Enbridge Inc. (TSX:ENB) made a non-binding offer to acquire an additional 87.9% stake of Enbridge Energy Management LLC (NYSE:EEQ) (“EEQ”) for approximately $760 million on May 17, 2018. As per the offer, Enbridge Inc. will issue 0.2887 of a common share as consideration for EEQ share. In a related transaction and as a condition to consummation of this transaction, Enbridge and Enbridge (U.S.) Inc. intend to simultaneously make a non-binding offer to acquire all of the remaining outstanding interests in Enbridge Energy Partners LP (NYSE:EEP). On September 17, 2018, Enbridge Inc. entered into definitive agreement regarding the acquisition of an additional 88.3% stake in EEQ for approximately $990 million. Under the terms of the agreement, EEQ public shareholders will receive 0.3350 of a common share of Enbridge Inc. for each listed share of EEQ. Following consummation of the merger, EEQ will become wholly owned subsidiary of Enbridge Inc. Enbridge Inc. already indirectly holds approximately 11.16 million listed shares and 7.19 voting shares of EEQ as of the announcements. In other related transactions, Enbridge Inc. made an offer to acquire 80.1% stake in Enbridge Income Fund Holdings Inc. (TSX:ENF) and a 16.9% stake in Spectra Energy Partners, LP (NYSE:SEP). EEQ is expected to pay a stock dividend to its shareholders in the fourth quarter consistent with previously disclosed distribution and dividend guidance. The transaction is subject to customary closing conditions including approval by majority of EEQ shareholders other than Enbridge, expiration or termination of any waiting period under the Hart-Scott Rodino Act, Enbridge’s registration statement on Form S-4 becoming effective, satisfactory completion of due diligence, consummation of the transaction with Enbridge Energy Partners LP (NYSE:EEP) (‘EEP’), standard regulatory approval, the approval of the Board of Enbridge Inc., the Enbridge common stock issuable in connection with the transaction having been approved for listing on the NYSE and TSX, and for tax purposes, the merger should be treated as a reorganization qualifying under Section 368(a) of the Code. The transaction is also subject to approval by the special committee of the Board of EEQ. The offer and its delivery have been approved by the board of Enbridge Inc. and will require further approval at the definitive agreement stage. As of December 17, 2018, EEQ shareholders has approved the transaction. As of September 17, 2018, The board of directors of EEQ, in its capacity as the delegate of the general partner of EEP and the board of directors of EEQ delegated to their respective special committees consisting solely of independent directors unanimously approved the respective EEP and EEQ buy-in transactions and recommended approval of the transactions to the EEP and EEQ Boards. EEQ transaction has been approved by the EEQ Board based on the recommendation of the special committee. Each of the EEP Board and the EEQ Board unanimously recommends that the EEP unitholders and EEQ shareholders vote in favor of the respective agreements. A meeting of EEQ shareholders will be held on December 17, 2018 to vote on the transaction. The transaction is expected to close in the late fourth quarter of 2018. As of December 17, 2018, the transaction is expected to close on December 20, 2018. Enbridge expects the transaction to be approximately neutral to Enbridge’s three-year financial guidance and positive to Enbridge’s post-2020 outlook due to tax and other synergies. Michael Cannon, Alastair Hunt and David Anders of BofA Merrill Lynch and David Potter, Guido Lenarduzzi, Dan Beck and Don Robertson of Scotiabank acted as financial advisors to Enbridge Inc. John Osler of McCarthy Tetrault LLP, Tyler J. Friedman, George J. Sampas, Bob Buckholz, Mimi Wu, Michael Steinberg, Joe Matelis and Eric Queen of Sullivan & Cromwell LLP and Ryan Carney, Gary Huffman and Christine Mainguy of Vinson & Elkins LLP acted as legal advisors for Enbridge Inc. Goldman Sachs & Co. LLC acted as financial advisor and Will Anderson, Bradley J. Benoit, Stephen B. Crain, Mark K. Lewis, Lance W. Behnke, Michele J. Alexander, Daniel E. Hemli, Timothy A. Wilkins, Diane M. Crabtree, Benjamin J. Martin, Charlotte Keenan, Andrew W. Monk, Jay N. Larry, Drew Taggart and Ryan Davis of Bracewell LLP and Morris, Nichols, Arsht & Tunnell LLP acted as legal advisors to the EEQ Special Committee. D.F. King & Co., acted as information agent to EEQ and will receive a fee of $15,000 for the services. EEQ has agreed to pay Goldman Sachs a transaction fee of $3 million, of which $0.2 million became payable upon the execution of engagement letter and remainder became payable upon the execution of the agreement. Goldman Sachs may receive an additional fee of up to $1.5 million at the special committee’s sole discretion Enbridge Inc. (TSX:ENB) completed the acquisition of an additional 88.3% stake of Enbridge Energy Management, L.L.C. (NYSE:EEQ) (“EEQ”) on December 20, 2018. The transaction resulted in Enbridge acquiring all of the outstanding public listed shares of EEQ, and EEQ becoming a direct, wholly owned subsidiary of Enbridge. Effective December 20, 2018, EEQ listed shares will be suspended from trading on, and delisted from, the New York Stock Exchange.