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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Item 8.01 Other Events.
On November 9, 2023, Enbridge Inc. (the “Corporation”) completed the offering of US$750,000,000 aggregate principal amount of its 5.900% Senior Notes due 2026 (the “2026 Notes”), US$750,000,000 aggregate principal amount of its 6.000% Senior Notes due 2028 (the “2028 Notes”), US$750,000,000 aggregate principal amount of its 6.200% Senior Notes due 2030 (the “2030 Notes”) and US$1,250,000,000 aggregate principal amount of its 6.700% Senior Notes due 2053 (the “2053 Notes” and, together with the 2026 Notes, 2028 Notes and 2030 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 July 29, 2022 (Reg. No. 333-266405) (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 November 6, 2023, between the Corporation, the Guarantors and the underwriters party thereto. | |
| · | Officers’ Certificate of the Corporation, dated November 9, 2023. | |
| · | Form of Global Note representing the 2026 Notes. | |
| · | Form of Global Note representing the 2028 Notes. | |
| · | Form of Global Note representing the 2030 Notes. | |
| · | Form of Global Note representing the 2053 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
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: November 9, 2023 | By: | /s/ Karen K.L. Uehara |
| Karen K.L. Uehara Vice President, Corporate & Corporate Secretary (Duly Authorized Officer) | ||