February 27, 2017

Enbridge and Spectra Energy Combine to Create North America's Premier Energy Infrastructure Company with $165 Billion Enterprise Value

Goodmans LLP represented Spectra Energy Corp (NYSE:SE) ("Spectra Energy") in its combination with Enbridge Inc. (TSX, NYSE:ENB) ("Enbridge") in a stock-for-stock transaction, creating North America’s largest energy infrastructure company with an enterprise value of approximately $165 billion. The transaction valued Spectra Energy’s common stock at approximately $37 billion and is the largest foreign acquisition ever completed by a Canadian company.

The transaction combined Enbridge's liquid-weighted midstream assets located primarily in western Canada and the US Midwest with Spectra's network of primarily gas-related midstream assets in the US North, Gulf Coast and Midwest and the Canadian province of British Columbia.

Spectra Energy Corp is one of North America's leading pipeline and midstream companies. Based in Houston, Texas, the company's operations in the United States and Canada include approximately 21,000 miles of natural gas and crude oil pipelines; approximately 300 billion cubic feet of natural gas storage; 4.8 million barrels of crude oil storage; as well as natural gas gathering, processing, and local distribution operations.

Enbridge Inc. is a North American leader in delivering energy. Enbridge operates the world's longest crude oil and liquids transportation system across Canada and the United States, and has a significant and growing involvement in natural gas gathering, transmission and midstream business, as well as an increasing involvement in power transmission. Enbridge owns and operates Canada's largest natural gas distribution company, serving residential, commercial, and industrial customers in Ontario, Quebec, New Brunswick and New York State.

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