Filed by Enbridge Inc. (Commission File
No. 001-15254)
Pursuant to Rule 425 under the Securities Act of 1933, as amended
Subject Company: Spectra Energy Partners, LP
(Commission File No.:
001-33556)
Email sent by Enbridge to various research analysts and investors on October 10, 2018
Hi Investment Community,
Just wanted to provide a heads up
that we have reached another important milestone in the Sponsored Vehicle (SV)
buy-in
process. You may have seen this afternoon that Enbridge Inc. filed several Form
S-4s
(EEP, EEQ, SEP) and a Management Information Circular (ENF) with relevant securities regulators in connection with the
buy-ins
of its SVs.
On the Canadian side, youll note that an ENF shareholder vote date has now been set for November 6, 2018. On the US side, the draft
S-4s
need to be reviewed by the SEC before we can set SV unit/shareholder vote dates (note, for SEP, Enbridge holds sufficient number of SEP common units to approve the SEP merger and the related merger agreement,
but the SEP
S-4
still needs to go through the SEC review process). These SEC review processes can take anywhere from 2 to 6+ weeks, depending on the extent of the review that the SEC may
conduct. Once the SEP
S-4
is effective, the written consent process for SEP should wrap up 20 business days thereafter. For EEP and EEQ, well set unit/shareholder vote dates after the applicable SEC
reviews concludes and shortly before the applicable
S-4
become effective, and well distribute the proxy voting materials to the unit/shareholders shortly thereafter. We continue to target closing all of
these SV
buy-in
transactions by the end of the year.
Its also worth noting that these filings, as is
standard practice, contain financial projections for both Enbridge and the SVs. These projections do not constitute new EBITDA, DCF or dividend guidance for Enbridge. They were provided by ENB management to the SV Special Committees and their
respective advisors so they could evaluate Enbridges offer, negotiate the transactions and prepare valuations with that information, and, ultimately, render their fairness opinions. Additional information describing the financial projections
and scenarios, and related underlying assumptions, can be found in the
S-4s
or the Circular.
Our current
financial guidance through 2020 remains unchanged, including 10% dividend CAGR through 2020. The underlying business drivers and competitive landscape continue to evolve and we are pleased with the successes of the 2018-2020 strategic
priorities achieved by Enbridge to date. We are seeing tailwinds in the business including strong demand for Mainline capacity, tax benefits from the
roll-up
transactions and
non-core
asset sales as well as emerging business development opportunities. We look forward to providing our official updated financial guidance and dividend growth outlook at our annual ENB investor day
in December.
Please let me know if you have any questions.
Thanks,
Jon.
Forward-Looking Statements
This communication includes
forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.
Forward-looking
statements are based on
the beliefs and assumptions of Enbridge Inc. (Enbridge), Enbridge Energy Partners, L.P. (EEP), Enbridge Energy Management, L.L.C. (EEQ), Spectra Energy Partners, LP (SEP),