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Enbridge Income Fund Completes Acquisition of Crude Oil Storage and Renewable Power Generation Assets

CALGARY, ALBERTA--(Marketwire - Dec. 10, 2012) -


Enbridge Income Fund Holdings Inc.  (the "Company") (ENF.TO) and Enbridge Income Fund (the "Fund") announced the closing today of the acquisition by indirect wholly-owned subsidiaries of the Fund of entities which own crude oil storage and renewable power generation assets (collectively, the "Assets") for $1.164 billion, subject to working capital adjustments, from Enbridge Inc. (TSX, NYSE: ENB) and certain of its direct and indirect wholly-owned subsidiaries. A detailed discussion of the Assets and the acquisition transaction (the "Transaction") is described in the news release dated October 25, 2012.

"We are pleased to add these high quality assets to the Fund's low-risk energy infrastructure portfolio," said John Whelen, President, Enbridge Income Fund Holdings Inc. "They are all underpinned by long-term fixed price contracts which generate steady cash flow and will serve to further diversify the Fund's overall business mix.

"Going forward, we expect that Crude Oil Transportation and Storage will generate roughly 40% of distributable cash flow, while Green Power and Gas Transmission will contribute approximately 40% and 20% respectively," said Mr. Whelen. "The acquisition will add 119 megawatts (MW) of renewable power generation capacity to our existing green energy portfolio, bringing the total to 524 MW. It will also substantially scale up our Crude Oil Transportation and Storage business in Western Canada," said Mr. Whelen.

"With the successful completion of this acquisition, and the soon-to-be completed Bakken Expansion Program to increase crude oil pipeline capacity in southeast Saskatchewan, I am pleased to advise that our Board of Directors has approved an 8% increase in the Company's monthly dividend," said Mr. Whelen. 

The Board declared a dividend payable on January 15, 2013 to shareholders of record on December 31, 2012 in the sum of $0.11125 per common share of the Company ("Common Share"), representing $1.335 per common share on an annualized basis. This dividend is designated an eligible dividend for Canadian tax purposes, which qualifies for the enhanced dividend tax credit.

Eligible shareholders may participate in the Company's Dividend Reinvestment Plan ("DRIP"), where they may elect, without brokerage fees, to automatically reinvest their monthly dividends in additional Common Shares. Details of the DRIP are available on the Company's website.

Shareholders who wish to participate in the DRIP should contact their investment dealer for further information and to enroll.

Pursuant to the Transaction, the Company acquired 11,982,000 ordinary units of the Fund ("Fund Units"), which was funded by the issuance of 9,597,000 subscription receipts pursuant to a short form prospectus and the issuance of 2,385,000 Common Shares to Enbridge Inc. Holders of subscription receipts received one Common Share for each subscription receipt prior to closing of the Transaction. The issued and outstanding share capital of the Company now consists of an aggregate of 51,723,000 Common Shares and the Special Voting Share. Enbridge Inc. holds 10,294,000 (19.9%) of the issued and outstanding Common Shares and the Special Voting Share. The Company now holds 51,723,000 (84.5%) of the Fund Units, with Enbridge Inc. holding the remaining 9,500,000 (15.5%) Fund Units. Enbridge Inc. acquired 13,159,000 ECT Preferred Units, Series 3 and continues to own all of the issued and outstanding ECT Preferred Units, which are convertible at any time and from time to time into Fund Units on a 1:1 basis. If Enbridge Inc. were to convert all of its ECT Preferred Units, it would own 59.7% of the issued and outstanding Fund Units. Enbridge Inc. holds a 67.8% economic interest in the Fund as a whole, represented by its direct ownership of Fund Units and ECT Preferred Units, as well as a 19.9% interest in Common Shares.

About Enbridge Income Fund Holdings Inc.

Enbridge Income Fund Holdings Inc. is a publicly traded corporation. The Company has a majority investment in Enbridge Income Fund (the Fund), through ownership of 84.5% of Fund Units, holds a diversified portfolio of high quality, low risk energy infrastructure assets in Canada. The Fund, with an enterprise value approaching $5 billion, owns assets that include crude oil gathering pipelines in Saskatchewan and Manitoba and crude oil storage terminals and caverns in Hardisty, Alberta, as well as interests in more than 500 megawatts of renewable and alternative power generation capacity in Alberta, Saskatchewan and Ontario. The Company also holds a 50% interest in the Canadian segment of the Alliance Pipeline that transports high-energy, rich natural gas from northeastern British Columbia and northwestern Alberta to delivery points near Chicago, Illinois. Information about Enbridge Income Fund Holdings Inc. is available on the Company's website at www.enbridgeincomefund.com.

Certain information provided in this news release constitute forward-looking statements. Forward looking statements are typically identified by words such as "contemplate", "anticipate", "expect", "project", "estimate", "forecast" and similar words suggesting future outcomes or statements regarding an outlook. Although the Company believes that these statements are based on information and assumptions which are current, reasonable and complete, these statements and assumptions are necessarily subject to a variety of risks and uncertainties pertaining to operating performance, regulatory parameters, weather, economic conditions and commodity prices. You can find a discussion of those risks and uncertainties in our Canadian securities filings. While the Company makes these forward-looking statements in good faith, should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results, including with respect to expected earnings and associated per share amounts, or estimated future dividends, may vary significantly from those expected. Readers are cautioned against placing undue reliance on forward-looking statements. Except as may be required by applicable securities laws, the Company assumes no obligation to publicly update or revise any forward-looking statements made herein or otherwise, whether as a result of new information, future events or otherwise.