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Enbridge Energy Partners, L.P.
September 2016 Investment Community Presentation
Legal Notice
SLIDE 2
This presentation includes forward-looking statements and projections, which are statements that do not relate strictly to historical or current facts. These statements frequently use the following words, variations thereon or comparable terminology: “anticipate,” “believe,” “consider,” “continue,” “could,” “estimate,” “expect,” “explore,” “evaluate,” “forecast,” “intend,” “may,” “opportunity,” “plan,” “position,” “projection,” “should,” “strategy,” “target,” “will” and similar words. Although the Partnership believes that such forward-looking statements are reasonable based on currently available information, such statements involve risks, uncertainties and assumptions and are not guarantees of performance. Future actions, conditions or events and future results of operations may differ materially from those expressed in these forward-looking statements. Many of the factors that will determine these results are beyond the Partnership’s ability to control or predict. Specific factors that could cause actual results to differ from those in the forward-looking statements include: (1) changes in the demand for or the supply of, forecast data for, and price trends related to crude oil, liquid petroleum, natural gas and NGLs, including the rate of development of the Alberta Oil Sands; (2) the Partnership’s ability to successfully complete and finance expansion projects or drop-down opportunities; (3) the effects of competition, in particular, by other pipeline systems; (4) shut-downs or cutbacks at the Partnership’s facilities or refineries, petrochemical plants, utilities or other businesses for which the Partnership transports products or to whom the Partnership sells products; (5) hazards and operating risks that may not be covered fully by insurance, including those related to Line 6B and any additional fines and penalties assessed in connection with the crude oil release on that line; (6) costs in connection with complying with the settlement consent decree related to Line 6B and Line 6A, which is still subject to court approval, and/or the failure to receive court approval of, or material modifications to, such decree; (7) changes in or challenges to the Partnership’s tariff rates; (8) changes in laws or regulations to which the Partnership is subject, including compliance with environmental and operational safety regulations that may increase costs of system integrity testing and maintenance; and (9) permitting at federal, state and local levels in regards to the construction of new assets.
“Enbridge” refers collectively to Enbridge Inc. and its subsidiaries other than the Partnership and its subsidiaries.
Forward-looking statements regarding “drop-down” growth opportunities from Enbridge are further qualified by the fact that Enbridge is under no obligation to offer to sell us interests in its U.S. projects, and we are under no obligation to buy any such interests. Similarly, any forward-looking statements regarding potential “drop-down” transactions of interests in Midcoast Operating to Midcoast Energy Partners, L.P. are further qualified by the fact that we are under no obligation to sell to Midcoast Energy Partners, L.P. any such interests, and Midcoast Energy Partners, L.P. is under no obligation to buy any such interests. As a result, we do not know when or if any such transactions will occur.
Except to the extent required by law, we assume no obligation to publicly update or revise any forward looking statements, whether as a result of new information, future events or otherwise. Reference should also be made to the Partnership’s filings with the U.S. Securities and Exchange Commission (the “SEC”), including its Annual Report on Form 10-K for the year ended December 31, 2015 and any subsequently filed Quarterly Report on Form 10-Q for additional factors that may affect results. These filings are available to the public over the Internet at the SEC’s web site (www.sec.gov) and at the Partnership’s web site.
$0
$50,000
$100,000
$150,000
$200,000
$250,000
EEP Total Shareholder return S&P 500 Utilities
Investment Highlights
SLIDE 3
~$20B* Enterprise Value Large-Cap MLP
BBB, Baa3, BBB Strong Investment Grade (S&P, Moody’s, DBRS)
*Market capitalization and yield as of 9/21/16; **Return CAGR since inception to 9/21/2016 (nominal)
Pure-Play Liquids Pipeline MLP
Low-risk Growth Underway
Utility-like MLP Defensive cash flow
risk profile
Sept 2016 1991
Ticker Symbol NYSE: EEP
Market Capitalization* $11.8 Billion
Yield* 9.5%
Current Cash Distribution $2.332/unit annual Total Unitholder Return (CAGR since inception)** 11.4%
Incorporated 1991
Total Assets $18.8 Billion
Assets
• ~6,100 miles liquids pipelines • ~20MM barrels merchant crude
storage • 17 active natural gas processing
plants
Total Unitholder Return
Well Positioned for Current Environment
<5% of business cash flows subject to direct commodity exposure
Low-risk, reliable business model provides highly certain cash flows
>90% of Partnership cash flows from Liquids segment
>90% of revenues from investment grade customers
Long-term, low-risk commercial structures in
core liquids pipelines business
1 Commodity sensitive gross margin forecast is before hedging; greater than 90% of 2016e commodity sensitive cash flows are hedged substantially above current market prices. 2 EEP consolidated (including MEP) and net of Accounts Receivable purchased by affiliate of Enbridge.
SLIDE 4
Cost of Service/Take-or-Pay
Fee for Service Commodity sensitive1 Investment Grade Non-Investment Grade
Commercial Structures Counterparty Credit Profile2
0
1
2
3
4
5
6
2016 2018 2020 2022 2024 2026 2028 2030
Western Canadian Refineries
Other Existing Pipelines
Enbridge
Strong Western Canadian Supply Outlook and Demand for Pipeline Capacity
Strong demand for pipeline capacity = high system utilization
~660 kbpd oil sands supply growth through 2020
Basin short ~700 kbpd pipeline capacity by 2020 when considering crude slates
0
0.5
1
1.5
2
2.5
3
Q32014
Q42014
Q12015
Q22015
Q32015
Q42015
Q12016
Q22016
Oil Sands Growth Incremental WCSB Blended Heavy Supply Growth*
(cumulative kbpd)
Pipeline Capacity vs. WCSB Supply* (MMbpd)
SLIDE 5 *Source: CAPP Crude Oil Forecast, Markets and Transportation (June 2016 )
0100200300400500600700
2017 2018 2019 2020
Lakehead Deliveries (MMbpd)
Impact from Alberta wildfires
Western Canadian Supply Profile vs. Crude Price
SLIDE 6
History demonstrates steady oil sands production growth in all price environments
kbpd $US/bbl
0
20
40
60
80
100
120
0
500
1,000
1,500
2,000
2,500
3,000
3,500
4,000WCSB Production Enbridge Ex-Gretna Deliveries WTI Annual Avg ($US/bbl)
Sources: CAPP, Bloomberg
Our Strategy: Stability + Growth
SLIDE 7
The foundation for delivering sustainable growth
Strategic Position • Exceptional liquids pipeline infrastructure network
• Connectivity to large producing basins and key North American refining centers
Low-risk business model delivers stable cash flows • >90% of cash flows are backed by long-term cost-of-service, take-or-pay or fee-based • Organic growth and drop-down potential further transition business to even lower risk
Robust Organic Growth • Liquids pipeline organic growth program underway
• Well positioned to secure additional low-cost, phased expansions
Premier MLP Sponsor: Enbridge Inc. • Industry-leading $25 billion secured organic growth program underway at ENB • >$10 billion of U.S. Liquids Pipelines assets available for potential drop down
Competitive Advantages
• Refiners: Access to multiple crude streams
• Producers: Access to multiple premium markets
• Flexible system; low-cost provider
• Size and scale unmatched: 2.85 MMbpd Mainline capacity
Positioned for Long-Term Growth
• Direct connection to growing supply basins (Heavy & Light)
High quality customer base
ENB and EEP strategically aligned
Foundation for Delivering Sustainable Growth
SLIDE 8
Strategic position: largest pipeline transporter of growing oil production from Western Canada and Bakken
Houston
Port Arthur
Cushing
Portland
Seattle
Wood River
Patoka
Flanagan Chicago Toledo
Sarnia
Toronto Buffalo
Montreal
Superior Clearbrook
Gretna Cromer
Regina
Hardisty Edmonton
Cheecham
Fort McMurray
Zama
Norman Wells
Regional Oil Sands
Mainline System
North Dakota System
Lakehead System
Seaway
Line 9
ENB Liquids Pipelines
EEP Liquids Pipelines
EEP Contract Storage
Mid-Continent System
Foundation for Delivering Sustainable Growth
SLIDE 9
Demand pull: pipeline system accesses 8.5 MMbpd of refining capacity
Premier connectivity to North American refining centers
Expanded market access
Competitive transportation
rates
Strong Demand for Pipeline Systems Key Markets Served by the Enbridge System
*Excludes NGLs Source: Enbridge estimates and EIA data
2016e EBITDA (1)
Low-Risk Business Model Delivers Stable Cash Flows
SLIDE 10
Liquids pipeline business generates greater than 90% of Partnership’s distributable cash flow
• Hedging program largely mitigates commodity price risk
• Utility style regulatory model: ‘return-of’ and ‘return-on’ invested capital
• Highly predictable cash flows
- No volume and commodity price sensitivity
• Rate base comprised of equity and debt components
Liquids Segment ~85% of fee-based component • Pipeline toll indexed to PPI + 1.23%(3)
• System highly utilized Natural Gas Segment ~15% of fee-based component
Fee-Based
Cost of Service (Liquids Segment)
Commodity Sensitive(2) (Natural Gas Segment)
(1) Contribution is based on revenues from Liquids segment and gross margin from Natural Gas segment, after deducting non-controlling interest. (2) Commodity sensitive gross margin forecast is before hedging; greater than 90% of 2016e commodity sensitive cash flows are hedged substantially above current market prices. (3) FERC index annual adjustment of PPI + 1.23%. (prior index adjustment of PPI + 2.65% expired June 30, 2016).
Liquids Pipelines Remaining Contract Life
SLIDE 11
Long-term, low-risk commercial structures underpin liquids pipeline revenues
0 10 20 30
Mainline Expansions
Eastern Access
Alberta Clipper
Southern Access
Lakehead System: years years
North Dakota System: toll indexed to PPI + 1.23%(1)
Mid-Continent System: toll indexed to PPI + 1.23%(1)
years
(1) FERC index annual adjustment of PPI + 1.23%. (prior index adjustment of PPI + 2.65% expiried June 30, 2016). (2) 30 year cost of service agreement, with 15 year initial term.
Lakehead base toll indexed to PPI + 1.23%(1)
Cos
t-of-S
ervi
ce
Fee-
base
d
(2)
Foundation for Delivering Sustainable Growth
SLIDE 12
Premier MLP Sponsor: Enbridge Inc. (ENB)
Note: Standard & Poor’s/Moody’s/DBRS credit ratings respectively. Market capitalization in USD as of 9/21/2016
ENB: A leader in energy delivery • Owner and operator of largest crude oil pipeline
system
• ~$41 billion equity market cap
• Strong investment grade (BBB+, Baa2, BBB+)
• Proven track record: industry leading EPS and DPS growth
• 13% 10-year TSR CAGR
• 14% 10-year DPS CAGR
• 10% - 12% DPS growth forecast 2016-2019
• Strategy aligned with Partnership
• ~$25 billion enterprise-wide secured organic growth program underway
Wind
Solar
Gas Distribution
Storage
Liquids Pipelines
Gas Pipelines
Three Pillars of Growth
SLIDE 13
Drop-downs from Sponsor
EEP
Diversified Growth Platform
• Single-tier IDR structure
• Commercially secured organic growth underway
• Low-cost, phased expansion opportunities
• Strategic alignment with sponsor
Pillar #1: Market Access Well Advanced
SLIDE 14
Transformative low-risk organic growth expected to provide substantial cash flow growth
Organic Growth Projects: • Commercially secured • Low risk framework • Long-term contracts
Incremental Market Access by 2019: +1.0MMbpd of Heavy +0.7MMbpd of Light
Light
Heavy
+600 kbpd
+300 kbpd
+250 kbpd
+50 kbpd +250 kbpd
+50 kbpd
+50 kbpd +80 kbpd
Eastern Access Western USGC Access
Light Oil Market Access
Pillar #2: Expansion & Extension Opportunities
Western Canadian expansion project suite
Market extension low-cost expansions
Pipeline Description Capacity (kbpd)
Execution Comments
Line 3 Restore capacity
400 No cross border permitting required
Line 4 Rate optimization
50 No cross border permitting required
Line 2 Eliminate ND receipts
150 Requires restoration of Line 2 capacity
Line 65 Additional pumping
100 NEB & State approvals required
Line 3 Additional pumping
100 NEB & State approvals required
Total 800 Upstream Capacity
Well positioned to pursue additional expansions to meet shipper needs; phased expansions are attractive in a low crude price environment
SLIDE 15
Scalable, incremental, low-risk, and highly executable
Pillar #3: Enbridge U.S. Liquids Pipelines Drop Down
SLIDE 16
Attractive, low-risk U.S. liquids pipeline assets available for potential drop down
Pipeline System Risk Profile
Eastern Access
Mainline Expansion
Line 3 Replacement
Southern Access Extension
Flanagan South
Seaway/Seaway Twin
Spearhead
Toledo
B A
B
A
C
D
E
F
D
E
F G
H
G
H
Cost-of-Service/Take-or-Pay
Indexed Toll (fee-based)
C
Crude Oil Fundamentals and the Enbridge System
WCSB Crude Supply Forecast
SLIDE 18
Western Canadian producers have a long-term investment horizon
Source: CAPP – Crude Oil Forecast, Markets and Pipelines (June 2016)
• Incremental economics of projects in construction
• Long-term price views
• Synergies with existing operations
• Cost reductions
• Integrated operations
0
1,000
2,000
3,000
4,000
5,000
6,000
2016 2018 2020 2022 2024 2026 2028 2030
Kbp
d
Total Conventional Upgraded Light (Synthetic) Oil Sands Heavy
Pipeline Capacity vs. Supply Outlook
SLIDE 19
Strong demand for pipeline takeaway capacity out of Western Canada
Regina Deliveries
Western Canadian Refineries 0
1
2
3
4
5
6
2016 2017 2018 2019 2020 2021 2022 2023 2024 2025
CAPP June 2016 Supply Forecast
Near term optimization: +60 – 80 kbpd
Enbridge
Western Canadian Refineries
Other Existing Pipelines
Bakken Crude Supply Forecast
SLIDE 20
Highly productive and economic resource base; pipeline access to market enhances producer netbacks
• ~75% of resource base in 4 core counties (McKenzie, Dunn, Mountrail and Williams)
• Highest productivity wells
• Most potential for future drilling
• Core counties remain relatively healthy, and operators remain selective within the region
• Enbridge system provides access to multiple premium markets
Bakken Crude Supply vs. Takeaway Capacity
Local refinery Enbridge pipelines
3rd Party Pipelines
Rail
0
500
1000
1500
2000
2500
3000
3500
2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027
kbpd
North Dakota Pipeline Authority (NDPA) Base Crude Oil Production Forecast (February 2016)
$/bbl Other Pipelines
Enbridge System
WCSB to Chicago Area ~$15 - $21 ~$5 - $6 ~$4
WCSB to Western USGC ~$15 - $22 ~$8 - $13 ~$7 -$11
Bakken to Chicago Area ~$10 - $12 - ~$3 - $4
Bakken to Montreal ~$12 - $14 - ~$5 - $7
Strong Competitive Position
SLIDE 21
Enbridge system is a reliable, low cost crude oil transportation provider with access to premium markets
WCSB
Western USGC
Montreal
Bakken
Chicago
Heavy
Light
Rail Transport
SLIDE 22
Matching Supply Push and Demand Pull
EEP Lakehead System matches supply and demand 2
CAPACITY(kbpd)
Mainline Connected Refineries 1,900Mainline Connected Markets (Pipeline Access) 1,575Total 3,475
Strong demand from refineries and connected markets❸
Production growth with limited alternative takeaway capacity ❶
Liquids Pipelines Growth Program
Acquired Interest in Bakken Pipeline System
SLIDE 24
System extends from the Bakken to USGC
ENB/EEP1 MPC ETP SXL
Enbridge/Marathon Joint Venture
Bakken Holdings Company
Bakken Pipeline Investments
PSX PSX
DAPL ETCO
75% 25% 60% 40%
49% 51%
75% 75%
25% 25%
Project Details
Assets: Bakken Pipeline System consists of Dakota Access Pipeline (DAPL) and Energy Transfer Crude Oil Pipeline (ETCO)
Capital: $1.5B
In-Service: Q4 2016
Capacity: ~470kbpd expandable to 570 kbpd
Effective Ownership:
27.6%
Expected Close: 2H 2016
1 An independent committee of the board of directors of the delegate of EEP’s general partner and Enbridge Energy Company, Inc. (EECI), a wholly owned subsidiary of Enbridge Inc. (ENB), have reached a tentative agreement on the terms of an arrangement through which each party would fund the acquisition of and participate in the returns generated by the investment in the Bakken Pipeline System.
Bakken Pipeline Investment
SLIDE 25
Accretive acquisition
1 An independent committee of the board of directors of the delegate of EEP’s general partner and Enbridge Energy Company, Inc. (EECI), a wholly owned subsidiary of Enbridge Inc. (ENB), have reached a tentative agreement on the terms of an arrangement through which each party would fund the acquisition of and participate in the returns generated by the investment in the Bakken Pipeline System.
Strategic Fit • Offers customers competitive tolls between the Bakken
and USGC • Joint toll opportunity with Enbridge mainline • Highly contracted: secured by long-term take-or-pay
commitments • High credit quality counterparties: >90% investment grade • Expansion opportunities Funding Plan
• Anticipate that the investment will be funded 25% by EEP and 75% by ENB1
• EEP would issue a new class of limited partner units to ENB to substantially fund its 25% investment (PIK feature)
• Joint funding arrangement would provide for a call option for EEP to upsize its interest by 15%, at book value
Line 3 Replacement
SLIDE 26
Enbridge system operating capacity from Western Canada increases to 2.85 MMbpd; project provides high reliability and assurance to key markets
EEP Capital Investment
• Border to Superior ~$2.6 billion capital
• To be joint funded with ENB
Expected Completion:
• Early 2019
30 year Cost-of-Service
• 15 year primary term
Shipper Support (CAPP/RSG)
Financial Outlook and Risk Management
Funding Outlook
Manageable funding needs • Significantly reduced 2016 capital expenditures, ~$885MM • Based on liquidity position and combined with current equity valuation, do not expect to
access equity market in 2016 • Addition of $750MM 364-day credit facility with Enbridge (U.S.) Inc. in July1
Joint Funding with sponsor enhances financial flexibility • Bakken Pipeline System acquisition and Line 3 Replacement project joint funding
proposals being reviewed2
Credit metrics and distribution coverage strengthen as projects enter service • Cost of service and take-or-pay structures to deliver highly certain cash flow growth
Maintaining investment grade rating remains a priority
SLIDE 28 1 On July 26, 2016, EEP entered into an unsecured revolving 364-day credit agreement with Enbridge (U.S.) Inc. 2 A joint funding proposal with Enbridge or one of its wholly owned subsidiaries for the Line 3 Replacement is under consideration by an Independent Committee of the Board of Directors and participation levels have not yet been determined. A tentative agreement has been reached between an Independent Committee of the Board of Directors and EECI on the terms of an arrangement through which each party would fund the acquisition of and participate in the returns generated by the investment in the Bakken Pipeline System.
Natural Gas Segment
SLIDE 29
Large-scale G&P assets along US Gulf Coast with access to multiple drilling formations
*Based on EEP 2016 forecasted adjusted EBITDA Note: EEP owns a 48.4% interest in Midcoast Operating, L.P.
Key Assets
Natural Gas Deliveries ~2.0 bcf/d
Gathering and Transportation Pipelines 10,900 miles
Active Natural Gas Processing Plants 17
Active Natural Gas Treating Plants 5
Texas Express NGL system 35% JV interest
EEP 2016e Segment EBITDA*
Natural Gas
Liquids
Strong Counterparty Credit Profile
SLIDE 30
Major liquids pipeline systems underpinned by strong, investment grade customers
EEP Customer Credit Quality (1)
(1) EEP consolidated (including MEP) and net of Accounts Receivable purchased by affiliate of Enbridge Inc.
MAINLINE TOP 10 SHIPPERS
Shipper 1: Integrated AA+/Aaa
Shipper 2: Integrated A-/A3
Shipper 3: Refiner BBB/Baa2
Shipper 4: Integrated A-/Baa1
Shipper 5: Refiner AA-/A1
Shipper 6: Integrated A/Aa2
Shipper 7: Refiner BBB/Baa2
Shipper 8: Refiner Credit enhancement to investment grade
Shipper 9: Midstream BBB/Baa3
Shipper 10: Refiner Credit enhancement to investment grade
Investment Grade Non-Investment Grade
Priority One – Focus on Safety & Operational Reliability
SLIDE 31
Operational Risk Management Program
• State-of-the art Liquids Pipelines control center
• Most extensive
maintenance, integrity and inspection program in the history of the North American pipeline industry
Key Takeaways
SLIDE 32
Business model attractive in all market conditions
Strategic position • Connectivity to large producing basins and key North American refining centers • Expanded market access underpins strong system utilization outlook
Well positioned for current environment • Defensive and low-risk business model; strong counterparty risk profile
Manageable funding needs • Maintaining investment grade credit rating remains a priority • EEP exploring strategic alternatives for its investments in Midcoast Operating and MEP
Diversified growth platform • Sustainable growth outlook: organic growth + ‘bolt-on’ expansion opportunities + drop-down
potential from sponsor
Premier MLP sponsor • Enbridge Inc. strategically aligned with the Partnership
Appendix Enbridge Energy Partners, L.P. Investment Community Presentation September 2016
Corporate Structure
SLIDE 34 Corporate structure as of September 21, 2016
48.4% LP interest
46% LP interest
2% GP interest (indirect) 52% LP interest
44% LP interest
Public Unitholders
88% of listed shares
Public Unitholders
2% GP interest (indirect) 38% LP interest (indirect)
Enbridge Inc. (NYSE: ENB) (Baa2 / BBB+)
Enbridge Energy Management, L.L.C.
(NYSE: EEQ)
16% LP interest (I-units)
12% of listed shares (indirect)
100% voting interest (indirect)
Enbridge Energy Partners, L.P. (NYSE: EEP) (Baa3 / BBB)
51.6% LP interest
Midcoast Operating, L.P. “Midcoast Operating”
Midcoast Energy Partners, L.P. (NYSE: MEP)
Public Unitholders
Enbridge Inc. owns
~42% of EEP
0.001 GP interest (indirect)
Safety and Operational Reliability
• Primary components to terms of settlement with U.S. DOJ and U.S. EPA
• Civil penalties under Clean Water Act for 2010 incidents on Line 6B ($61 million) and Line 6A ($1 million)
• Safety measures cost estimated at $110 million over four-year term of the decree and is largely incorporated in operational and capital expense planning
• Pipeline replacement • Replaced Line 6B in 2014 • Replacement of Line 3, underway
• Focused first and foremost on the safety and operational reliability of our systems
• Fulfilled commitment to thoroughly clean up and restore area and to cover the costs
SLIDE 35
Line 6B Settlement
Line 6B and Line 6A Incidents
SLIDE 36
Amounts in millions of dollars.
Civil penalty under the Clean Water Act of U.S.
$61.0 Civil penalty under the Clean Water Act of U.S.
$93.7 Long-term monitoring
• Mix of capital and expense items • Items largely consistent with ongoing integrity
program
Line 6BTotal cost estimate accrued 1,223.0 Spent through 06/30/2016 1,068.3 Remaining liability 154.7
Line 6ATotal cost estimate accrued 52.0 Spent through 06/30/2016 51.0 Remaining liability 1.0
InsuranceCoverage 650.0 Proceeds collected through 06/30/2016 547.0 Remaining balance eligible for recovery 103.0
Injunctive Safety MeasuresEstimated cost over 4-year term of decree 110.0
Capital and Investment Expenditures
SLIDE 37
Adequate liquidity to fund base capital program
2016 CAPITAL AND INVESTMENT EXPENDITURES ($ millions)
Eastern Access1 50
US Mainline Expansions1 60
Sandpiper1 75
Line 3 Replacement 160
Liquids Integrity 265
Liquids Other Growth Enhancements 190
Natural Gas Growth Projects2 20
Maintenance Capital Expenditures2 65
Total Capital Expenditures 885 Eastern Access call option exercise 360
Line 3 Replacement joint funding scenario3 (~350)
Capital and Investment Expenditures +/- 885
414 646
125
87
750
0
200
400
600
800
1,000
1,200
1,400
6/30/2016 3/31/2016
Credit Facilities Cash Pro-forma
$539
$1,289
$733
Available Liquidity ($ millions)
1 Eastern Access and US Mainline Expansion capital expenditures are forecasted net of joint funding, with assumed Enbridge 75% funding. Sandpiper capital expenditures are forecasted net of 37.5% joint funding from Marathon Petroleum Corp. The joint funding by Enbridge is based on the respective economic interest in the Eastern Access and Mainline Expansions project series and do not take into account the temporary adjustment to distributions and contributions pursuant to Amendment of OLP limited partnership agreement.
2 Represents EEP’s share of Natural Gas capital expenditures of Midcoast Operating, L.P., (“MOLP”) which will be proportionately funded between EEP and Midcoast Energy Partners, L.P. (“MEP”). Forecast reflects current base 48.4% funding by EEP and 51.6% by MEP. 3 The Line 3 Replacement project participation level with Enbridge is under consideration by an Independent Committee of the Board of Directors and no decision has yet been reached. This amount reflects one possible scenario and represents the approximate dollars that
would be remitted to EEP by Enbridge as the capital contribution of Enbridge for an economic interest in the jointly funded project. 4 On July 26, 2016, EEP entered into an unsecured revolving 364-day credit agreement with Enbridge (U.S.) Inc.
Proforma: $750 million 364-day Credit Facility
with Enbridge (U.S.) Inc.4
Preferred Unit Restructuring
SLIDE 38
Enhances Partnership’s financing flexibility
Term Prior Restructured
Principle Rate $1.2 Billion/ 7.5% Unchanged
Distribution Becomes Cash Paying Q3 2015 Q3 2018
Accumulated Deferred Distribution Becomes Payable
Earlier of unit redemption date or May 2018
Q1 2019 (Payment beginning May 2019) Amortize equally over 12 quarters
Rate Reset Date May 8, 2018 UST 5 Yr +620 bp
June 30, 2020 (same terms)
Conversion Option Date to Class A After June 1, 2016 After June 1, 2018
Bakken Infrastructure
SLIDE 39
Largest pipeline transporter of crude oil from the Bakken region to premium markets
Regulatory Tolling Framework
SLIDE 40 (1) Can revert to Cost of Service tolling governed by the FERC by demonstrating substantial divergence between costs and rates. (2) NEB base is the annually published NEB Multi-Pipeline rate of Return FERC Index = + 1.23%. (prior index adjustment of PPI + 2.65% expiried June 30, 2016).
System Regulatory Methodology
Lakehead System Base Toll Toll Indexed to PPI + 1.23%
Southern Access Cost of Service at 9% ROE; 55% equity, 45% debt rate base + Tax Allowance
Alberta Clipper Cost of Service at NEB basic(2) + 2.25% ROE; 55% equity; 45% debt rate base + Tax Allowance
Facilities Surcharge Mechanism (FSM)
Cost of Service at 11.5% ROE; 55% equity, 45% debt rate base + Tax Allowance • Includes Eastern Access and Mainline Expansion projects
North Dakota Toll Indexed to PPI + 1.23% (Fall back is cost of service(1))
Phase V-VI Expansion Cost of Service
Mid-Continent Toll Indexed to PPI + 1.23% (Fall back is cost of service(1))
Contract – based for storage
Major Canadian and US Crude Oil Pipeline and Refineries
SLIDE 41
Alternative Ways to Invest in our MLP
SLIDE 42
Tax Considerations
* Form 1099 issued for tax year during which shares are disposed.
Ticker Symbol: EEQ (NYSE) EEP (NYSE)
Allocated Taxable Income No Yes
Mutual Fund Limitations No Yes
Unrelated Business Income Tax No Yes
Schedule K-1 No Yes
Form 1099 Yes* No
State Filing Obligations No Yes