ENB 10-K & 10-Q changes, risk factors and insider trading
Enbridge Inc. (also EBBNF, EBBGF, EBGEF, EBRGF, EBRZF, ENBFF, ENBGF, ENBHF, ENBMF, ENBNF, ENBOF, ENBRF, ENBSF, ENFFF, ENNPF) · NYSE · Pipe Lines (No Natural Gas) · CIK 895728 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Risk Factors
New heading “Operation of complex energy infrastructure involves many hazards and risks that may adversely affect our business, financial results, the environment, relationships with stakeholders, the safety of the public and our workers, and our reputation.”
New heading “A service interruption could have a significant impact on our operations, and negatively impact financial results, stakeholder relationships and our reputation.”
New heading “Cyber attacks and other cybersecurity incidents pose significant threats to our technology systems and could materially adversely affect our business, operations, reputation or financial results.”
New heading “Advancements in AI and the speed at which we can implement them or not increases our cybersecurity risks discussed above and also have the potential to negatively affect our business, operations, reputation or financial results.”
New heading “We are subject to risks relating to the integrity of our systems and infrastructure, as well as affiliate and third-party computer systems, computer networks and other communication systems.”
New heading “Our business is exposed to changes in market prices, including but not limited to interest rates and foreign exchange rates, which could materially impact our financial results. Our risk management policies cannot eliminate all risks and may result in material financial losses. In addition, any non-compliance with our risk management policies could adversely affect our business, operations or financial results.”
Removed heading “Operation of complex energy infrastructure involves many hazards and risks that may adversely affect our business, financial results, the environment, relationships with stakeholders, and our reputation.”
Removed heading “A service interruption could have a significant impact on our operations, and negatively impact financial results, relationships with stakeholders and our reputation.”
Removed heading “Cyber attacks and other cybersecurity incidents pose threats to our technology systems and could materially adversely affect our business, operations, reputation or financial results.”
Removed heading “Pandemics, epidemics or infectious disease outbreaks may adversely affect local and global economies and our business, operations or financial results.”
Removed heading “Our business is exposed to changes in market prices, including interest rates and foreign exchange rates. Our risk management policies cannot eliminate all risks and may result in material financial losses. In addition, any non-compliance with our risk management policies could adversely affect our business, operations or financial results.”
Largest changes
“As a result of the foregoing, we could experience loss of revenues, repair, remediation or restoration costs, regulatory action, fines and penalties, litigation, breach of contract or indemnity claims, cyber extortion, ransomware, implementation costs for additional security measures, loss of customers, customer dissatisfaction, reputational harm, liability under laws that protect the privacy of personal information, other adverse consequences, or other costs or financial loss. In light of the Acquisitions, these risks may be heightened, and the consequences magnified. …”see in full comparison
“Consequences of a significant cyber incident could include revenue loss, repair, remediation or restoration costs, regulatory action, fines and penalties, litigation, breach of contract or indemnity claims, cyber extortion or ransomware payments, implementation costs for additional security measures, loss of customers, customer dissatisfaction, reputational harm, or other adverse consequences, costs or financial loss. Regardless of the method or form of cyber attack or incident, any or all of the above could materially adversely affect our reputation, business, operations or financial results.”see in full comparison
“Cybersecurity risks have increased in recent years as a result of the proliferation of new technologies and the increased sophistication of cyber attacks and financially-motivated cybercrime, as well as international and domestic political factors, including geopolitical tensions, armed hostilities, war, civil unrest, sabotage, terrorism and state-sponsored or other cyber espionage. Human error or malfeasance can also contribute to a cyber incident, and cyber attacks can be internal as well as external and occur at any point in our supply chain. …”see in full comparison
“Cybersecurity risks have grown due to the proliferation of new technologies, increasingly sophisticated cyber attacks, and financially-motivated cybercrime, as well as international and domestic political factors, including geopolitical tensions, armed conflicts, civil unrest, sabotage, terrorism, and state-sponsored or other cyber espionage. Human error or malfeasance can also contribute to cyber incidents, which may occur internally or externally and at any point in our supply chain. …”see in full comparison
“We have experienced such events in the past and expect to continue to incur significant costs in preparing for or responding to operational risks and events. We expect to continue to experience climate-related physical risks, potentially with increasing frequency and severity, and we cannot guarantee that we will not experience catastrophic or other events in the future. In addition, we have in the past, and could in the future, be subject to litigation and significant fines and penalties from regulators in connection with any such events.”see in full comparison
“Our assets and operations are vulnerable to damage or disruption from these events, which could result in reduced revenue from business interruptions or reduced capacity and may also increase costs for repairs, remediation or adaptation measures. Such events have led to, and could again lead to, ruptures or product releases from our pipelines or facilities, causing property and environmental damage, personal injury or loss of life. Such an incident has in the past, and could again in the future, result in substantial losses that insurance may not fully cover, negatively impacting earnings. …”see in full comparison
Full comparison: every changed paragraph (144)
Operation of complex energy infrastructure involves many hazards and risks that may adversely affect our business, financial results, the environment, relationships with stakeholders, the safety of the public and our workers, and our reputation.
These operational risks include accidents, third-party damage to assets or systems, equipment failure, process breakdowns, human error, major power disruptions, curtailment or limitations of commodity supply, operational incidents, failure of information technology or operational technology systems, security incidents (cyber or physical), lower than expected levels of operating capacity or efficiency, among others. Such events could be catastrophic in nature.
Operational risk is also intensified by exposure to severe weather conditions and natural disasters, including those related to climate change. Events such as heavy snowfall, extreme precipitation, floods, landslides, wildfires, hurricanes, cyclones, tornadoes, tropical storms, storm surges, ice storms, and extreme temperatures, as well as chronic physical risks like long-term changes in precipitation patterns, or sustained higher temperatures, can affect the safety and reliability of our operations. We have and expect to continue to experience climate-related physical risks, potentially with increasing frequency and severity, and we cannot guarantee that we will not experience catastrophic or other events in the future.
Our assets and operations are vulnerable to damage or disruption from these events, which could result in reduced revenue from business interruptions or reduced capacity and may also increase costs for repairs, remediation or adaptation measures. Such events have led to, and could again lead to, ruptures or product releases from our pipelines or facilities, causing property and environmental damage, personal injury or loss of life. Such an incident has in the past, and could again in the future, result in substantial losses that insurance may not fully cover, negatively impacting earnings. Such incidents could also have lasting reputational impacts and impair stakeholder relationships. For pipeline and storage assets located near populated areas, the potential damage could be even greater. We expect to continue to incur significant costs to prepare for and respond to operational risks. Additionally, we have faced, and could face again, litigation and significant fines and penalties from regulators in connection with such events.
A service interruption could have a significant impact on our operations, and negatively impact financial results, stakeholder relationships and our reputation.
A service interruption could significantly and negatively affect our operations, financial results, stakeholder relationships, the safety of our end-use customers, and our reputation. Interruptions to our crude oil and natural gas transportation services can disrupt customer operations and earnings, as they rely on us to move their products to market and fulfill contractual arrangements. Such disruptions have previously led to claims against us and they may do so again. We have experienced, and may again experience, service interruptions, restrictions or other operational constraints, including those related to operational incidents described in the preceding risk factor.
Enbridge's assets span a broad geographic area and often operate near populated areas. We have experienced major incidents involving these assets that have resulted in, and may again result in, injury or loss of life to members of the public. In addition, given the hazards inherent in our operations, our workers and contractors also face personal safety risks. Despite the precautions we take, such safety incidents have occurred in the past and may occur in the future. Such events could lead to reputational damage, legal claims, material repair costs, and higher operating or insurance costs.
Cyber attacks and other cybersecurity incidents pose significant threats to our technology systems and could materially adversely affect our business, operations, reputation or financial results.
Our business is dependent upon information systems and other digital technologies to control our plants, pipelines and other assets, process transactions, and summarize and report results of operations.
Cybersecurity risks have grown due to the proliferation of new technologies, increasingly sophisticated cyber attacks, and financially-motivated cybercrime, as well as international and domestic political factors, including geopolitical tensions, armed conflicts, civil unrest, sabotage, terrorism, and state-sponsored or other cyber espionage. Human error or malfeasance can also contribute to cyber incidents, which may occur internally or externally and at any point in our supply chain. Because of the critical nature of our infrastructure and our use of information systems and other digital technologies to control our assets, we face a heightened risk of cybersecurity incidents, such as ransomware, theft, misplaced or lost data, programming errors, phishing attacks, denial-of-service attacks, acts of vandalism, computer viruses, malware, hacking, malicious attacks, software vulnerabilities, employee errors and/or malfeasance, or other attacks, security or data breaches, or other cybersecurity incidents. Cyber threat actors have attacked, and continue to threaten to attack, energy infrastructure, including our assets. Government agencies have warned that attacks targeting critical infrastructure - including pipelines, utilities, and power generation facilities - are increasing in sophistication, magnitude, and frequency. These risks may escalate during periods of heightened geopolitical tensions.
We have experienced an increase in unauthorized attempts to access our systems and company data, and expect this trend to continue. While we invest heavily in security measures to prevent unwanted intrusions and to protect our systems and data, whether such data is housed internally or by external third parties, we and our third-party vendors have experienced, and expect to continue to experience, cyber attacks of varying degrees, including denial-of-service attacks. To date, these attacks have not, to our knowledge, had a material adverse impact on our business, operations or financial results, but future incidents could.
We expect that our technology systems, as well as those of our vendors or other service providers, will continue to be targeted, which could compromise our data and systems, and access thereto by us, our customers or others. Such events could disrupt our operations, impair our ability to correctly record, process and report transactions, or result in the loss of information. There is no certainty that our business continuity measures will completely eliminate the risk of disruption or adverse business effects. Furthermore, we and some of our third-party service providers (who may in turn also use third-party service providers) collect, process or store sensitive data in the ordinary course of our business, including personal information of employees, customers, landowners, and investors, as well as intellectual property or other proprietary business information. These risks are heightened following the Acquisitions, which increase the attack surface and the volume of personal customer information processed.
Consequences of a significant cyber incident could include revenue loss, repair, remediation or restoration costs, regulatory action, fines and penalties, litigation, breach of contract or indemnity claims, cyber extortion or ransomware payments, implementation costs for additional security measures, loss of customers, customer dissatisfaction, reputational harm, or other adverse consequences, costs or financial loss. Regardless of the method or form of cyber attack or incident, any or all of the above could materially adversely affect our reputation, business, operations or financial results.
New and changing cybersecurity legislation, regulations and orders have been implemented or are proposed, resulting in additional regulatory oversight and compliance requirements, which require internal and external resources and increase costs. The potential impacts of future cybersecurity-related legislation, regulations or orders on our business remain uncertain and cannot be reliably predicted.
A cyber attack may occur and remain undetected for an extended period, representing an inherent risk that we must continually manage. Investigations of cyber attacks or other security incidents are often unpredictable and typically take time to complete before full and reliable information becomes available. In this period, we may lack visibility into the damage or the optimal corrective approach, allowing issues to persist or escalate and driving up both costs and risks. Remediation efforts may not be successful. Failure to implement, maintain and upgrade adequate safeguards could materially and adversely affect our results of operations, cash flows, and financial condition. Recent rulemakings may require disclosure of cybersecurity incidents before investigations or remediations are complete, adding complexity and risk. As cyber attacks continue to evolve, we may need to invest significant additional resources to strengthen protections and address vulnerabilities.
Media reports about a cyber attack or other significant security incident, whether accurate or not, or our failure to make adequate or timely disclosures to the public, regulators, law enforcement, or affected individuals could negatively impact our operating results and result in other adverse consequences, including reputational harm, damage to our competitiveness, strained relationships with customers, partners, suppliers, investors, and other stakeholders. Such circumstances could also lead to operational disruption, increased remediation and protection costs, significant litigation or regulatory action, fines or penalties, all of which could materially adversely affect our business, operations, reputation or financial results.
Advancements in AI and the speed at which we can implement them or not increases our cybersecurity risks discussed above and also have the potential to negatively affect our business, operations, reputation or financial results.
Secure processing, maintenance and transmission of information are critical to our business. This includes the integration of AI to enhance both efficiency and safety. For example, Enbridge utilizes cloud-based platforms and internal AI assistants to make workflows and data analysis more efficient.
As AI adoption and integration accelerates in our day-to-day operations, the associated technology and cybersecurity risks are also intensifying, increasing the potential for system vulnerabilities and exposure to malicious threats. The continuous evolution and increasing use of generative AI systems both by Enbridge and third parties, as well as the embedding of AI technologies into software, systems and other tools currently used or being considered for use by Enbridge pose a number of risks to Enbridge’s technology, information systems and data privacy. This is due to its potential for user misuse, decision-making based on biased or incorrect models or information, unauthorized exposure of sensitive data, unauthorized use of intellectual property and other risks, all of which potentially compromise safety, productivity and profitability. AI tools have the potential to provide advantages to Enbridge if successfully used, developed and implemented with the proper governance, but those benefits may require significant expenditures and may never materialize, which could adversely affect our business, financial condition and results of operations.
We are subject to risks relating to the integrity of our systems and infrastructure, as well as affiliate and third-party computer systems, computer networks and other communication systems.
System interruption and the lack of integration and redundancy in the information systems and infrastructure, both of our own websites and other computer systems and of affiliate and third-party software, computer networks and other communications systems service providers on which we rely, could adversely affect our ability to conduct our operations. Such interruptions could occur as the result of natural disaster, malicious actions, such as hacking or acts of terrorism or war, human error or other causes, such as break-downs in technology or other malfunctions. With respect to third-party software or systems, there are certain arrangements that are not covered by long-term agreements. In addition, the loss of some or all of certain key personnel could require us to expend additional resources to continue to maintain our software and systems and could subject us to systems interruptions.
While we have backup systems, offsite and cloud-based data centers, and service redundancy for certain aspects of our operations, disaster recovery planning by its nature cannot account for all eventualities. In addition, we may not have adequate insurance coverage to compensate for any or all losses from a major interruption. If any of these adverse events were to occur, it could adversely affect our business, financial condition and results of operations.
Terrorist attacks and threats (which may take the form of cyber attacks, as outlined above), escalation of military activity, armed hostilities, war, sabotage, or civil unrest or activism may disrupt general economic conditions, cause fluctuations in consumer confidence and spending, and affect market liquidity, all of which could negatively impact our business. Future terrorist attacks, rumors or threats of war, actual conflicts involving the US or Canada, civil unrest or military, trade, or commodity supply and demand disruptions may significantly affect our operations and those of our customers. Strategic critical infrastructure, including energy-related assets, face heightened risk of cyber or physical attacks. Our assets and projects under construction could be direct targets or indirect casualties of such an attack.
In addition, increased environmental activism against energy infrastructure could lead to work delays, reduced demand for our services, new or stricter legislation or public policy, or denial or delay of permits and rights-of-way. We also face risks related to international relations and geopolitical events. Factors such as political, economic, or social instability, trade disputes, increased tariffs, legal and regulatory changes, and shifts in political leadership can lead to volatility in commodity prices and affect energy availability and costs.
Climate-related physical risks,risks resultingarise fromas a result of changing and more extreme weather, which can damage our assets and affect the safety and reliability of our operations. Climate-related physical risks may be acute or chronic. Acute physical risks are those that are event-driven, including increased frequency and severity of extreme weather events, such as heavy snowfall, heavyextreme rainfall,precipitation, floods, landslides, fires,wildfires, hurricanes, cyclones, tornados, tropical storms, storm surges, ice storms, and extreme temperatures. Chronic physical risks are longer-term shifts in climate patterns, such as long-term changes in precipitation patterns, or sustained higher temperatures, which may cause sea level rises or chronic heat waves. Chronic physical risks may also include altered river flows, land shifting, and subsidence.
Our assets and operations are exposed to potentialthe risk of damage or other negative impacts from these kinds of events, which have resulted in the past resulted and could in the future result inin, reduced revenue from business disruption or reduced capacity and may also lead to increased costs due to repairs and required adaptation measures. We have experienced operational interruptions and damage to our assets from such weather events in the past, and we expect to continue to experience climate-related physical risks in the future, potentially with increasing frequency or severity. Such events may also result in personal injury,injury or loss of life.
The global transition to a lower-carbon economy involves policy, legal, technology and market changes which may, in turn, increase our cost of operations and influence stakeholder sentiment and decisions about Enbridge,Enbridge. includingPotential potentiallyimpacts reducinginclude theadverse impact on our reputation and reduced demand for some of our services, which couldcould, in turn, result in a decrease indecreased profitability or reduction in thereduced value of our assets. Transition risks include the following categories:
•Policy and legal risks
We are subject to various climate change and emissions-related laws and regulations in the jurisdictions where we operate, including at the federal, state/provincial, and local levels, and these continue to evolve and change with shifting government policy and public sentiment. Key carbon-related policies and regulations that impact us are described in Part I, Item 1. Business - Regulation - Environmental Regulation. Carbon pricing in the form of carbon charges, carbon levies, or other carbon pricing frameworks poses risks to our business, including potential reduced demand for our services and decreased economic viability for our projects. We are also subject to anti-greenwashing legislation and are impacted by climate-related disclosure requirements in development in certain jurisdictions where we operate. Such evolving policy, legislation and regulation could influence commodity demand, and the overall energy mix we deliver and has already led to increased compliance risk and costs, including higher costs for our customers. Stakeholder opposition to parts of our business and the energy industry, particularly fossil fuels, continues to pose risks to our business such as climate-related protests, complaints, litigation and regulatory actions, including against Enbridge. In addition, anti-ESG activism has grown, creating competing stakeholder priorities, fragmented regulatory regimes, and greater uncertainty. We have faced, and expect to continue to face, climate-related legal challenges. Defending and resolving these claims has resulted in increased costs and will likely lead to additional expenses, and could affect our reputation, strategy, and financial performance.
Policy and legal risks may result from evolving government policy, legislation, regulations and regulatory decisions focused on climate change, as well as changing political and public opinion, stakeholder opposition, legal challenges, litigation and regulatory proceedings. Foreign and domestic governments and regulators continue to evaluate and implement policy, legislation, regulations and decisions aimed at mitigating the impacts of and adapting to climate change, including measures to reduce GHG emissions and shift to lower-carbon sources of energy. Such policies, laws and regulations vary at the federal, state, provincial and municipal levels in which Enbridge operates and are continually evolving. Rules, standards, and methodologies for setting climate-related goals and for measuring and reporting climate-related information are still developing. At the same time, we have seen the rise of anti-ESG activism, creating competing stakeholder priorities and increasing uncertainty. As a result, our climate-related goals and disclosures are based on assumptions that are subject to change. Collectively, these measures have resulted and are expected to continue to result in increased costs to us. Enbridge adheres to a number of carbon-pricing mechanisms, including explicit carbon prices (i.e., in BC) and implicit carbon prices (i.e., Canadian federal output-based pricing system). In Canada, the federal government has proposed new Clean Electricity Regulations and is considering options to cap and cut GHG emissions from the oil and gas sector, which may impact our business. Such evolving policy, legislation and regulation could impact commodity demand, and the overall energy mix we deliver and may result in significant expenditures and resources, as well as increased costs for our customers. In recent years, there has also been changing political and public opinion and stakeholder opposition in relation to parts of our business and industry, as well as an increase in climate-related litigation and regulatory action against companies, all of which could impact our reputation, strategy and financial results.
•Technology risks
Achieving our emissions reduction goals depends partly on technological improvements, innovation, and modernization of our existing assets. Advances in technologies such as renewable power, carbon capture and storage, and other lower-carbon energy infrastructure can help reduce our emissions, extend the life of our assets, and diversify our business. However, relying on these technologies also carries risks, including the pace of technological development, uncertain regulatory requirements, and potentially high costs that could make the use of such technologies uneconomical. If emerging technologies do not materialize as expected, meeting our emissions reduction goals could become more difficult.
Executing our strategic priorities, including participating in the energy transition over time and attaining our GHG emissions reduction goals, depends, in part, on technological improvements and innovation. This includes the development and use of emerging technologies, such as renewable power and other lower-carbon energy infrastructure. Such technological developments could require significant capital expenditures and resources and may, impact our competitiveness. GHG emissions reduction technology may not materialize as expected, which could make it more difficult to reduce emissions and meet our ESG goals.
•Market risks
Concerns about climate change, increasedrising demand for lower-carbon forms of energy and new energy technologies, changingshifting customer behavior, and reduced energy consumption could impact thedecrease demand for our services or our securities. In recent years, certain investors, lenders and insurers have takenbegun or are contemplating actions to decreasereducing the carbon intensity of their portfolios or reduce or ceaselimiting support for the fossil fuel industry. SuchThese measuresactions could resultincrease in increasedour costs to manage these risks and restrict access to, or increase the cost of, capital and insurance. Market uncertainty, including abrupt or significant changes in energy prices and demand, which could be driven by climate change, could negatively impact ouroperations, accessfor to and cost of capital, as well as demand for, or value of, our securities or our services. Uncertainty in market signals, such as abrupt and unexpected shifts in energy costs and demands, including due to climate change concerns, could impact revenueexample through reduced throughput volumes on our pipeline transportation systems.
•Reputational risks
Energy companies, including Enbridge, continue to face negative perceptions about fossil fuels and pipelines, which can lead to stakeholder opposition to our operations and infrastructure projects, as well as investor, stakeholder or regulatory concerns about stranded assets. Such factors may impact our ability to secure capital or complete new projects.
Enbridge’s climate-related activities, goals, commitments, and plans are based on various assumptions, estimates, judgments, risks, and uncertainties. Rules, standards, and methodologies for setting climate-related goals and for measuring and reporting climate-related information are still developing. As such, our climate-related goals and disclosures are based on assumptions that are subject to change. Achieving our sustainability-related goals and commitments will require collective efforts and actions from a wide range of stakeholders, much of which is beyond our control, and there can be no assurance that these efforts will deliver the intended impact. Our climate-related goals and emissions-reduction pathways will continue to evolve and may need to be revised as data improves, standards, methodologies, metrics, and measurements mature, and legislation, regulations, and stakeholder expectations change.
If we encounter challenges or perceived challenges in achieving our climate-related goals, fail to comply with climate-related regulatory or reporting requirements, or fall short of stakeholder expectations, it could negatively impact our reputation, reduce demand for our services or securities, and expose us to enforcement actions or litigation, which could impact our business, operations or financial results.
Companies across all sectors and industries are facing changing expectations and increased scrutiny from stakeholders related to their approach to climate change and GHG emissions. Companies in the energy industry are experiencing stakeholder opposition to their operations and infrastructure projects. Enbridge’s ESG goals, sustainability-related activities, commitments, and plans, including climate-related information and data, are based on various assumptions, estimates, judgments, risks, and uncertainties. Achieving these ESG goals and commitments will require collective efforts and actions from a wide range of stakeholders, much of which is beyond our control, and there can be no assurance that the impact of these efforts and actions will be realized. Our ESG goals and pathways for reducing operational emissions will continue to evolve and may need to be restated, modified, or recalibrated as data improves, standards, methodologies, metrics, and measurements mature, and as legislation, regulations, policies, and stakeholder sentiment evolve. If we experience challenges, or perceived challenges in achieving our climate-related goals, are not able to meet future climate-related, emissions, or other regulatory or reporting requirements, or are not able to meet or manage stakeholder expectations regarding climate change or disclosure of climate-change information (including potential allegations of greenwashing), it could negatively impact our reputation or investor sentiment and could expose us to government enforcement actions or litigation, which may, in turn, impact our business, operations or financial results.
Operation of complex energy infrastructure involves many hazards and risks that may adversely affect our business, financial results, the environment, relationships with stakeholders, and our reputation.
These operational risks include adverse weather conditions, natural disasters, accidents, the breakdown or failure of equipment, processes or human error, and lower than expected levels of operating capacity and efficiency. These operational risks could be catastrophic in nature.
Operational risk is also intensified by exposure to severe weather conditions and natural disasters, including those related to climate change, which may affect the safety and reliability of our operations, including, but not limited to heavy snowfall, heavy rainfall, floods, landslides, fires, hurricanes, cyclones, tornados, tropical storms, ice storms, and extreme temperatures, and chronic physical risks, such as long-term changes in precipitation patterns, or sustained higher temperatures.
Our assets and operations are exposed to potential damage or other negative impacts from these operational risks, which could result in reduced revenue from business disruption or reduced capacity and may also lead to increased costs due to repairs and required adaptation measures. Such events have led to, and could in the future lead to, rupture or release of product from our pipeline systems and facilities, resulting in damage to property and the environment, personal injury or loss of life. Such an incident has in the past, and could in the future, result in substantial losses for which insurance may not be sufficient or available and for which we may bear part or all of the cost, thereby negatively impacting earnings. Such incidents could also have lasting reputational impacts and could impair our relationships with various stakeholders. For pipeline and storage assets located near populated areas, including residential communities, commercial business centers, industrial sites and other public gathering locations, the level of damage resulting from these events could be greater.
We have experienced such events in the past and expect to continue to incur significant costs in preparing for or responding to operational risks and events. We expect to continue to experience climate-related physical risks, potentially with increasing frequency and severity, and we cannot guarantee that we will not experience catastrophic or other events in the future. In addition, we have in the past, and could in the future, be subject to litigation and significant fines and penalties from regulators in connection with any such events.
A service interruption could have a significant impact on our operations, and negatively impact financial results, relationships with stakeholders and our reputation.
A service interruption due to a major power disruption, curtailment of commodity supply, operational incident, security incident (cyber or physical), availability of gas supply or distribution, or other reasons, could have a significant impact on our operations and negatively impact financial results, relationships with stakeholders, our reputation or the safety of our end-use customers. Service interruptions that impact our crude oil and natural gas transportation services can negatively impact shippers’ operations and earnings as they are dependent on our services to move their product to market or fulfill their own contractual arrangements, and this has in the past led to and may again lead to claims against us. We have experienced, and may again experience, service interruptions, restrictions or other operational constraints, including in connection with the kinds of operational incidents referred to in the previous risk factor.
Enbridge assets may change over time and operate over a broad geographic area. These assets include liquids pipelines, gas transmission, and gas distribution systems which are operated near populated areas. A major incident involving these assets has resulted in and may again result in injury or loss of life to members of the public. In addition, given the natural hazards inherent in our operations, our workers and contractors are subject to personal safety risks. A public safety incident or an injury or loss of life to our workers or contractors, which we have experienced in the past and, despite the precautions we take, may experience in the future, could result in reputational damage to us, legal claims, material repair costs or increased operating and insurance costs.
Cyber attacks and other cybersecurity incidents pose threats to our technology systems and could materially adversely affect our business, operations, reputation or financial results.
Our business is dependent upon information systems and other digital technologies for controlling our plants, pipelines and other assets, processing transactions and summarizing and reporting results of operations. With the evolution of AI, our business has incorporated AI into our operations in order to gain efficiencies and productivity in our day-to-day operations, which has the potential to increase technology and cybersecurity risks. The secure processing, maintenance and transmission of information is critical to our operations.
Cybersecurity risks have increased in recent years as a result of the proliferation of new technologies and the increased sophistication of cyber attacks and financially-motivated cybercrime, as well as international and domestic political factors, including geopolitical tensions, armed hostilities, war, civil unrest, sabotage, terrorism and state-sponsored or other cyber espionage. Human error or malfeasance can also contribute to a cyber incident, and cyber attacks can be internal as well as external and occur at any point in our supply chain. Because of the critical nature of our infrastructure and our use of information systems and other digital technologies to control our assets, we face a heightened risk of cybersecurity incidents, such as ransomware, theft, misplaced or lost data, programming errors, phishing attacks, denial of service attacks, acts of vandalism, computer viruses, malware, hacking, malicious attacks, software vulnerabilities, employee errors and/or malfeasance, or other attacks, security or data breaches or other cybersecurity incidents. Cyber threat actors have attacked and continue to threaten to attack energy infrastructure, including our assets, and various government agencies have increasingly stressed that these attacks are targeting critical infrastructure, including pipelines, public utilities, and power generation facilities, and are increasing in sophistication, magnitude, and frequency. Additionally, these risks may escalate during periods of heightened geopolitical tensions. In addition, new cybersecurity legislation, regulations and orders have been recently implemented or proposed, resulting in additional actual and anticipated regulatory oversight and compliance requirements, which will require significant internal and external resources. We cannot predict the potential impact to our business of potential future legislation, regulations or orders relating to cybersecurity.
We have experienced an increase in the number of attempts by external parties to access our systems or our company data without authorization, and we expect this trend to continue. Although we devote significant resources and security measures to prevent unwanted intrusions and to protect our systems and data, whether such data is housed internally or by external third parties, we and our third-party vendors have experienced, and expect to continue to experience, cyber attacks of varying degrees in the conduct of our business, including denial of service attacks. To date, these prior cyber attacks have not, to our knowledge, had a material adverse effect on our business, operations or financial results. However, we have experienced an increasing number of cybersecurity threats in recent years and there is a risk that any such incidents could have a material adverse effect on us in the future.
Our technology systems or those of our vendors or other service providers are expected to become the target of further cyber attacks or security breaches which could compromise our data and systems or our access thereto by us, our customers or others, affect our ability to correctly record, process and report transactions, result in the loss of information, or cause operational disruption or incidents. There can be no assurance that our business continuity plans will be completely effective in avoiding disruption and business impacts. Furthermore, we and some of our third-party service providers (who may in turn also use third-party service providers) collect, process or store sensitive data in the ordinary course of our business, including personal information of our employees, residential gas distribution customers, land owners and investors, as well as intellectual property or other proprietary business information of ours or our customers or suppliers. In light of the Acquisitions, due to their large residential customer bases, we and some of our third-party services providers will process increasing amounts of personal information.
As a result of the foregoing, we could experience loss of revenues, repair, remediation or restoration costs, regulatory action, fines and penalties, litigation, breach of contract or indemnity claims, cyber extortion, ransomware, implementation costs for additional security measures, loss of customers, customer dissatisfaction, reputational harm, liability under laws that protect the privacy of personal information, other adverse consequences, or other costs or financial loss. In light of the Acquisitions, these risks may be heightened, and the consequences magnified. Regardless of the method or form of cyber attack or incident, any or all of the above could materially adversely affect our reputation, business, operations or financial results.
In addition, a cyber attack could occur and persist for an extended period without detection. Any investigation of a cyber attack or other security incident may be inherently unpredictable, and it would take time before the completion of any investigation and availability of full and reliable information. During such time, we may not know the extent of the harm or how best to remediate it, and certain errors or actions could be repeated or compounded before they are discovered and remediated, all or any of which could further increase the costs and consequences of a cyber attack or other security incident, and our remediation efforts may not be successful. The inability to implement, maintain and upgrade adequate safeguards could materially and adversely affect our results of operations, cash flows, and financial condition. Moreover, recent rulemakings may require us to disclose information about a cybersecurity incident before it has been completely investigated or remediated in full or even in part. As cyber attacks continue to evolve, we may be required to expend significant additional resources to continue to modify or enhance our protective measures or to investigate and remediate any information security vulnerabilities.
Furthermore, media reports about a cyber attack or other significant security incident affecting Enbridge, whether accurate or not, or, under certain circumstances, our failure to make adequate or timely disclosures to the public, law enforcement, other regulatory agencies or affected individuals following any such event, whether due to delayed discovery or otherwise, could negatively impact our operating results and result in other adverse consequences, including damage to our reputation or competitiveness, harm to our relationships with customers, partners, suppliers, investors, and other third parties, interruption to our management, remediation or increased protection costs, significant litigation or regulatory action, fines or penalties, all of which could materially adversely affect our business, operations, reputation or financial results.
Terrorist attacks and threats (which may take the form of cyber attacks, as outlined above), escalation of military activity, armed hostilities, war, sabotage, or civil unrest or activism may have significant effects on general economic conditions and may cause fluctuations in consumer confidence and spending and market liquidity, each of which could adversely affect our business. Future terrorist attacks, rumors or threats of war, actual conflicts involving the US or Canada, or military or trade disruptions may significantly affect our operations and those of our customers. Strategic critical infrastructure targets, such as energy-related assets, are at greater risk of cyber attack and may be at greater risk of other future attacks than other targets in the US and Canada. Enbridge’s infrastructure and projects under construction could be direct targets or indirect casualties of a cyber or physical attack. In addition, increased environmental activism against construction and operation of energy infrastructure could potentially result in work delays, reduced demand for our products and services, new legislation or public policy or increased stringency thereof, or denial or delay of permits and rights-of-way. Enbridge also faces risks related to international relations and geopolitical events. Factors such as political, economic, or social instability, trade disputes, increased tariffs, changes in laws, strict regulations, and shifts in political leadership can lead to higher commodity prices and affect energy availability and costs.
Pandemics, epidemics or infectious disease outbreaks may adversely affect local and global economies and our business, operations or financial results.
Disruptions caused by pandemics, epidemics or infectious disease outbreaks could materially adversely affect our business, operations, financial results and forward-looking expectations. Governments' emergency measures to combat the spread could include restrictions on business activity and travel, as well as requirements to isolate or quarantine. The duration and magnitude of such impacts will depend on many factors that we may not be able to accurately predict. COVID-19 and government responses interrupted business activities and supply chains, disrupted travel, and contributed to significant volatility in the financial and commodity markets.
Disruptions related to pandemics, epidemics or infectious disease outbreaks could have the effect of heightening many of the other risks described in this Item 1A. Risk Factors.
Management's Discussion & Analysis (MD&A)
New heading “LIQUIDS PIPELINES INVESTMENT”
New heading “NONCONTROLLING INTEREST INVESTMENT”
New heading “BC Pipeline System”
New heading “Generic Cost of Capital Proceeding”
New heading “Enbridge Gas North Carolina”
New heading “Enbridge Gas Utah”
New heading “Year ended December 31, 2025, compared with year ended December 31, 2024”
New heading “Includes amounts for the construction of the Southern Illinois Connector Pipeline, which is expected to be 50% jointly-owned with Energy Transfer, costs to upgrade the Energy Transfer Crude Oil Pipeline, in which we have a 27.6% ownership interest, as well as amounts fully attributable to Enbridge.”
New heading “Our redeemable noncontrolling interest holder, the First Nations Partnership, will have the opportunity to participate in designated capital programs once they have been completed or substantially completed. As a result, our ownership interest in the program(s) may change in future periods.”
New heading “Previously approved projects that were acquired by Enbridge through the acquisition of PSNC.”
New heading “Includes approved capital costs for the second phase of the project which involves installation of additional compression to add capacity and is expected to go into service in 2028.”
New heading “Our investment is approximately $0.3 billion, with the remainder financed through non-recourse project level debt.”
New heading “Mainline Optimization Phase 2”
New heading “The quarterly dividend per share paid on Preference Shares, Series 11 was increased to $0.34231 from $0.24613 on March 1, 2025,due to the reset of the annual dividend on March 1, 2025.”
New heading “The quarterly dividend per share paid on Preference Shares, Series 13 was increased to $0.33719 from $0.19019 on June 1, 2025 due to the reset of the annual dividend on June 1, 2025.”
New heading “10 The quarterly dividend per share paid on Preference Shares, Series 15 was increased to $0.35163 from $0.18644 on September 1, 2025 due to the reset of the annual dividend on September 1, 2025.”
Removed heading “US Gas Utilities”
Removed heading “Joint Venture with WhiteWater/I Squared and MPLX”
Removed heading “Acquisition of Renewable Natural Gas (RNG) Facilities”
Removed heading “ASSET MONETIZATION”
Removed heading “Disposition of Alliance Pipeline and Aux Sable Interests”
Removed heading “Incentive Regulation Rate Application”
Removed heading “3Includes the US$37 million Gator Express Project placed into service in August 2023. Total estimated capital cost consists of the reversal and expansion of Texas Eastern's Line 40.”
Removed heading “4Our equity contribution is approximately US$0.9 billion, with the remainder financed through non-recourse project level debt. Capital cost estimates will be updated in 2025, at which point Enbridge's preferred return will be set.”
Removed heading “5Previously approved PSNC projects that were acquired by Enbridge through the Acquisitions.”
Removed heading “6Includes approved capital costs for the second phase of the project which involves installation of additional compression to add capacity and is expected to go into service in 2028.”
Removed heading “Seven Stars Energy Project”
Removed heading “Credit Ratings Action”
Removed heading “7The quarterly dividend per share paid on Preference Shares, Series P was increased to $0.36988 from $0.27369 on March 1, 2024 due to reset of the annual dividend on March 1, 2024.”
Removed heading “8The quarterly dividend per share paid on Preference Shares, Series R was increased to $0.39463 from $0.25456 on June 1, 2024 due to reset of the annual dividend on June 1, 2024.”
Removed heading “9The quarterly dividend per share paid on Preference Shares, Series 3 was increased to $0.33050 from $0.23356 on September 1, 2024 due to reset of the annual dividend on September 1, 2024.”
Removed heading “10 On September 1, 2024, 1,502,775 of the outstanding Preference Shares, Series 3 were converted into Preference Shares, Series 4. The quarterly dividend per share paid on Preference Shares, Series 4 was decreased to $0.37110 from $0.42206 on December 1, 2024 due to reset on a quarterly basis following the date of issuance.”
Removed heading “11The quarterly dividend per share paid on Preference Shares, Series 5 was increased to US$0.41769 from US$0.33596 on March 1, 2024 due to reset of the annual dividend on March 1, 2024.”
Removed heading “12 The quarterly dividend per share paid on Preference Shares, Series 7 was increased to $0.37425 from $0.27806 on March 1, 2024 due to reset of the annual dividend on March 1, 2024.”
Removed heading “5The quarterly dividend per share paid on Preference Shares, Series 9 was increased to $0.35450 from $0.25606 on December 1, 2024 due to reset of the annual dividend on December 1, 2024.”
Removed heading “BUSINESS COMBINATIONS”
Removed heading “ASSETS HELD FOR SALE”
Largest changes
“We apply the provisions of Accounting Standards Codification 805 Business Combinations in accounting for our business acquisitions. The acquired assets and assumed liabilities are recorded at their estimated fair values as at the date of acquisition. Goodwill represents the excess of the purchase price over the fair value of net identifiable assets. While we use our best estimates and assumptions to accurately value assets acquired and liabilities assumed at the date of acquisition, as well as any contingent consideration, our estimates are inherently uncertain and subject to refinement. …”see in full comparison
“On March 29, 2024, Moody's Investor Service (Moody's) downgraded Enbridge's credit ratings for our senior unsecured debt ratings to Baa2 from Baa1. Moody's also downgraded the credit ratings of our subsidiaries: Enbridge Energy Partners, L.P. (EEP), Enbridge Energy Limited Partnership, Spectra Energy Partners, LP (SEP) and Texas Eastern. The outlooks of all five entities were changed to stable from negative.”see in full comparison
“10 On September 1, 2024, 1,502,775 of the outstanding Preference Shares, Series 3 were converted into Preference Shares, Series 4. The quarterly dividend per share paid on Preference Shares, Series 4 was decreased to $0.37110 from $0.42206 on December 1, 2024 due to reset on a quarterly basis following the date of issuance.”see in full comparison
“Includes amounts for the construction of the Southern Illinois Connector Pipeline, which is expected to be 50% jointly-owned with Energy Transfer, costs to upgrade the Energy Transfer Crude Oil Pipeline, in which we have a 27.6% ownership interest, as well as amounts fully attributable to Enbridge.”see in full comparison
“Our redeemable noncontrolling interest holder, the First Nations Partnership, will have the opportunity to participate in designated capital programs once they have been completed or substantially completed. As a result, our ownership interest in the program(s) may change in future periods.”see in full comparison
Full comparison: every changed paragraph (375)
LIQUIDS PIPELINES INVESTMENT
MAINLINEMainline TOLLINGSystem AGREEMENTCapital Investment
In 2025, we announced plans to invest up to US$1.3 billion in our Mainline System through 2028. These investments are expected to earn a return through the Mainline Tolling Settlement and will be focused on extending the service life of the underlying assets, as well as further enhancing reliability and efficiency given continuing demands on the system.
NONCONTROLLING INTEREST INVESTMENT
BC Pipeline System
On July 2, 2025, Stonlasec8 Indigenous Investments Limited Partnership (the First Nations Partnership), an entity representing 38 First Nations in British Columbia (BC), invested approximately $736 million in our Westcoast Energy Inc. BC natural gas pipeline system.
As at December 31, 2025, we own 87.53% of the BC Pipeline system, which is included in our Gas Transmission segment, and continue to manage and operate the pipeline system. The First Nations Partnership owns the remaining 12.47% interest.
The Mainline Tolling Settlement (MTS) is a negotiated settlement with a term of seven and a half years through the end of 2028 that covers both the Canadian and US portions of the Mainline, except for Lines 8 and 9 which are tolled on a separate basis. Enbridge Inc. (Enbridge) filed an application with the Canadian Energy Regulator (CER) for approval of the MTS on December 15, 2023 and the CER issued an order on March 4, 2024 approving Enbridge’s application as filed. Refer to Part I. Item I. Business - Business Segments - Liquids Pipelines - Tolling Framework for detailed terms of the MTS.
ACQUISITIONS
US Gas Utilities
On September 5, 2023, Enbridge entered into three separate definitive agreements with Dominion Energy, Inc. to acquire The East Ohio Gas Company (EOG), Questar Gas Company (Questar) and its related Wexpro companies (Wexpro), and Public Service Company of North Carolina, Incorporated (PSNC) (together, the Acquisitions).
On September 30, 2024, we acquired all of the membership interests of Fall North Carolina Holdco LLC, which owns 100% of PSNC, for cash consideration of $2.7 billion (US$2.0 billion) (the PSNC Acquisition). PSNC is a public utility primarily engaged in the purchase, sale, transportation and distribution of natural gas to residential, commercial and industrial customers in North Carolina. PSNC operates under rates approved by the North Carolina Utilities Commission (North Carolina Commission). Subsequent to its acquisition, PSNC conducts business as Enbridge Gas North Carolina.
On May 31, 2024, we acquired all of the membership interests of Fall West Holdco LLC which owns 100% of Questar and Wexpro for cash consideration of $4.1 billion (US$3.0 billion) (the Questar Acquisition). Questar is a public natural gas utility providing distribution, storage and transmission services to residential, commercial and industrial customers in Utah, southwestern Wyoming and southeastern Idaho. The Utah Public Service Commission (Utah Commission), the Wyoming Public Service Commission (Wyoming Commission), and the Idaho Public Utilities Commission (Idaho Commission) have granted Questar the necessary regulatory approvals to serve these areas. Wexpro develops and produces cost-of-service gas reserves for Questar and operates under agreements with the states of Utah and Wyoming. Subsequent to its acquisition, Questar conducts business as Enbridge Gas Utah, Enbridge Gas Wyoming, and Enbridge Gas Idaho in those respective states.
On March 6, 2024, we acquired all of the outstanding shares of capital stock of EOG for cash consideration of $5.8 billion (US$4.3 billion) (the EOG Acquisition). EOG is a public natural gas utility providing distribution, storage and transmission services to residential, commercial and industrial customers in Ohio and is regulated by the Public Utilities Commission of Ohio (Ohio Commission). Subsequent to its acquisition, EOG conducts business as Enbridge Gas Ohio.
The Acquisitions further diversify, and are complementary to, our existing gas distribution operations.
Joint Venture with WhiteWater/I Squared and MPLX
On May 29, 2024, we formed a joint venture (the Whistler Parent JV) with WhiteWater/I Squared Capital (WhiteWater/I Squared) and MPLX LP (MPLX) that will develop, construct, own and operate natural gas pipeline and storage assets connecting Permian Basin natural gas supply to growing liquefied natural gas (LNG) and other US Gulf Coast demand. The Whistler Parent JV is owned by WhiteWater/I Squared (50.6%), MPLX (30.4%) and Enbridge (19.0%) and owns the following assets:
•a 100% interest in the Whistler Pipeline, a 450-mile intrastate pipeline transporting natural gas from the Waha Header in the Permian Basin to Agua Dulce, Texas;
•a 100% interest in the Rio Bravo Pipeline project, two new parallel 137-mile pipelines transporting natural gas from the Agua Dulce supply area to NextDecade's Rio Grande LNG project in Brownsville, Texas;
•a 70% interest in the ADCC Pipeline, a new 40-mile pipeline which was placed into service in July 2024 and is designed to transport 1.7 billion cubic feet per day (bcf/d) of natural gas from the terminus of the Whistler Pipeline in Agua Dulce, Texas to Cheniere's Corpus Christi LNG export facility; and
•a 50% interest in Waha Gas Storage, a 2.0 bcf gas storage cavern facility connecting to key Permian egress pipelines including the Whistler Pipeline.
In connection with the formation of the Whistler Parent JV, we contributed our 100% interest in the Rio Bravo Pipeline project and $487 million (US$357 million) of cash to the Whistler Parent JV. In addition to our 19.0% equity interest in the Whistler Parent JV, we received a special equity interest in the Whistler Parent JV which provides for a 25.0% economic interest in the Rio Bravo Pipeline project. This interest is subject to certain redemption rights held by Whitewater/I Squared and MPLX. After the closing on May 29, 2024, we accrued for our share of the post-closing mandatory capital expenditures of approximately US$150 million for the Rio Bravo Pipeline project. Additional capital expenditures to complete the Rio Bravo Pipeline project will be proportionate to our economic interest.
Acquisition of Renewable Natural Gas (RNG) Facilities
On January 2, 2024, through a wholly-owned US subsidiary, we acquired six Morrow Renewables operating landfill gas-to-RNG production facilities (Tomorrow RNG) located in Texas and Arkansas for total consideration of $1.3 billion (US$1.0 billion), of which $584 million (US$439 million) was paid at close and an additional deferred consideration is payable within two years with a fair value of $757 million (US$568 million). The acquired assets align with and advance our lower-carbon strategy.
ASSET MONETIZATION
Disposition of Alliance Pipeline and Aux Sable Interests
On April 1, 2024, we closed the sale of our 50.0% interest in the Alliance Pipeline, our interest in Aux Sable (including a 42.7% interest in Aux Sable Midstream LLC and Aux Sable Liquid Products L.P., and a 50.0% interest in Aux Sable Canada LP) and our interest in NRGreen Power Limited Partnership (NRGreen) to Pembina Pipeline Corporation (Pembina) for $3.1 billion, including $327 million of non-recourse debt. A gain on disposal of $1.1 billion before tax, which is net of $1.0 billion of the goodwill from our Gas Transmission segment allocated to the disposal group, is included in Gain on disposition of equity investments in the Consolidated Statements of Earnings for the year ended December 31, 2024.
Texas Eastern
In May 2024, Texas Eastern Transmission, LP (Texas Eastern) reached a negotiated settlement with customers to increase rates starting October 1, 2024 with additional increases on January 1, 2026. Texas Eastern filed a Stipulation and Agreement with the Federal Energy Regulatory Commission (FERC) on June 3, 2024 and received approval on July 31, 2024 from the FERC of its uncontested settlement with customers.
Algonquin Gas Transmission, LLC (Algonquin) filed a rate case on May 30, 2024 and a settlement in principle was reached with customers in December 2024. A Stipulation and Agreement was approved by the Federal Energy Regulatory Commission (FERC) on April 25, 2025 with rates effective December 1, 2024.
Algonquin Gas Transmission, LLC (Algonquin) filed a rate case on May 30, 2024. On June 28, 2024, the FERC issued an order accepting and suspending tariff records, subject to refund, conditions, and establishing hearing procedures. In December 2024, Algonquin reached a settlement in principle with customers which will be filed for FERC approval in the first quarter 2025. If approved, rates will be effective December 1, 2024.
Maritimes & Northeast Pipeline
Maritimes & Northeast (M&N) United States (US) filed a rate case on May 30, 2024 and a settlement in principle was reached with customers in December 2024. A Stipulation and Agreement was approved by the FERC on April 25, 2025 with rates effective January 1, 2025.
The toll settlement agreement for M&N Canada expired in December 2025. M&N Canada reached a toll settlement with shippers for the effective period from January 1, 2026 to December 31, 2027. On December 15, 2025, M&N Canada filed the 2026–2027 toll settlement agreement with the Canada Energy Regulator (CER) for review and approval. A CER decision is expected in the first quarter of 2026.
East Tennessee
MaritimesEast &Tennessee NortheastNatural PipelineGas, LLC (M&NEast Tennessee) US filed a rate case on MayApril 30,29, 2024.2025. On JuneMay 27,29, 2024,2025, the FERC issued an order accepting and suspending tariff records, subject to refund, conditions, and establishing hearing procedures. In Decembercompliance 2024,with M&Nthe USorder, reachedEast Tennessee made a settlementfiling into principleimplement the rates to be effective November 1, 2025, subject to refund. Settlement discussions with customersshippers which will be filed for FERC approvalcommenced in the firstthird quarter 2025. If approved, rates will be effective January 1,of 2025.
Vector
Vector Pipeline L.P. (Vector) filed a rate case on May 30, 2025. On June 30, 2025, the FERC issued an order accepting and suspending tariff records filed in this rate case, and establishing hearing procedures. In compliance with the order, Vector placed the proposed rates into effect on July 1, 2025. Additionally, on July 1, 2025, the chief administrative law judge issued an order consolidating Vector’s outstanding review of rates initiated by the FERC in 2024 with Vector’s May 30, 2025 rate case filing. In February 2026, Vector reached a settlement in principle with all active participants that resolves all issues in the consolidated rate case, which will be filed for FERC approval in the first half of 2026. If approved, settlement rates will be effective April 1, 2026.
In October 2022, Enbridge Gas Inc. (Enbridge Gas Ontario) filed its application with the Ontario Energy Board (OEB) to establish a 2024–2028 Incentive Regulation (IR) rate setting framework:
Phase 1 of the application established 2024 base rates on a cost-of-service basis.
Phase 2 established a price cap incentive rate-setting (Price Cap IR) mechanism for 2025–2028.
Phase 3 addresses cost allocation and the harmonization of rates, rate classes and services. Completion of Phase 3 is expected in 2026.
Phase 1
In December 2023, the OEB issued its decision on Phase 1. Enbridge Gas Ontario continues to appeal through Ontario courts the OEB's Phase 1 findings on depreciation, equity thickness and undepreciated capital, with hearing dates scheduled in 2026.
Phase 2
Through a November 2024 decision on the Phase 2 partial settlement proposal, and a May 2025 decision on outstanding issues, the OEB approved a Price Cap IR mechanism for 2025–2028 rates. The mechanism includes an earnings sharing mechanism which requires earnings in excess of 100 basis points over the allowed return on equity (ROE) to be shared equally with customers, and 90% of any earnings in excess of 300 basis points over the allowed ROE. Rates effective January 1, 2025 and January 1, 2026, were set using the approved Price Cap IR mechanism.
Generic Cost of Capital Proceeding
In March 2025, the OEB released its decision in the generic cost of capital proceeding. The OEB determined that Enbridge Gas Ontario's equity thickness would remain at 38% as approved in the Phase 1 decision. The OEB also revised the formula for calculating ROE by reducing flotation costs by 25 basis points. The new formula will be applicable to Enbridge Gas Ontario at its next rebasing expected in 2029. Until then, rates will continue to reflect the 2024 ROE of 9.21%.
Incentive Regulation Rate Application
In October 2022, Enbridge Gas Inc. (Enbridge Gas Ontario) filed its application with the Ontario Energy Board (OEB) to establish a 2024 through 2028 Incentive Regulation (IR) rate setting framework. The application initially sought approval in two phases to establish 2024 base rates (Phase 1) on a cost-of-service basis and to establish a price cap rate setting mechanism (Phase 2) to be used for the remainder of the IR term (2025-2028). A third phase (Phase 3) has been established with the OEB as part of the Phase 1 Partial Settlement Proposal (Phase 1 Settlement). Phase 3 will address cost allocation and the harmonization of rates and rate classes between legacy rate zones, and is anticipated to be completed in 2025.
In August 2023, the OEB approved the Phase 1 Settlement and in December 2023, the OEB issued its Decision and Order on the remaining unsettled items in Phase 1 (Phase 1 Decision). These decisions include the following findings or orders:
•energy transition risk requires us to carry out a risk assessment to consider further risk mitigation measures in three areas: system access and expansion capital spending, system renewal capital spending and depreciation policy;
•all new small volume customers wishing to connect to natural gas are to pay their full connection costs as an upfront charge (the revenue horizon was set to zero years), rather than through rates over time effective January 2025;
•approval of a harmonized depreciation methodology that reduced the amount of depreciation sought and adjusted asset lives including extensions of service life for certain asset classes;
•the removal of $84 million of undepreciated integration capital costs from 2024 rate base; and
•an increase in equity thickness from 36% to 38% effective 2024.
Enbridge Gas Ontario filed a Notice of Appeal with the Ontario Divisional Court in January 2024 regarding various aspects of the Phase 1 Decision and subsequently filed an amended Notice of Appeal in December 2024 (Amended Appeal). The Amended Appeal focused on two aspects of the Phase 1 Decision: asset class average useful lives for depreciation purposes, and equity thickness. In January 2024, Enbridge Gas Ontario filed a Notice of Motion with the OEB requesting the OEB to review and vary the Phase 1 Decision which was subsequently amended in May 2024 (Amended Motion). The Amended Motion focused on two aspects of the Phase 1 Decision: asset class average useful lives for depreciation purposes, and the recoverability of integration capital. In October 2024, the OEB issued a decision on the Amended Motion and determined that only the issue of integration capital met the threshold to warrant a review. We are currently awaiting an OEB decision on the issue of integration capital.
In May 2024, Bill 165, the Keeping Energy Costs Down Act, received royal assent, giving the Government of Ontario time-limited authority to set the revenue horizon for small volume customers, effectively reversing that aspect of the OEB's Phase 1 Decision. Regulations are now in place setting the revenue horizon for new customer connections to 40 years.
In November 2024, the OEB issued its Decision approving the Phase 2 Partial Settlement Proposal (Phase 2 Settlement). The Phase 2 Settlement establishes a price cap IR rate setting mechanism to be used for establishing rates for 2025 – 2028. The price cap mechanism will establish new rates each year through an annual base rate adjustment to migrate an incremental $50 million in capitalized overheads to operating and maintenance costs, annual base rate escalation at inflation less a 0.28% productivity factor, annual updates for certain costs to be passed through to customers, and where applicable, it will provide for the recovery of material unexpected events and discrete incremental capital investments beyond those that can be funded through base rates. The price cap mechanism includes the continuation and establishment of certain deferral and variance accounts, as well as an earnings sharing mechanism that requires Enbridge Gas Ontario to share equally with customers any earnings in excess of 100 basis points over the allowed return on equity (ROE), and 90% of any earnings in excess of 300 basis points over the allowed ROE. Issues not addressed as part of the Phase 2 Settlement proceeded to hearing in December 2024 and a decision is expected in the second quarter of 2025.
In October 2023, Enbridge Gas Ohio filed its first base rates application with the Ohio Commission since 2007, proposing a base rate annual revenue increase to be effective January 2025. The base rate increase was proposed to recover the significant investment in distribution infrastructure for the benefit of Ohio customers, including an ROE of 10.40%.
What changed in the latest 10-Q
Risk Factors
Removed heading “Terrorist attacks and threats, escalation of military activity in response to these attacks or acts of war, other civil unrest or activism, or geopolitical uncertainty could adversely affect our business, operations or financial results.”
Largest changes
“In addition, increased environmental activism against energy infrastructure could lead to work delays, reduced demand for our services, new or stricter legislation or public policy, or denial or delay of permits and rights-of-way. We also face risks related to international relations and geopolitical events, including military escalation in key energy-producing regions such as Venezuela, Iran and the Middle East. …”see in full comparison
“Terrorist attacks and threats, escalation of military activity in response to these attacks or acts of war, other civil unrest or activism, or geopolitical uncertainty could adversely affect our business, operations or financial results.”see in full comparison
“Terrorist attacks and threats (which may take the form of cyber attacks), escalation of military activity, armed hostilities, war, sabotage, or civil unrest or activism may disrupt general economic conditions, cause fluctuations in consumer confidence and spending, and affect market liquidity, all of which could negatively impact our business. Future terrorist attacks, rumors or threats of war, actual conflicts involving the US or Canada, civil unrest or military, trade, or commodity supply and demand disruptions may significantly affect our operations and those of our customers. …”see in full comparison
see in full comparisonThe announcementTariffs andimpositionotheroftradetariffsmeasures announced, imposed, modified, suspended, terminated or replaced by the US, together with potential, announced or implemented retaliatory tariffs by other governments on imports from the US, and other potential measures, including duties, fees, economic sanctions or other trade measures, as well as the potential impacts of these tariffs and trade measures, present significant risks to our business operations and financial results.TariffsSuchannounced by the US (which are in addition to any pre-existing tariffs) whichmeasures mayimpact our business operationsinclude, amongothers:other tariffs or surcharges on certain goods that do not qualify for preferential treatment under the United States-Mexico-Canada Agreement (USMCA), global tariffs on steel, aluminum and other metals, and other periodic retaliatory tariffs or trade measures affecting Canada.
“tariff on Canadian goods that are non-compliant under the United States-Mexico-Canada Agreement (USMCA) (excludes crude oil, natural gas and natural gas liquids);”see in full comparison
“global tariffs on steel and aluminum; and other periodic retaliatory tariffs on Canada.”see in full comparison
Full comparison: every changed paragraph (9)
In addition to the other information set forth in this report, careful consideration should be given to the factors discussed in Part I. Item 1A. Risk Factors of our annual report on Form 10-K for the year ended December 31, 2025, as updated by Part II. Item 1A. Risk Factors of our interim report on Form 10-Q for the quarter ended March 31, 2026, which could materially affect our financial condition or future results. There have been no material modifications to those risk factors, other than as set forth below.
Terrorist attacks and threats, escalation of military activity in response to these attacks or acts of war, other civil unrest or activism, or geopolitical uncertainty could adversely affect our business, operations or financial results.
Terrorist attacks and threats (which may take the form of cyber attacks), escalation of military activity, armed hostilities, war, sabotage, or civil unrest or activism may disrupt general economic conditions, cause fluctuations in consumer confidence and spending, and affect market liquidity, all of which could negatively impact our business. Future terrorist attacks, rumors or threats of war, actual conflicts involving the US or Canada, civil unrest or military, trade, or commodity supply and demand disruptions may significantly affect our operations and those of our customers. Strategic critical infrastructure, including energy-related assets, face heightened risk of cyber or physical attacks. Our assets and projects under construction could be direct targets or indirect casualties of such an attack.
In addition, increased environmental activism against energy infrastructure could lead to work delays, reduced demand for our services, new or stricter legislation or public policy, or denial or delay of permits and rights-of-way. We also face risks related to international relations and geopolitical events, including military escalation in key energy-producing regions such as Venezuela, Iran and the Middle East. Factors such as political, economic, or social instability, trade disputes, increased tariffs, legal and regulatory changes, disruption of international shipping routes and shifts in political leadership can lead to volatility in commodity prices and affect energy availability and costs.
The announcementTariffs and impositionother oftrade tariffsmeasures announced, imposed, modified, suspended, terminated or replaced by the US, together with potential, announced or implemented retaliatory tariffs by other governments on imports from the US, and other potential measures, including duties, fees, economic sanctions or other trade measures, as well as the potential impacts of these tariffs and trade measures, present significant risks to our business operations and financial results. TariffsSuch announced by the US (which are in addition to any pre-existing tariffs) whichmeasures may impact our business operations include, among others:other tariffs or surcharges on certain goods that do not qualify for preferential treatment under the United States-Mexico-Canada Agreement (USMCA), global tariffs on steel, aluminum and other metals, and other periodic retaliatory tariffs or trade measures affecting Canada.
tariff on Canadian goods that are non-compliant under the United States-Mexico-Canada Agreement (USMCA) (excludes crude oil, natural gas and natural gas liquids);
global tariffs on steel and aluminum; and other periodic retaliatory tariffs on Canada.
If maintained, such trade measures, the nature, extent and timing of which are uncertain, and the potential for escalation of trade disputes, including retaliatory measures, could lead to, among other things, worsening of macroeconomic conditions, inflationary pressures, increased construction costs, costs to maintain our assets and other costs and expenses, as well as to potential reductions in demand for US and/or Canadian energy. The measures also introduce uncertainty in North American energy and capital markets and have the potential to disrupt supply chains and access to capital markets and jeopardize our competitiveness. The US Government has also stated its interest in renegotiating and altering the USMCA, which could further impact the energy market and our business.
On July 1, 2026, the formal review period for USMCA began with the US Government announcing its intent not to renew the agreement without changes. As a result, the USMCA is not renewed; however, the agreement remains in force pending resolution of these issues or until the agreement’s termination in 2036. Results of these negotiations could further impact the energy market and our business.
Management's Discussion & Analysis (MD&A)
New heading “Six months ended June 30, 2026 compared with the six months ended June 30, 2025”
New heading “OTHER ANNOUNCED PROJECTS UNDER DEVELOPMENT”
New heading “LIQUIDS PIPELINES”
New heading “Line 5 Relocation Project”
New heading “The notes carried an original maturity date of August 2026.”
New heading “DAKOTA ACCESS PIPELINE”
Removed heading “Maritimes & Northeast”
Removed heading “Three months ended March 31, 2026 compared with the three months ended March 31, 2025”
Removed heading “MICHIGAN LINE 5 DUAL PIPELINES - STRAITS OF MACKINAC EASEMENT”
Removed heading “Michigan Attorney General Lawsuit”
Removed heading “Enbridge Lawsuit”
Largest changes
“Three months ended March 31, 2026 compared with the three months ended March 31, 2025”see in full comparison
“Six months ended June 30, 2026 compared with the six months ended June 30, 2025”see in full comparison
Full comparison: every changed paragraph (96)
East Tennessee Natural Gas, LLC (East Tennessee) filed a rate case on April 29, 2025. On May 29, 2025, the Federal Energy Regulatory Commission (FERC) issued an order accepting and suspending tariff records, subject to refund, conditions, and establishing hearing procedures. In compliance with the order, East Tennessee made a filing to implement the rates to be effective November 1, 2025, subject to refund. On April 23, 2026, East Tennessee reached a settlement in principle with all parties in the proceeding. AOn May 29, 2026, East Tennessee filed the settlement agreement is expected to be filed withfor the FERCFERC’s during the second quarter of 2026review and will be subject to FERC approval.
Maritimes & Northeast
The toll settlement agreement for Maritimes & Northeast Pipeline Limited Partnership Canada (M&N Canada) expired in December 2025. M&N Canada reached a toll settlement with shippers for the effective period from January 1, 2026 to December 31, 2027. On December 15, 2025, M&N Canada filed the 2026–2027 toll settlement agreement with the Canada Energy Regulator (CER), which was approved on March 10, 2026, as filed.
Vector Pipeline L.P. (Vector) filed a rate case on May 30, 2025 and a settlement in principle was reached with all active participants in February 2026. The Stipulation and Agreement was approved by the FERC on May 26, 2026 with rates effective April 1, 2026.
Vector Pipeline L.P. (Vector) filed a rate case on May 30, 2025. On June 30, 2025, the FERC issued an order accepting and suspending tariff records filed in this rate case. In compliance with the order, Vector placed the proposed tariff rates into effect on July 1, 2025. On July 1, 2025, the chief administrative law judge issued an order consolidating Vector’s outstanding review of rates initiated by the FERC in 2024 with Vector’s May 30, 2025 rate case filing. In February 2026, Vector reached a settlement in principle with all active participants that resolves all issues in the consolidated rate case. On March 4, 2026, Vector filed a motion to place Phase 1 Settlement Rates into effect as of April 1, 2026, which was approved on March 5, 2026. On March 12, 2026, Vector filed the settlement agreement for the FERC's review and approval.
In relation to Enbridge Gas Inc. (Enbridge Gas Ontario)'s application with the Ontario Energy Board (OEB) to establish a 2024-2028 Incentive Regulation rate setting framework, undertaken in three phases, Enbridge Gas Ontario continues to appeal the OEB's Phase 1 findings on depreciation, equity thickness, and undepreciated capital through Ontario courts,courts. withThe Phase 1 judicial review and appeal hearing datestook scheduledplace in 2026.the second quarter of 2026, and a decision is expected before the end of the year.
In March 2026, the OEB issued a decision approving the settlement proposal for Phase 3 of Enbridge Gas Ontario's application, which addressed cost allocation and the harmonization of rates, rate classes, and services. The remaining non-ratemaking Phase 3 matters willare bebeing addressed through a written hearing process, with a decision expected in 2026. The implementation of Phase 3, which is anticipated to occur in 2027, is not expected to impact earnings.
On May 11, 2026, Enbridge Pipelines Inc. (EPI) redeemed, at par, all of the outstanding $400 million 3.00% medium-term notes that carried an original maturity date in August 2026.
On June 16, 2026, we completed an exchange of all outstanding series of EPI medium-term notes (EPI Notes) for an equal principal amount of newly issued medium-term notes of Enbridge Inc. (Enbridge Notes), with financial terms identical to those of the EPI Notes (the Note Exchange Transaction) and which are unconditionally guaranteed by Spectra Energy Partners, LP (SEP) and Enbridge Energy Partners, L.P (EEP).
In July 2026, we renewed our 364-day extendible credit facilities, extending the maturity dates to July 2028, which includes a one-year term out provision from July 2027. We also renewed our five-year credit facilities, extending the maturity dates to July 2031. Further, we extended the maturity dates of our three-year credit facilities to July 2029.
These financing activities, in combination with the financing activities executed in 2025, are expected to provide significantsufficient liquidity that we expect willto enable us to fund our current portfolio of capital projects and other operating working capital requirements through potential periods of extended market disruption without requiring access to the capital markets, should market access be restricted or pricing be unattractive. Refer to Liquidity and Capital Resources.
Earnings attributable to common shareholders were negatively impacted by $478 million due to certain infrequent or other non-operating factors, primarily explained by:
Earnings attributable to common shareholders were negatively impacted by $745 million due to certain infrequent or other non-operating factors, primarily explained by a non-cash, net unrealized derivative fair value lossgain of $743$308 million ($571$232 million after-tax) in 2026, compared with a net unrealized lossgain of $17$1.4 millionbillion ($13$1.0 millionbillion after-tax) in 2025, reflecting changes in the mark-to-market value of derivative financial instruments used to manage foreign exchange, interest rate and commodity price risks; partially offset by earnings attributable to noncontrolling interests of $84 million ($66 million after-tax) as a result of increased allocation of non-cash losses to our partner at the Chapman Ranch Wind Farm, reflecting the application of contractual arrangements.risks.
higher interest expense mainly due to incremental long-term debt issuances (net of lower interest on short-term borrowings); partially offset by higher contribution from our Gas Transmission segment primarily due to East Tennessee rate case settlement and Texas Eastern Transmission, LP (Texas Eastern) previously approved rate increase; and higher contribution from our Gas Distribution and Storage segment primarily due to higher base rates for Enbridge Gas Utah.
Earnings attributable to common shareholders were negatively impacted by $1.2 billion due to certain infrequent or other non-operating factors, primarily explained by:
a non-cash, net unrealized derivative fair value loss of $434 million ($339 million after-tax) in 2026, compared with a net unrealized gain of $1.4 billion ($1.0 billion after-tax) in 2025, reflecting changes in the mark-to-market value of derivative financial instruments used to manage foreign exchange, interest rate and commodity price risks; partially offset by lower earnings attributable to noncontrolling interests of $84 million ($66 million after-tax) as a result of increased allocation of non-cash losses to our partner at the Chapman Ranch Wind Farm, reflecting the application of contractual arrangements.
After taking into consideration the factors above, the remaining $148 million decrease in earnings attributable to common shareholders is primarily explained by:
lower contribution from our Liquids Pipelines segment as a result of higher Mainline earnings sharing, lower Mainline tolls on Line 9 deliveries, and the absence in 2026 of equity earnings attributable to a litigation settlement, and lower contributions from the Flanagan South Pipelinesettlement; and higher incomeinterest tax expense, excluding tax on infrequent or non-operating factors discussed above,expense mainly due to theincremental absencelong-term indebt 2026issuances (net of investmentlower taxinterest creditson short-term borrowings); partially offset by higher contribution from our Gas Distribution and Storage segment due to higher distributionrate marginescalators, customer growth and higher storage optimization and pricing at Enbridge Gas Ontario, andas well as higher base rates for Enbridge Gas Utah; and higher contributions from our Gas Transmission segment primarily due to favorableEast contractingTennessee onrate UScase Gas Transmission assetssettlement and higherTexas revenuesEastern frompreviously Aitkenapproved Creekrate Gas Storage Facility (Aitken Creek) and British Columbia (BC) Pipeline.increase.
EBITDA was positively impacted by $287 million due to certain infrequent or other non-operating factors, primarily explained by:
EBITDA was negatively impacted by $318 million due to certain infrequent or other non-operating factors, primarily explained by a non-cash, net unrealized lossgain of $352$432 million in 2026, compared with a net unrealized gain of $6$33 million in 2025, reflecting changes in the mark-to-market value of derivative financial instruments used to manage commodity price risks.risks; partially offset by a net negative adjustment to crude oil inventory of $121 million in 2026, compared with a net negative adjustment of $6 million in 2025.
After taking into consideration the factors above, the remaining $318$5 million decreaseincrease is primarily explained by the following significant business factors:
higher Mainline volumes, net of earnings sharing, higher Line 9 volumes, and benefits from system optimization initiatives; and higher equity earnings from Seaway Pipeline due to higher spot volumes; partially offset by lower Mainline tolls on Line 9 deliveries; and lower revenue from Southern Lights following expiry of cost of service agreements on June 30, 2025.
EBITDA was negatively impacted by $31 million due to certain infrequent or other non-operating factors, primarily explained by:
a net negative adjustment to crude oil inventory of $88 million in 2026, compared with a net negative adjustment of $6 million in 2025; partially offset by a non-cash, net unrealized gain of $80 million in 2026, compared with a net unrealized gain of $38 million in 2025, reflecting changes in the mark-to-market value of derivative financial instruments used to manage commodity price risks.
After taking into consideration the factors above, the remaining $313 million decrease is primarily explained by the following significant business factors:
lowerhigher Mainline and Market Access contributions as a result of higher earnings sharing,sharing and lower Mainline tolls on Line 9 deliveries, and lower contributions from the Flanagan South Pipelinedeliveries;
EBITDA was negatively impacted by $46 million due to certain infrequent or other non-operating factors primarily explained by a non-cash, net unrealized gain of $17 million in 2026, compared with a net unrealized gain of $40 million in 2025, reflecting net fair value gains and losses arising from changes in the mark-to-market value of derivative financial instruments used to manage commodity price risks.
Three months ended March 31, 2026 compared with the three months ended March 31, 2025
EBITDAAfter wastaking positivelyinto impactedconsideration bythe $97factors million,above, the remaining $37 million increase is primarily explained by the following significant business factors:
increased revenues attributable to East Tennessee rate case settlement and Texas Eastern previously approved rate increase; partially offset by lower equity earnings from our investment in DCP Midstream, LP (DCP).
Six months ended June 30, 2026 compared with the six months ended June 30, 2025
EBITDA was negatively impacted by $28 million due to certain infrequent or other non-operating factors primarily explained by the following:
the absence in 2026 of equity earnings of $87 million from our investment in DCP, as a result of DCP's gain on disposition from certain pipeline assets; partially offset by a non-cash, net unrealized gain of $36 million in 2026, compared with a net unrealized loss of $21 million in 2025, reflecting net fair value gains and losses arising from changes in the mark-to-market value of derivative financial instruments used to manage commodity price risks.
After taking into consideration the factors above, the remaining $116 million increase is primarily explained by the following significant business factors:
increased revenues attributable to East Tennessee rate case settlement, Texas Eastern previously approved rate increase and favorable Texas Eastern contracting on our US Gas Transmission assets; and higher revenues from Aitken Creek and BC Pipeline due to favorable storage spreads and tolls, respectively; partially offset by lower equity earnings from our investment in DCP; and the unfavorable effect of translating US dollar earnings at a lower average exchange rate in 2026, compared to the same period in 2025.
EBITDA was positively impacted by $330 million due to the absence in 2026 of an impairment of certain rate-regulated assets in 2025 related to Enbridge Gas Ohio's rate case.
The remaining $38 million increase is primarily explained by higher base rates for Enbridge Gas Utah due to recent rate cases.
EBITDA was positively impacted by $330 million due to the absence in 2026 of an impairment of certain rate-regulated assets in 2025 related to Enbridge Gas Ohio's rate case.
EBITDAThe wasremaining positively$147 impactedmillion byincrease $109 million,is primarily explained by the following significant business factors:
higher distribution margin resulting from rate escalatorsescalators, customer growth and higher storage optimizationpricing and pricingshort-term sales at Enbridge Gas Ontario; and higher base rates for Enbridge Gas Utah and Enbridge Gas North Carolina due to recent rate cases; partially offset by the unfavorable effect of translating US dollar earnings at a lower average exchange rate in 2026, compared to the same period in 2025.
EBITDA was comparable period-over-period.
the absence in 2026 of equity earnings related to Fox Squirrel Solar investment tax credits from Fox Squirrel Solar, which came into service in 2025; partially offset by higher contributions from European offshore wind facilities due to stronger wind resources.
EBITDA was negatively impacted by $595$1.4 millionbillion due to certain infrequent or non-operating factors, primarily explained by a non-cash, net unrealized loss of $439$173 million in 2026, compared with a net unrealized gain of $109$1.3 millionbillion in 2025, reflecting changes in the mark-to-market value of derivative financial instruments used to manage foreign exchange and commodity price risks.
EBITDA was negatively impacted by $2.0 billion due to certain infrequent or non-operating factors, primarily explained by a non-cash, net unrealized loss of $612 million in 2026, compared with a net unrealized gain of $1.4 billion in 2025, reflecting changes in the mark-to-market value of derivative financial instruments used to manage foreign exchange and commodity price risks.
After taking into consideration the non-operating factor above, the remaining $192 million increase in EBITDA is primarily explained by lower realized foreign exchange losses on hedge settlements in 2026.
Expenditures to date and status of the project are determined as at MarchJune 31,30, 2026.
T-South Expansion (Sunrise) - In April 2026, the project received a positive decision from the Government of Canada’s Governor in Council and the CERCanada Energy Regulator issued a certificate for the project. Construction ison expectedcertain facilities has commenced and we expect pipeline construction activities to begin in the third quarter of 2026 following the satisfaction of pre-construction conditions.
Cone - A 300-megawatt (MW) onshore wind project in the Southwest Power Pool market near Lubbock, Texas fully contracted under a long-term offtake agreement. This project willis anticipated to qualify for US tax credits and has an expected in-service date in 2027.
OTHER ANNOUNCED PROJECTS UNDER DEVELOPMENT
LIQUIDS PIPELINES
Line 5 Relocation Project
During the quarter, we sanctioned and began construction on the Line 5 Relocation Project in Wisconsin, which involves a 41-mile re-route of the existing pipeline system. Upon entering service, Recoverable Line 5 Capital will be added to the Mainline System's rate base. All key state and federal permits have been secured, including right-of-way agreements and the US Army Corps of Engineers (Army Corps) Clean Water Act permit. The project is expected to cost approximately US$1.0 billion and is targeted to enter service in early 2027. Refer to Legal and Other Updates for more information on this project.
In the near term, we generally expect to utilize cash from operations together with commercial paper issuances and/or credit facility draws and the proceeds of capital market offerings to fund liabilities as they become due, finance capital expenditures and acquisitions and fund debt retirements. We targetseek to maintain significant liquidity through securementaccess ofto committed credit facilities with a diversified group of banks and financial institutions to enable us to fund all anticipated requirements through periods of extended market disruptions without accessing the capital markets.
We have signed capital obligation contracts forcommitting to the purchase of services, pipe and other materials totaling approximately $5.3$6.3 billion, which are expected to be paid over the next five years.
To ensure ongoing liquidity and to mitigate the risk of capital market disruption, we maintain access to funds through committed bank credit facilities and actively manage our bank funding sources to optimize pricing and other terms. The following table provides details of our committed credit facilities as at MarchJune 31,30, 2026:
In July 2026, we renewed our 364-day extendible credit facilities, extending the maturity dates to July 2028, which includes a one-year term out provision from July 2027. We also renewed our five-year credit facilities, extending the maturity dates to July 2031. Further, we extended the maturity dates of our three-year credit facilities to July 2029.
In addition to the committed credit facilities noted above, we maintain $1.6 billion of uncommitted demand letter of credit facilities, of which $923$885 million was unutilized as at MarchJune 31,30, 2026. As at December 31, 2025, we had $1.6 billion of uncommitted demand letter of credit facilities, of which $932 million was unutilized.
As at MarchJune 31,30, 2026, our net available liquidity totaled $12.7$10.9 billion (December 31, 2025 - $10.8 billion), consisting of available credit facilities of $11.0$8.9 billion (December 31, 2025 - $9.7 billion) and unrestricted cash and cash equivalents of $1.6$2.0 billion (December 31, 2025 - $1.1 billion) as reported in the Consolidated Statements of Financial Position.
Our credit facility agreements and term debt indentures include standard events of default and covenant provisions whereby accelerated repayment and/or termination of the agreements may result if we were to default on payment or violate certain covenants. As at MarchJune 31,30, 2026, we were in compliance with all such debt covenant provisions.
During the threesix months ended MarchJune 31,30, 2026, we completed the following long-term debt issuances totaling $2.0 billion and US$2.0 billion:
ENB insider buying and selling (Form 4)
Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 0 filings. Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.
No Form 4 stock transactions in this period.
Well-known investors holding ENB (13F)
| Investor | Quarter | Shares | Reported value | % of their 13F | Change vs prior quarter |
|---|---|---|---|---|---|
| D. E. Shaw & Co. | 2026-06-30 | 3,583,713 | $194.2M | 0.12% | Added 239% |
| AQR Capital Management (Cliff Asness) | 2026-06-30 | 721,796 | $39.1M | 0.01% | Added 148% |
| Millennium Management (Israel Englander) | 2026-06-30 | 258,185 | $14.0M | 0.01% | Reduced 51% |
| Two Sigma Investments | 2026-06-30 | 61,465 | $3.3M | — | Sold out |
| Citadel Advisors (Ken Griffin) | 2026-06-30 | 14,559 | $789.2K | 0.0% | Reduced 91% |
| Gotham Asset Management (Joel Greenblatt) | 2026-06-30 | 4,069 | $220.6K | 0.0% | Reduced 82% |