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Enbridge (NYSE: ENB) sells $2B in senior notes due 2031 and 2036

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

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.

Positive

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Negative

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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.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
false 0000895728 Canada Alberta Canada 0000895728 2026-03-27 2026-03-27 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

 

Date of report (Date of earliest event reported): March 27, 2026

 

 

ENBRIDGE INC.

(Exact Name of Registrant as Specified in Charter)

 

Canada 001-15254 98-0377957

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

 

200, 425 - 1st Street S.W.

Calgary, Alberta, Canada T2P 3L8

(Address of Principal Executive Offices) (Zip Code)

 

1-403-231-3900

(Registrant’s telephone number, including area code)

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

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:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)

  

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).

Emerging growth company  ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading
Symbol(s)
  Name of each exchange on which
registered
Common Shares   ENB   New York Stock Exchange

 

 

 

 

 

 

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)

 

 

 

 

FAQ

What debt offering did Enbridge Inc. (ENB) complete on March 27, 2026?

Enbridge completed an offering of US$1,000,000,000 4.850% Senior Notes due 2031 and US$1,000,000,000 5.450% Senior Notes due 2036, expanding its long-term fixed-rate debt with two sizeable note issuances.

What are the interest rates and maturities of Enbridge’s new senior notes?

The company issued 4.850% Senior Notes maturing in 2031 and 5.450% Senior Notes maturing in 2036. These fixed coupon rates define Enbridge’s borrowing cost on this US$2,000,000,000 aggregate principal amount of new long-term debt.

Who guarantees Enbridge Inc.’s new 2031 and 2036 senior notes?

The Notes are fully and unconditionally guaranteed by Enbridge Energy Partners, L.P. and Spectra Energy Partners, LP. Both guarantors are indirect, wholly owned subsidiaries of Enbridge, adding additional credit support for investors in the Notes.

Under what registration did Enbridge issue the 2031 and 2036 notes?

The Notes were issued under Enbridge’s Registration Statement on Form S-3 filed with the SEC on August 1, 2025. Using this shelf registration allowed Enbridge to access the U.S. capital markets efficiently for the senior notes offering.

What key documents support Enbridge’s March 2026 senior notes issuance?

Supporting documents include an underwriting agreement, an officers’ certificate, global note forms for each series, and legal opinions from Sullivan & Cromwell LLP and McCarthy Tétrault LLP regarding the validity of the Notes and related guarantees.

Are Enbridge’s new senior notes part of its common share listing on the NYSE?

No, the new instruments are senior notes, not equity. Enbridge’s common shares continue to trade on the New York Stock Exchange under the symbol ENB, while the Notes are separate debt securities issued under a Form S-3 registration.

Filing Exhibits & Attachments

7 documents
Enbridge

NYSE:ENB

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119.11B
2.18B
Oil & Gas Midstream
Pipe Lines (no Natural Gas)
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Canada
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