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Enbridge to Acquire Williams' South Texas Natural Gas Gathering, Treating and Transmission Assets

CALGARY, ALBERTA--Enbridge Inc. today announced that it is

purchasing natural gas gathering, treating and transmission assets

in south Texas from a unit of Williams (NYSE: WMB).

Enbridge will acquire 792 kilometres (492 miles) of gas mainlines

regulated by the Federal Energy Regulatory Commission and 480

kilometres (298 miles) of non-FERC regulated assets including

gathering systems and pipeline laterals. Closing of the

acquisition is subject to regulatory approvals including approval

by FERC to remove the mainlines from jurisdiction under the

Natural Gas Act.

The acquisition, for US$50 million, is the first to be completed

by Enbridge's recently created Transportation Group South, which

is based in Houston and has overall responsibility for Enbridge's

U.S. business activities. The assets will be owned and operated

by Enbridge's wholly owned subsidiary, Enbridge Midcoast Energy

Inc.

"Acquisition of these assets enables Enbridge to further expand

its geographic footprint and scale of operations," said Dan C.

Tutcher, Enbridge Group Vice President, Transportation Group

South. "It levers off the expertise that Enbridge Midcoast Energy

has developed in gas gathering, processing and transportation, and

enhances our position in the active Gulf Coast region. In

addition to its strategic value, we expect the acquisition to be

immediately accretive to Enbridge earnings, and to have potential

for future expansion."

The mainline assets include two pipelines that run from close to

the Texas-Mexico border near Laredo and McAllen to Transco Station

30 where they connect with the Williams Transco mainline, which

has connections at the Katy hub and continues on to the U.S.

Southeast and Northeast.

The non-FERC regulated assets include a 210-kilometre (130-mile)

gathering system with a 90 million cubic feet per day capacity

sour gas treatment plant and 78 ton per day sulphur recovery

facilitity; 210 kilometres (130 miles) of other gathering

laterals; a currently inactive processing plant in Bee County with

capacity of 60 million cubic feet per day; and a 61-kilometre

(38-mile) lateral connecting the two FERC-regulated mainlines.

Enbridge Inc. is a leader in energy transportation, distribution

and services in North America and internationally. As a

transporter of energy, Enbridge operates, in Canada and the U.S.,

the world's longest crude oil and liquids pipeline system. The

Company also is involved in international energy projects, and has

a growing involvement in natural gas transmission and midstream

businesses. As a distributor of energy, Enbridge owns and

operates Canada's largest natural gas distribution company, which

provides gas and retail services in Ontario, Quebec and New York

State. The Company is developing a gas distribution network for

the province of New Brunswick; is involved in the distribution of

electricity; and provides retail energy products and services to a

growing number of Canadian and U.S. markets. Enbridge employs

approximately 6,000 people, primarily in Canada, the U.S. and

South America. Enbridge common shares trade on The Toronto Stock

Exchange in Canada under the symbol "ENB" and on the NASDAQ

National Market in the U.S. under the symbol "ENBR". Information

about Enbridge is available on the Company's web site at

www.enbridge.com.

This news release includes forward-looking statements regarding

future events and the future financial performance of Enbridge.

All forward-looking statements are based on Enbridge's beliefs as

well as assumptions made by and information currently available to

Enbridge. When used herein, words such as "believes," "expects,"

"intends," "forecasts," "projects," and similar expressions,

identify forward-looking statements. These statements reflect

Enbridge's current views with respect to future events and are

subject to various risks, uncertainties and assumptions pertaining

to operating performance, regulatory parameters, commodity prices,

weather and economic conditions and, in the case of pending and

proposed projects, risks relating to design and construction,

regulatory processes, financing and performance of other parties,

including partners, contractors and suppliers and other risks

discussed in Enbridge's regulatory filings, including its Annual

Information Form and Annual Report for the year ended December 31,

2000. If one or more of these risks or uncertainties materialize,

or if the underlying assumptions prove incorrect, actual results

may vary materially from those described in the forward-looking

statement. Except as required by applicable securities laws,

Enbridge does not intend to update these forward-looking

statements.