Unit Information
|
The Ordinary Units of Enbridge Income Fund (the "Fund") are listed on the TSX and trade under the symbol ENF.UN. The Ordinary Units are widely held by Canadian institutional and retail investors. The Ordinary Units are entitled to approximately 28% of the Fund's distributions and carry approximately 58% of the voting rights.
|
Enbridge Inc. (TSX / NYSE: ENB) sponsors and indirectly manages the Fund. Enbridge holds interests in the Fund through Subordinated Units of the Fund and Preferred Units ("ECT Preferred Units") of Enbridge Commercial Trust ("ECT"), a subsidiary entity of the Fund. The Subordinated Units held by Enbridge are entitled to approximately 20% of the Fund's distributions (subject to the Distribution Priority for the Ordinary Units described below under "Subordinated Units of the Fund") and carry approximately 42% of the voting rights. The ECT Preferred Units held by Enbridge are entitled to approximately 52% of the Fund's distributions and do not have any voting rights.
The following table sets out the trust unit capitalization of the Fund and the preferred unit capitalization of ECT as at December 31, 2006:
|
Holders |
Outstanding
(Millions) |
% Entitlement
to Distributions |
% of Votes |
Ordinary Units of the Fund |
Public |
20.1 |
28% |
58% |
Subordinated Units of the Fund |
Enbridge Inc. |
14.5 |
20% |
42% |
Preferred Units of ECT |
Enbridge Inc. |
38.0 |
52% |
— |
Total |
|
|
100% |
100% |
Subordinated Units of the Fund
The rights attached to the Subordinated Units are the same in all respects as the rights attached to the Ordinary Units, except that the Ordinary Units are entitled to priority over the Subordinated Units in respect of cash distributions of the Fund in the circumstances described below.
For each Subordinated Unit a holder is entitled to a monthly cash distribution equal to the monthly cash distribution declared and paid on each Ordinary Unit unless the monthly cash distribution for a particular month is less than $0.06875 per Ordinary Unit (calculated on the basis of the aggregate number of Ordinary Units and Subordinated Units outstanding). In that case, a monthly cash distribution will first be declared payable on each Ordinary Unit and ECT Preferred Unit in an amount up to $0.06875 per unit and the remaining balance of the distributable cash (if any) will then be declared payable to holders of Subordinated Units on a per unit basis.
This distribution priority in favour of the holders of Ordinary Units (the "Distribution Priority") ends on July 1, 2008 if, during the immediately preceding 12 consecutive calendar months (July, 2007 to June, 2008), the Fund has declared and paid aggregate distributions per Ordinary Unit equal to or exceeding $0.825 per Ordinary Unit. If that does not occur, the Distribution Priority continues in effect until the Fund has declared and paid aggregate distributions per Ordinary Unit equal to or exceeding $0.825 during the immediately preceding 12 consecutive calendar months.
^ top of page Preferred Units of ECT
The ECT Preferred Units do not carry any voting rights except in certain specified circumstances. For each ECT Preferred Unit a holder is entitled to a monthly cash distribution equal to the monthly cash distribution per Ordinary Unit. The ECT Preferred Units mature on June 30, 2033 at which time ECT is obligated to redeem all of the outstanding ECT Preferred Units for a price of $10.00 per unit.
The terms of the ECT Preferred Units also provide that a holder of ECT Preferred Units has the right (the "Liquidity Right") to request ECT to purchase, for cancellation, all or any portion of the ECT Preferred Units owned by such holder. If ECT receives such a purchase request from a holder of ECT Preferred Units, ECT is required to use its best efforts to secure the necessary funds (on terms acceptable to the Independent Trustees of ECT and the holder of the subject ECT Preferred Units to be repurchased, each acting reasonably) to enable it to purchase such units.
If the Liquidity Right is exercised, ECT expects to finance repurchases of ECT Preferred Units by issuing additional ECT Units or ECT Notes, or both, to the Fund (the purchase of which, by the Fund, may be financed through an offering of Ordinary Units or other securities of the Fund), by increasing the consolidated indebtedness of the Fund, from cash flows of ECT or some combination thereof.
If all or part of the repurchase of ECT Preferred Units is funded by the issuance of additional Ordinary Units by the Fund, the repurchase price per ECT Preferred Unit shall be equal to the net issue price per Ordinary Units issued by the Fund. Otherwise the repurchase price for the ECT Preferred Unit shall be equal to the net issue price per Ordinary Unit that would have been realized if a public offering of Ordinary Units had been made by the Fund. The reasonable costs directly attributable to a public offering of Ordinary Units to finance the repurchase of ECT Preferred Units will be borne by the holder of the repurchased ECT Preferred Units.
^ top of page |