Free Writing Prospectus - Filing Under Securities Act Rules 163/433 (fwp)
February 15 2022 - 4:08PM
Edgar (US Regulatory)
FREE WRITING PROSPECTUS
Filed Pursuant to Rule 433
Registration No. 333-231553
February 15, 2022
This document does not provide full disclosure
of all material facts relating to the securities offered. Investors should read the registration statement, any amendment and any applicable
prospectus supplement for disclosure of those facts, especially risk factors relating to the securities offered, before making an investment
decision.
ENBRIDGE INC.
2.150% Senior Notes
due 2024
2.500% Senior Notes
due 2025
Floating Rate Senior
Notes due 2024
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Issuer:
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Enbridge Inc.
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Guarantors:
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Spectra Energy Partners, LP
Enbridge Energy Partners, L.P.
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Issue of Securities:
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2.150% Senior Notes due 2024
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2.500% Senior Notes due 2025
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Floating Rate Senior Notes due 2024
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Principal Amount:
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US$400,000,000
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US$500,000,000
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US$600,000,000
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Coupon:
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2.150%
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2.500%
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Compounded SOFR plus 0.630% per annum (63 basis points)
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Compounded SOFR:
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A compounded average of SOFR determined for each quarterly Floating Rate Notes Interest Period
based on SOFR Index and determined in accordance with the specific formula described under “Description of the Notes and the
Guarantees—Principal and Interest—Compounded SOFR” in the prospectus supplement filed with the SEC for the offering
to which this communication relates.
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Day Count Convention:
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30/360
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30/360
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Actual/360
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Interest Payment Dates:
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Semi-annually on February 16 and August 16, commencing on August
16, 2022.
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Semi-annually on February 14 and August 14, commencing on August
14, 2022.
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Quarterly on February 16, May 16, August 16 and November 16, commencing on May 16, 2022.
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Maturity Date:
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February 16, 2024
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February 14, 2025
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February 16, 2024
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Treasury Benchmark:
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0.875% due January 31, 2024
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1.500% due February 15, 2025
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U.S. Treasury Yield:
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1.563%
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1.793%
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Spread to Treasury:
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+0.630%
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+0.730%
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Re-offer Yield:
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2.193%
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2.523%
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Initial Price to Public:
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99.916%
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99.934%
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100.000%
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Minimum Denominations:
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US$2,000 x $1,000
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US$2,000 x $1,000
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US$2,000 x $1,000
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Optional Redemption:
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On any date prior to the maturity date for an amount equal to
the principal amount of the notes redeemed plus a make-whole premium and accrued but unpaid interest to the redemption date.
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On any date prior to the maturity date for an amount equal to the principal amount of the notes redeemed plus a make-whole premium and accrued but unpaid interest to the redemption date.
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None
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Make-Whole Premium:
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U.S. Treasury +10 bps
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U.S. Treasury +12.5 bps
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Tax Redemption
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Each series of notes may redeemed in whole, at any time, if certain changes affecting Canadian withholding taxes occur. See “Description of the Notes and the Guarantees— Redemption—Tax Redemption” contained in the prospectus supplement filed with the SEC for the offering to which this communication relates.
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CUSIP / ISIN:
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29250N BK0 / US29250NBK00
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29250N BL8 / US29250NBL82
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29250N BM6 / US29250NBM65
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Trade/Pricing Date:
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February 15, 2022
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Settlement Date:
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February 17, 2022 (T+2)
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Joint Book-Running
Managers:
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BofA Securities, Inc.
Mizuho Securities USA LLC
SMBC Nikko Securities America, Inc.
Truist Securities, Inc.
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Co-Managers:
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Loop Capital Markets LLC
Academy Securities, Inc
AmeriVet Securities, Inc.
C.L. King & Associates, Inc.
Roberts & Ryan Investments, Inc.
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Capitalized terms used and not defined herein
have the meanings assigned in the issuer’s Preliminary Prospectus Supplement, dated February 15, 2022.
The issuer and guarantors have filed a
registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest,
you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete
information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov.
Alternatively, the issuer, any
underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling BofA
Securities, Inc. at 1-800-294-1322, Mizuho Securities USA LLC at
1-800-271-7403,
SMBC Nikko Securities America, Inc. at 1-888-868-6856 or Truist Securities,
Inc. at 1-800-685-4786.
Not
for retail investors in the European Economic Area (“EEA”) or the United Kingdom. No key information document (KID) as required
by Regulation (EU) No 1286/2014 (as amended, the “PRIIPs Regulation”) or as required by the PRIIPs Regulation as it forms
part of domestic UK law by virtue of the European Union (Withdrawal) Act 2018, as amended, has been prepared as not available to retail
investors in the EEA or the United Kingdom, respectively.
Any disclaimer or other notice that may appear
below is not applicable to this communication and should be disregarded. Such disclaimer or notice was automatically generated as a result
of this communication being sent by Bloomberg or another email system.
Enbridge (PK) (USOTC:EBRGF)
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