPI notes approved the deal; completion is expected on or about June 16, 2026. Amendment review fees will be paid to consenting EPI noteholders. The new Enbridge notes will be issued under a Rule 802 exemption and will not be registered under the U.S. Securities Act.
Positive
- More than 75% of EPI notes approved the exchange, allowing transaction to proceed
- All EPI notes to be exchanged into Enbridge notes on an equal principal basis
- Financial terms of new Enbridge notes match existing EPI notes, limiting economic change for holders
Negative
- Enbridge notes issued in the exchange will not be registered under the U.S. Securities Act
- U.S. EPI noteholders may face difficulty enforcing U.S. securities law claims against Canadian entities
- Meeting of EPI noteholders was cancelled, removing a live forum for further discussion of the transaction
News Market Reaction – ENB
On the day this news was published, ENB gained 0.04%, reflecting a mild positive market reaction.
Data tracked by StockTitan Argus on the day of publication.
Key Figures
Historical Context
| Date | Event | Sentiment | 24h Move | Catalyst |
|---|---|---|---|---|
| May 28 | Sustainability report | Positive | -1.1% | 25th sustainability report with major GHG and emissions reductions disclosed. |
| May 08 | Earnings and guidance | Positive | -0.7% | Strong Q1 2026 earnings, reaffirmed 2026 guidance, and backlog growth to $40B. |
| May 06 | Director elections | Positive | -0.4% | All 12 directors elected with 95–99% support at annual meeting. |
| May 06 | Dividend declaration | Positive | -1.3% | Quarterly common dividend of $0.9700 per share declared, unchanged from March. |
| Apr 24 | Pipeline approval | Positive | +1.5% | Federal approval of $4B Sunrise Expansion of Westcoast pipeline in B.C. |
24h Move is the share-price change in the day after each event; other market factors may also have contributed.
Recent history shows ENB often trading flat to slightly lower on generally positive news, with only the large B.C. pipeline approval seeing a notable positive reaction.
Over the last few months, Enbridge has reported several supportive developments. Q1 2026 results showed strong earnings and reaffirmed 2026 guidance with a growing secured backlog. The company maintained its common dividend at $0.9700 per share and received federal approval for the $4 billion Sunrise Expansion Program in British Columbia. Sustainability reporting highlighted a 40% emissions-intensity cut since 2018. Despite largely positive themes, share reactions around these events were modest, mirroring the restrained move seen around this debt exchange approval.
Key Terms
medium term notes financial
debentures financial
extraordinary resolution financial
securities laws regulatory
AI-generated analysis. How Rhea-AI works. Not financial advice.
By the consent deadline of June 10, 2026 (Consent Deadline), EPI received sufficient valid written consents from the holders (EPI Noteholders) of EPI Notes to pass an extraordinary resolution approving the Note Exchange Transaction (Note Exchange Resolution). With more than
It is anticipated that the Note Exchange Transaction will be completed on or about June 16, 2026. Following completion of the Note Exchange Transaction, the applicable amendment review fees, as disclosed in the management information circular and consent solicitation statement of EPI dated May 25,2026, will be paid to EPI Noteholders that delivered valid written consent and proxy forms consenting to / voting for or withholding consent / voting against the Note Exchange Resolution by the Consent Deadline.
Enbridge and EPI thank EPI Noteholders for their participation in this process.
For any questions concerning the Consent and Proxy Solicitation Process and the Note Exchange Transaction, EPI Noteholders may continue to contact BMO Capital Markets as solicitation agent by telephone at 1-416-359-6359 or toll-free at 1-833-418-0762 or by email at liabilitymanagement@bmo.com.
NOTICE TO EPI NOTEHOLDERS IN
The Enbridge Notes to be issued in connection with the Note Exchange Transaction have not been registered under the
The Note Exchange Transaction described in this press release is made for the securities of a Canadian corporation. The Note Exchange Transaction is subject to the disclosure requirements of
It may be difficult for
FORWARD-LOOKING STATEMENTS
Forward-looking information, or forward-looking statements, has been included in this news release to provide information about Enbridge and EPI, including statements with respect to: the completion of the Note Exchange Transaction, including the expected timing thereof, the terms of the Enbridge Notes to be issued to EPI Noteholders in exchange for their EPI Notes, and the amendment review fees to be paid to EPI Noteholders. This information may not be appropriate for other purposes. Although Enbridge and EPI believe that 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 result, levels of activity and achievements to differ materially from those expressed or implied by such statements. Material assumptions include assumptions about the completion of the Note Exchange Transaction and the business and financial strength of Enbridge and EPI.
The forward-looking statements contained herein are subject to risks and uncertainties pertaining to the completion of the Note Exchange Transaction. 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 Enbridge's and EPI'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, Enbridge and EPI 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 Enbridge, EPI or persons acting on their behalf, are expressly qualified in their entirety by these cautionary statements.
About Enbridge Inc.
At Enbridge, we safely connect millions of people to the energy they rely on every day, fueling quality of life through our North American natural gas, oil and renewable power networks and our growing European offshore wind portfolio. We're investing in modern energy delivery infrastructure to sustain access to secure, affordable energy and building on more than a century of operating conventional energy infrastructure and two decades of experience in renewable power. We're advancing new technologies including hydrogen, renewable natural gas, and carbon capture and storage. Headquartered in
None of the information contained in, or connected to, Enbridge's website is incorporated in or otherwise forms part of this news release.
About Enbridge Pipelines Inc.
EPI is primarily a transporter of western Canadian and
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SOURCE Enbridge Inc.