Enbridge Energy Partners, L.P. and Enbridge Energy Management, L.L.C. Announce Approval of Proposed Mergers with Enbridge Inc.
Enbridge Energy Partners, L.P. and Enbridge Energy Management, L.L.C. Announce Approval of Proposed Mergers with Enbridge Inc. |
[17-December-2018] |
HOUSTON, Dec. 17, 2018 /PRNewswire/ - Enbridge Energy Partners, L.P. (NYSE: EEP) (EEP or the Partnership) and Enbridge Energy Management, L.L.C. (NYSE: EEQ) (EEQ) today announced that EEP unitholders and EEQ shareholders, at special meetings held earlier today, respectively approved the previously announced separate merger agreements with respect to the merger (the EEP Merger) of EEP with a wholly owned subsidiary of Enbridge Inc. (TSX:ENB) (NYSE: ENB) (Enbridge), and the merger (the EEQ Merger) of EEQ with a wholly owned subsidiary of Enbridge, respectively. Subject to customary closing conditions in the respective merger agreements, both the EEP Merger and the EEQ Merger are expected to close on December 20, 2018. Pursuant to the Agreement and Plan of Merger, dated as of September 17, 2018, for the EEP Merger, Enbridge (through a wholly owned subsidiary) will acquire all of the outstanding public Class A common units of EEP, resulting in EEP becoming an indirect, wholly owned subsidiary of Enbridge. At the closing, each public Class A unit common of EEP will be exchanged for 0.335 common shares of Enbridge. Pursuant to the Agreement and Plan of Merger, dated as of September 17, 2018, for the EEQ Merger, Enbridge (through a wholly owned subsidiary) will acquire all outstanding public Listed Shares of EEQ, resulting in EEQ becoming a direct, wholly owned subsidiary of Enbridge. At the closing, each public Listed Share of EEQ will be exchanged for 0.335 common shares of Enbridge. A final report of the voting results for the EEP Merger will be made available on an EEP Current Report on Form 8-K filed on EDGAR at www.sec.gov., and a final report of the voting results for the EEQ Merger will be made available on an EEQ Current Report on Form 8-K filed on EDGAR at www.sec.gov. Forward Looking Statements Although Enbridge and its Sponsored Vehicles believe these forward-looking statements are reasonable based on the information available on the date such statements are made and processes used to prepare the information, such statements are not guarantees of future performance and readers are cautioned against placing undue reliance on forward-looking statements. By their nature, these statements involve a variety of assumptions, known and unknown risks and uncertainties and other factors, which may cause actual results, levels of activity and achievements to differ materially from those expressed or implied by such statements. Material assumptions include assumptions about the following: the expected supply of and demand for crude oil, natural gas, natural gas liquids ("NGL") and renewable energy; prices of crude oil, natural gas, NGL and renewable energy; exchange rates; inflation; interest rates; availability and price of labor and construction materials; operational reliability; customer and regulatory approvals; maintenance of support and regulatory approvals for projects; anticipated in-service dates; weather; the timing and closing of dispositions; the realization of anticipated benefits and synergies of the Proposed Transactions; governmental legislation; acquisitions and the timing thereof; the success of integration plans; impact of capital project execution on future cash flows; credit ratings; capital project funding; expected earnings; expected future cash flows; and estimated future dividends. Assumptions regarding the expected supply of and demand for crude oil, natural gas, NGL and renewable energy, and the prices of these commodities, are material to and underlie all forward-looking statements, as they may impact current and future levels of demand for Enbridge's and its Sponsored Vehicles' services. Similarly, exchange rates, inflation and interest rates impact the economies and business environments and may impact levels of demand for Enbridge's and its Sponsored Vehicles' services and cost of inputs, and are therefore inherent in all forward looking statements. Due to the interdependencies and correlation of these macroeconomic factors, the impact of any one assumption on a forward-looking statement cannot be determined with certainty, particularly with respect to the impact of the Proposed Transactions, expected earnings and cash flow or estimated future dividends. Forward looking statements involve risks and uncertainties that may cause actual results to be materially different from the results predicted. There are a number of important factors that could cause actual results to differ materially from those indicated in any forward looking statement including, but not limited to: the risk that the Proposed Transactions do not occur; negative effects from the pendency of the Proposed Transactions; the ability to realize expected cost savings and benefits from the Proposed Transactions; the timing to consummate the Proposed Transactions; whether the Sponsored Vehicles or Enbridge will produce sufficient cash flows to provide the level of cash distributions they expect with respect to their respective units or shares; outcomes of litigation and regulatory investigations, proceedings or inquiries; operating performance of Enbridge and its Sponsored Vehicles; regulatory parameters regarding Enbridge and its Sponsored Vehicles; other Enbridge dispositions; project approval and support; renewals of rights of way; weather, economic and competitive conditions; public opinion; changes in tax laws and tax rates; changes in trade agreements, exchange rates, interest rates, commodity prices, political decisions and supply of and demand for commodities; and any other risks and uncertainties discussed herein or in Enbridge's or its Sponsored Vehicles' other filings with Canadian and United States securities regulators. All forward-looking statements in this communication are made as of the date hereof and, except to the extent required by applicable law, neither Enbridge nor any of the Sponsored Vehicles assume any obligation to publicly update or revise any forward looking statements made in this communication or otherwise, whether as a result of new information, future events or otherwise. All subsequent forward looking statements, whether written or oral, attributable to Enbridge, its Sponsored Vehicles or persons acting on their behalf, are expressly qualified in their entirety by these cautionary statements. The factors described above, as well as additional factors that could affect Enbridge's or any of its Sponsored Vehicles' respective forward looking statements, are described under the headings "Risk Factors" and "Cautionary Statement Regarding Forward Looking Information" in Enbridge's Annual Report on Form 10-K for the fiscal year ended December 31, 2017, which was filed with the U.S. Securities and Exchange Commission ("SEC") and Canadian securities regulators on February 16, 2018, each of EEP's, EEQ's and SEP's Annual Report on Form 10-K for the fiscal year ended December 31, 2017, which were filed with the SEC on February 16, 2018, ENF's Management's Discussion and Analysis for the year ended December 31, 2017, which was filed with Canadian securities regulators on February 16, 2018, and in Enbridge's and its Sponsored Vehicles' respective other filings made with the SEC and Canadian securities regulators, which are available via the SEC's website at http://www.sec.gov and at http://www.sedar.com, as applicable. Additional Information about Enbridge and the Proposed Transactions and Where to Find It Participants in the Solicitations About Enbridge Energy Partners, L.P. About Enbridge Energy Management, L.L.C. FOR FURTHER INFORMATION PLEASE CONTACT:
View original content:http://www.prnewswire.com/news-releases/enbridge-energy-partners-lp-and-enbridge-energy-management-llc-announce-approval-of-proposed-mergers-with-enbridge-inc-300767576.html SOURCE Enbridge Energy Partners, L.P. | ||||||||||
Company Codes: NYSE:EEQ, NYSE:EEP, NYSE:ENB, Toronto:ENB |
© 2018 PR Newswire. All Rights Reserved.