Enbridge Income Fund Holdings Inc. Acknowledges Enbridge Inc. Offer and Establishes a Special Committee

CALGARY, May 18, 2018 /CNW/ - Enbridge Income Fund Holdings Inc. (TSX:ENF) (the Company) announced that it has received a non-binding offer from Enbridge Inc. (Enbridge) (TSX, NYSE: ENB) to acquire all of the outstanding common shares of the Company not currently owned by Enbridge.

The board of directors of the Company (the Board) has established a special committee of independent directors to review and consider the proposal.

The proposed transaction is subject to conditions, including the review and favorable recommendation by the special committee, approvals by the Board and the Enbridge board of directors, approvals by the shareholders of the Company and the negotiation of a definitive agreement. Any definitive agreement is expected to contain customary closing conditions, including standard regulatory notifications and approvals. There can be no assurance that any transaction will be consummated.

Shareholders of the Company do not need to take any action with respect to the proposal at this time.

FORWARD-LOOKING INFORMATION

This communication includes certain forward looking statements and information (FLI) to provide shareholders of the Company and potential investors with information about the Company and its subsidiaries and affiliates. FLI is typically identified by words such as "anticipate", "expect", "project", "estimate", "forecast", "plan", "intend", "target", "believe", "likely" and similar words suggesting future outcomes or statements regarding an outlook. All statements other than statements of historical fact may be FLI. In particular, this news release contains FLI pertaining to, but not limited to, information with respect to a proposed transaction between the Company and Enbridge.

Although we believe that the FLI is reasonable based on the information available today and processes used to prepare it, such statements are not guarantees of future performance and you are cautioned against placing undue reliance on FLI. By its nature, FLI involves a variety of assumptions, which are based upon factors that may be difficult to predict and that may involve known and unknown risks and uncertainties and other factors which may cause actual results, levels of activity and achievements to differ materially from those expressed or implied by these FLI, including, but not limited to, the following: the negotiation and execution, and the terms and conditions, of definitive agreements relating to the proposed transactions and the ability of Enbridge or the Company to enter into or consummate such agreements; the risk that the proposed transaction does not occur; negative effects from the pendency of the proposed transaction; the ability to realize expected cost savings and benefits; failure to obtain the required vote of the Company's shareholders or board support; the timing to consummate the proposed transactions; the focus of management time and attention on the proposed transactions and other disruptions arising from the proposed transactions; estimated future dividends and distributions; financial strength and flexibility; debt and equity market conditions, including the ability to access capital markets on favourable terms or at all; cost of debt and equity capital; potential changes in the Enbridge share price which may negatively impact the value of consideration offered to the shareholders of the Company; expected supply and demand for crude oil, natural gas, natural gas liquids and renewable energy; prices of crude oil, natural gas, natural gas liquids and renewable energy; economic and competitive conditions; expected exchange rates; inflation; interest rates; tax rates and changes; completion of growth projects; anticipated in-service dates; capital project funding; success of hedging activities; the ability of management of the Company, its subsidiaries and affiliates to execute key priorities, including those in connection with the proposed transactions; customer, shareholder, regulatory and other stakeholder approvals and support; regulatory and legislative decisions and actions; and public opinion. We caution that the foregoing list of factors is not exhaustive. Additional information about these and other assumptions, risks and uncertainties can be found in applicable filings with Canadian securities regulators, including any management information circular to be filed in connection with the proposed transactions. Due to the interdependencies and correlation of these factors, as well as other factors, the impact of any one assumption, risk or uncertainty on FLI cannot be determined with certainty.

Except to the extent required by law, we assume no obligation to publicly update or revise any FLI, whether as a result of new information, future events or otherwise. All FLI in this news release is expressly qualified in its entirety by these cautionary statements.

ABOUT ENBRIDGE INCOME FUND HOLDINGS INC.
Enbridge Income Fund Holdings Inc. is a publicly traded corporation. The Company, through its investment in Enbridge Income Fund indirectly holds high quality, low-risk energy infrastructure assets. The Fund's assets consist of a portfolio of Canadian liquids transportation and storage businesses, including the Canadian Mainline, the Regional Oil Sands System, the Canadian segment of the Southern Lights Pipeline, Class A units entitling the holder to receive defined cash flows from the US segment of the Southern Lights Pipeline, and a 50 percent interest in the Alliance Pipeline, which transports natural gas from Canada to the U.S., and interests in more than 1,400 MW of renewable and alternative power generation assets. Enbridge Income Fund Holdings Inc. trades on the Toronto Stock Exchange under the symbol ENF; information about the Company is available on the Company's website at www.enbridgeincomefund.com.

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SOURCE Enbridge Income Fund Holdings Inc.