Enbridge completes $2B senior notes offering
Enbridge Inc. has completed an offering of US$1,000,000,000 aggregate principal amount of 4.850% Senior Notes due 2031 and US$1,000,000,000 aggregate principal amount of 5.450% Senior Notes due 2036.
Rhea-AI Filing Summary
Enbridge Inc. has completed an offering of US$1,000,000,000 aggregate principal amount of 4.850% Senior Notes due 2031 and US$1,000,000,000 aggregate principal amount of 5.450% Senior Notes due 2036. These Notes are fully and unconditionally guaranteed by Enbridge Energy Partners, L.P. and Spectra Energy Partners, LP, both indirect wholly owned subsidiaries.
The Notes were issued under Enbridge’s effective shelf Registration Statement on Form S-3 filed on August 1, 2025. The company also put in place an underwriting agreement, officer’s certificate, global note forms, and legal opinions from U.S. and Canadian counsel to support the validity of the Notes and guarantees.
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Insights
Enbridge adds US$2B of fixed-rate senior notes maturing in 2031 and 2036.
Enbridge Inc. completed a debt financing of US$1,000,000,000 4.850% Senior Notes due 2031 and US$1,000,000,000 5.450% Senior Notes due 2036. Both series are senior obligations and are fully guaranteed by key U.S. pipeline subsidiaries, strengthening creditor support.
The use of an existing Form S-3 shelf registration and a standard underwriting agreement indicates this is a planned, routine capital markets transaction. Fixed coupons at 4.850% and 5.450% lock in long-term borrowing costs, but the net impact on leverage or interest expense is not detailed in the excerpt.
Key supporting documents include officers’ certificates, global note forms, and legal opinions from Sullivan & Cromwell LLP and McCarthy Tétrault LLP on note and guarantee validity. Subsequent periodic filings will be needed to understand how these proceeds affect Enbridge’s overall debt profile and future financing flexibility.
8-K Event Classification
FAQ
What debt offering did Enbridge Inc. (ENB) complete on March 27, 2026?
What are the interest rates and maturities of Enbridge’s new senior notes?
Who guarantees Enbridge Inc.’s new 2031 and 2036 senior notes?
Under what registration did Enbridge issue the 2031 and 2036 notes?
What key documents support Enbridge’s March 2026 senior notes issuance?
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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Securities registered pursuant to Section 12(b) of the Act:
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Item 8.01 Other Events.
On March 27, 2026, Enbridge Inc. (the “Corporation”) completed the offering of US$1,000,000,000 aggregate principal amount of its 4.850% Senior Notes due 2031 (the “2031 Notes”) and US$1,000,000,000 aggregate principal amount of its 5.450% Senior Notes due 2036 (the “2036 Notes” and, together with the 2031 Notes, the “Notes”). The Notes are fully and unconditionally guaranteed by Enbridge Energy Partners, L.P. and Spectra Energy Partners, LP (together, the “Guarantors”), each of which is an indirect, wholly-owned subsidiary of the Corporation.
The Notes were offered pursuant to the Corporation’s Registration Statement on Form S-3 filed with the Securities and Exchange Commission on August 1, 2025 (Reg. No. 333-289186) (the “Registration Statement”).
The following documents relating to the sale of the Notes are filed as exhibits to this Current Report on Form 8-K and are incorporated by reference into this Item 8.01 and the Registration Statement:
| · | Underwriting Agreement, dated March 24, 2026, between the Corporation, the Guarantors and the underwriters party thereto. | |
| · | Officers’ Certificate of the Corporation, dated March 27, 2026. | |
| · | Form of Global Note representing the 2031 Notes. | |
| · | Form of Global Note representing the 2036 Notes. | |
| · | Opinion of Sullivan & Cromwell LLP, U.S. counsel for the Corporation, as to the validity of the Notes and related guarantees. | |
| · | Opinion of McCarthy Tétrault LLP, Canadian counsel for the Corporation, as to the validity of the Notes. |
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number |
Description | |
| 1.1 | Underwriting Agreement, dated March 24, 2026, between the Corporation, the Guarantors and the underwriters party thereto. | |
| 4.1 | Officers’ Certificate of the Corporation, dated March 27, 2026. | |
| 4.2 | Form of Global Note representing the 2031 Notes (included in Exhibit 4.1). | |
| 4.3 | Form of Global Note representing the 2036 Notes (included in Exhibit 4.1). | |
| 5.1 | Opinion of Sullivan & Cromwell LLP, U.S. counsel for the Corporation, as to the validity of the Notes and related guarantees. | |
| 5.2 | Opinion of McCarthy Tétrault LLP, Canadian counsel for the Corporation, as to the validity of the Notes. | |
| 23.1 | Consent of Sullivan & Cromwell LLP (included in Exhibit 5.1 above). | |
| 23.2 | Consent of McCarthy Tétrault LLP (included in Exhibit 5.2 above). | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| ENBRIDGE INC. (Registrant) | ||
| Date: March 27, 2026 | By: | /s/ David Taniguchi |
| David Taniguchi Vice President, Legal & Corporate Secretary (Duly Authorized Officer) | ||