Enbridge raises C$3.0B in share offering

Enbridge Inc. raised approximately CDN$3.0 billion through a bought deal issuance of 44.7 million common shares under its U.S. and Canadian shelf prospectuses.

Rhea-AI Filing Summary

Enbridge Inc. (ENB) completed a marketed equity offering of its common shares. On September 10, 2026 it entered into an underwriting agreement for a bought deal public offering of 38,900,000 common shares at CDN$66.85 per share, with underwriters exercising in full an over-allotment option for 5,835,000 additional shares. On September 14, 2026 the company issued and sold a total of 44,735,000 common shares, generating aggregate gross proceeds of approximately CDN$3.0 billion before underwriting commissions and expenses. The transaction was conducted under an effective U.S. shelf registration statement and parallel Canadian short form base shelf prospectus, with customary underwriting terms, indemnities and legal opinions.

Filing Explained

The completed issuance increases Enbridge’s total common-share count and reduces existing holders’ percentage ownership, absent offsetting changes.

8-K Event Classification

2 items: 8.01, 9.01

2 items

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, or exhibit attachments filed with this report.

Key Figures

Primary shares offered: 38,900,000 common shares Over-Allotment Option shares: 5,835,000 common shares Total shares issued: 44,735,000 common shares +4 more

7 metrics

Primary shares offered 38,900,000 common shares Bought deal public offering agreed on September 10, 2026

Over-Allotment Option shares 5,835,000 common shares Additional shares to cover over-allotments, exercised in full

Total shares issued 44,735,000 common shares Common shares issued and sold on September 14, 2026

Offering price CDN$66.85 per common share Public offering price under the underwriting agreement

Gross proceeds Approximately CDN$3.0 billion Aggregate gross proceeds before commissions and expenses

Registration statement file number 333-289186 U.S. shelf registration statement declared effective August 1, 2025

Prospectus supplement date September 10, 2026 Date of U.S. and Canadian prospectus supplements for the offering

Key Terms

bought deal basis, Over-Allotment Option, shelf registration statement, prospectus supplement, +2 more

6 terms

bought deal basis financial

"the Underwriters agreed to purchase, on a bought deal basis, 38,900,000"

An offering done on a bought deal basis is one where an underwriter or syndicate agrees to buy the entire new securities issue from the company up front, taking the risk of reselling those shares or bonds to investors. It matters to investors because it gives the issuer quick, certain access to cash and shifts price and timing risk to the underwriters—think of it like a store selling its whole seasonal stock to a wholesaler who then resells it to customers.

Over-Allotment Option financial

"option to purchase up to 5,835,000 additional Common Shares to cover over-allotments"

An over-allotment option is a special agreement that allows underwriters to sell more shares than initially planned if demand is high. Think of it like a retailer offering extra units of a popular product to meet additional customer interest. This option helps ensure the full sale is completed and can also give investors extra shares if they want more.

shelf registration statement regulatory

"The Offering was made pursuant to an effective shelf registration statement"

A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.

prospectus supplement regulatory

"a prospectus supplement, dated September 10, 2026, filed with the Securities"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

short form base shelf prospectus regulatory

"to a short form base shelf prospectus, dated September 9, 2026, filed"

A short form base shelf prospectus is a pre-approved, reusable document that lets a company register a pool of securities (like stocks or bonds) it can sell over time without repeating a full disclosure process each time. Think of it as a menu the company files once so it can quickly offer items from that menu later; investors care because it speeds up capital raises, can dilute existing holdings, and signals the company’s ability to access funding when needed.

indemnification rights regulatory

"The Underwriting Agreement contains customary representations, warranties and agreements"

Offering Details

shelf

Offering

Offering Type shelf

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What equity offering did ENBRIDGE INC (ENB) announce in this 8-K?

Enbridge Inc. entered into a bought deal underwriting agreement for a public offering of 38,900,000 common shares, plus an over-allotment option for 5,835,000 additional shares, and ultimately issued and sold 44,735,000 common shares on September 14, 2026.

How much capital did ENB raise from this common share offering?

The offering generated aggregate gross proceeds of approximately CDN$3.0 billion for Enbridge Inc., including the full exercise of the over-allotment option, before deducting underwriting commissions and offering expenses payable by the company.

What was the offering price of ENBRIDGE INC (ENB) common shares?

The common shares were sold at a public offering price of CDN$66.85 per share under the bought deal underwriting agreement entered into on September 10, 2026.

What is the over-allotment option mentioned in the ENB filing?

Underwriters were granted an over-allotment option to purchase up to 5,835,000 additional common shares to cover over-allotments, defined as the Over-Allotment Option, and they exercised this option in full.

Under what regulatory frameworks was the ENB share offering made?

The offering was made in the United States under an effective shelf registration statement and related base prospectus and prospectus supplement, and in Canada under a short form base shelf prospectus and prospectus supplement filed in each province.

Who led the underwriting syndicate for ENBRIDGE INC (ENB)?

The underwriting syndicate was led by RBC Dominion Securities Inc. and CIBC World Market Inc., which, along with other underwriters, agreed to purchase the shares on a bought deal basis.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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): September 14, 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 September 10, 2026, Enbridge Inc. (the “Corporation”) entered into an underwriting agreement (the “Underwriting Agreement”) with a syndicate of underwriters led by RBC Dominion Securities Inc. and CIBC World Market Inc. (the “Underwriters”), pursuant to which the Underwriters agreed to purchase, on a bought deal basis, 38,900,000 common shares of the Corporation (“Common Shares”) in a public offering at a price of CDN$66.85 per Common Share (the “Offering”). Pursuant to the Underwriting Agreement, the Underwriters were granted an option to purchase up to 5,835,000 additional Common Shares to cover over-allotments (the “Over-Allotment Option”), which they exercised in full. The aggregate gross proceeds to the Corporation from the Offering, before deducting the underwriting commission and offering expenses payable by the Corporation and including the exercise in full of the Over-Allotment Option, were approximately CDN$3.0 billion.

The Underwriting Agreement contains customary representations, warranties and agreements of the Corporation, conditions to closing, indemnification rights and obligations of the parties and termination provisions. A copy of the Underwriting Agreement is attached as Exhibit 1.1 to this Current Report on Form 8-K and incorporated by reference herein.

On September 14, 2026, the Corporation issued and sold 44,735,000 Common Shares pursuant to the Underwriting Agreement. The Offering was made pursuant to an effective shelf registration statement (the “Registration Statement”) filed with the Securities and Exchange Commission on August 1, 2025 (File No. 333-289186), a base prospectus, dated August 1, 2025, included as part of the Registration Statement, and a prospectus supplement, dated September 10, 2026, filed with the Securities and Exchange Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended. A copy of the opinion of McCarthy Tétrault LLP relating to the issuance of the Common Shares is attached as Exhibit 5.1 to this Current Report on Form 8-K. Exhibits 1.1 and 5.1 hereto are hereby incorporated by reference into the Registration Statement. The Offering was also made in Canada under the terms of a prospectus supplement, dated September 10, 2026, to a short form base shelf prospectus, dated September 9, 2026, filed with the securities commissions or similar authorities in each of the provinces of Canada.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits 

Exhibit Number		Description
1.1		Underwriting Agreement, dated as of September 10, 2026, by and between Enbridge Inc. and the several Underwriters named therein
5.1		Opinion of McCarthy Tétrault LLP
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 hereunto duly authorized.

	ENBRIDGE INC. (Registrant)
Date: September 14, 2026	By:	/s/ David Taniguchi
		David Taniguchi
		Vice President, Legal & Corporate Secretary (Duly Authorized Officer)

Filing Exhibits & Attachments

5 documents

Other Documents

• EX-1.1 EXHIBIT 1.1 262.6 KB
• EX-5.1 EXHIBIT 5.1 10.9 KB
• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 2.9 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 33.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 21.8 KB