恩桥美股招股说明书(2025-11-19版)

US$1,500,000,000 Enbridge Inc. US$500,000,000 4.200% Senior Notes due 2028US$500,000,000 4.500% Senior Notes due 2031US$500,000,000 5.200% Senior Notes due 2035 Fully and Unconditionally Guaranteed byEnbridge Energy Partners, L.P. and Spectra Energy Partners, LP We are offering US$500,000,000 aggregate principal amount of 4.200% Senior Notes due 2028 (the “2028 Notes”),US$500,000,000 aggregate principal amount of 4.500% Senior Notes due 2031 (the “2031 Notes”) and US$500,000,000 aggregateprincipal amount of 5.200% Senior Notes due 2035 (the “2035 Notes” and, together with the 2028 Notes and the 2031 Notes, the“Notes”). The 2028 Notes will mature on November 20, 2028, the 2031 Notes will mature on February 15, 2031 and the 2035 Noteswill mature on November 20, 2035. The 2028 Notes will bear interest at the rate of 4.200% per annum, payable semi-annually inarrears on May 20 and November 20, beginning on May 20, 2026. The 2031 Notes will bear interest at the rate of 4.500% per annum,payable semi-annually in arrears on February 15 and August 15, beginning on February15, 2026. The 2035 Notes will bear interest atthe rate of 5.200% per annum, payable semi-annually in arrears on May 20 and November 20, beginning on May 20, 2026. We may, at our option, redeem any series of the Notes, in whole or in part, at any time or from time to time, at the applicableredemption prices and subject to the conditions described under “Description of the Notes and the Guarantees — Redemption —Optional Redemption”. We may also redeem any series of the Notes, in whole at any time, if certain changes affecting Canadianwithholding taxes occur. See “Description of the Notes and the Guarantees — Redemption — Tax Redemption”. The Notes will be our direct, unsecured and unsubordinated obligations and will rank equally with all of our existing andfuture unsecured and unsubordinated debt. See “Description of the Notes and the Guarantees —General”. The guarantees of the Noteswill be direct, unsecured and unsubordinated obligations of Enbridge Energy Partners, L.P. and Spectra Energy Partners, LP (together,the “Guarantors”), two of our indirect, wholly-owned subsidiaries, and will rank equally with all of the applicable Guarantor’s existingand future unsecured and unsubordinated debt. See “Description of the Notes and the Guarantees—Guarantees”. Each series of the Notes is a new issue of securities with no established trading market. The Notes will not be listed on anyautomated dealer quotation system, and we do not intend to apply for listing of the Notes on any securities exchange. NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSIONHAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR PASSED UPON THE ADEQUACY OR ACCURACYOF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. The enforcement by investors of civil liabilities under United States federal securities laws may be affected adverselyby the fact that we are incorporated and organized under the laws of Canada, that some or all of our officers and directors areresidents of Canada, that some or all of the experts named in this prospectus supplement or the accompanying prospectus areresidents of Canada, and that all or a substantial portion of our assets and said persons are located outside the United States. Investing in the Notes involves risks. See “Risk Factors” beginning on pageS-6 of this prospectus supplement. (1)Plus accrued interest, if any, from November 20, 2025, if settlement occurs after that date. This prospectus supplement and the accompanying base prospectus are not intended to constitute an offer to, and the Notesshould not be purchased, held or otherwise acquired by, a “specified foreign entity” as defined in Section7701(a)(51)(B)of theInternal Revenue Code of 1986, as amended (an “SFE”). By purchasing the Notes, any investor in the Notes (including all affiliatedentities that participate in such purchase) will be deemed to represent and warrant to us that it is not, and will not be, for its taxableyear that includes the date of the original issuance of the Notes, an SFE. The underwriters expect to deliver the Notes to the purchasers in book-entry form through the facilities of The DepositoryTrust Company and its direct and indirect participants, including Euroclear Bank S.A./N.V., as operator of the Euroclear System(“Euroclear”), and Clearstream Banking,société anonyme(“Clearstream”), on or about November 20, 2025. IMPORTANT NOTICE ABOUT INFORMATION INTHIS PROSPECTUS SUPPLEMENT AND THE ACCOMPANYING PROSPECTUS This document is in two parts. The first part is this prospectus supplement, which describes the specific terms of the Notes.The second part, the accompanying prospectus, gives more general information, some of which may not apply to the Notes. Theaccompanying prospectus, dated August1, 2025, is referred to as the “prospectus” in this prospectus supplement. We are responsible for the information cont