Enbridge seeks 75% approval for June 10 note swap
Enbridge is seeking consent by June 10, 2026, to exchange specified Enbridge Pipelines Inc. medium term note debentures for an equal principal amount of newly issued Enbridge medium term notes. The proposal would move the obligations onto Enbridge’s balance sheet if holders approve the swap, changing the issuer behind the same debt series rather than the amount owed.
75% of the aggregate principal amount of EPI Notes must back the Note Exchange Resolution for it to pass. The Circular also sets a June 25, 2026 meeting time, giving holders two paths to the same result: consent by the deadline or a vote at the meeting.
June 10 consent deadline
June 10, 2026 is the key date in the Circular. Enbridge Inc. is furnishing a Form CB to facilitate the proposed exchange, which uses consent and meeting mechanics under the EPI MTN Indenture.
The exchange is pro rata, so each series of EPI Notes would be replaced by Enbridge Notes with identical principal, coupon and maturity. The newly issued notes will carry the same financial terms and be guaranteed, leaving the economic terms unchanged while the borrower structure shifts.
75% holder threshold
75% approval of the aggregate principal amount is the gatekeeper for the transaction. Without that level of support, the Note Exchange Resolution does not pass and the supplemental indenture path does not close.
The mechanics matter because the proposal does not retire debt on one side and add a different instrument on the other; it swaps the issuer on the existing terms. For holders, that means the decision is about who stands behind the notes, not whether the notes themselves are being rewritten.
June 25 meeting date
June 25, 2026 is the scheduled meeting time if holders prefer to act there instead of through written consent. Completion depends on noteholder consent by June 10 or a vote at the meeting, along with delivery of an Effectiveness Notice and Undertaking.
That leaves a narrow window for holders to decide whether the EPI obligations move onto Enbridge’s balance sheet under the proposed exchange. The structure is specific, the approval bar is high, and the series-by-series exchange will proceed only if the required consent arrives on time.
