Date Closed

February 26, 2013

Lead Office

Calgary

Value

95.50 Million CAD

On February 26, 2013, Enbridge Income Fund Holdings Inc. (the “Company”) announced it had closed its previously announced public offering of common shares of the Company (“Common Shares”). The Company, through a syndicate of underwriters co-led by CIBC World Markets and RBC Capital Markets and including BMO Capital Markets, Scotia Capital Inc., TD Securities Inc. and National Bank Financial issued 3.82 million Common Shares at a price of C$25 per Common Share for gross proceeds of C$95.5 million.

Concurrently with the closing, Enbridge Inc. (“Enbridge”) subscribed for 948,000 Common Shares at a price of C$25 per Common Share on a private placement basis to maintain its 19.9% ownership interest in the Company and also subscribed for 5,232,000 Preferred Units, Series 4 of Enbridge Commercial Trust (“ECT”) at a price of C$25 per unit for proceeds of C$130.8 million.

The proceeds from the issuance of Common Shares of C$119.2 million (C$95.5 million public offering and C$23.7 private placement) were used by the Company to subscribe for 4,768,000 common units of Enbridge Income Fund (the “Fund”) at a price of C$25 per unit. The Fund will use the proceeds from the issuance of the common units and from ECT, totalling C$250 million, to repay debt used to fund capital expenditures and to partially fund ongoing capital expenditures associated with the Fund’s organic expansion strategy.

After the closing of the offering and the private placement to Enbridge, the Company has 56,491,000 Common Shares issued and outstanding, of which 11,242,000 Common Shares are owned by Enbridge Inc.

Enbridge, headquartered in Calgary, Alberta, is a Canadian crude oil and liquids pipeline company.

McCarthy Tétrault LLP represented Enbridge, the issuer, with a team led by John Osler.