Ottawa Citizen

Why Enbridge’s roll-up could be good for investors

Move to consolidat­e may be step in the right direction to eliminate overhang

- DAVIDDIAS

Enbridge Inc.’s decision on Thursday to absorb four of its subsidiari­es is designed to mitigate the negative tax implicatio­ns of a U.S. regulator changing its policy and shore up investor confidence, analysts say, but it will do little to address the $60-billion debt elephant in the room.

Enbridge intends to swap $11.4 billion in common shares for the equity it does not already own in its four publicly traded master limited partnershi­p (MLP) subsidiari­es: Spectra Energy Partners LP, Enbridge Energy Partners LP, Enbridge Energy Management LLC and Enbridge Income Fund Holdings Inc.

The transactio­n, subject to shareholde­r approval and expected to close in the fourth quarter, comes on the heels of a proposal in March by the U.S. Federal Energy Regulatory Commission (FERC) to eliminate critical tax advantages for MLP structures.

David Galison, an analyst at Cannacord Genuity, said management has defended the corporate structure, even as depressed oil prices challenged the viability of the operating subsidiari­es, but the FERC proposal effectivel­y forced the company’s hand. He has a $52 price target on Enbridge, implying a 30-per-cent upside.

“That cheaper funding mechanism was broken, and now with the changes in the U.S. FERC policies, it’s permanentl­y broken,” Galison said. “It’s actually to the point where they may not be viable entities on their own.”

Enbridge’s reputation for delivering steady growth and reliable distributi­ons has taken a beating in recent years. Its stock is down nearly 40 per cent since early 2015, after the collapse in oil prices and a subsequent US$28billion mega-deal to acquire Houston-based Spectra Energy Inc.

Increased leverage and waning investor confidence — particular­ly as rising interest rates provide other high-yield alternativ­es — have forced Enbridge to backpedal on some of its forwardloo­king statements, which has led to “concern from a strategic direction standpoint,” Galison said.

Neverthele­ss, he believes Enbridge’s move to consolidat­e is a step in the right direction since it avoids tax obligation­s while providing investors with muchneeded financial transparen­cy.

“One of the overhangs that has been on the stock is the complicate­d nature of the Enbridge structure,” Galison said. “As an investor, you had to work much too hard to understand what earnings and cash flows you were truly entitled to. So by rolling everything back up, that eliminates that overhang in the stock, which over the long term should be positive.”

The company has left earnings and distributi­on guidance unchanged through 2020, Galison added, so there’s no real financial impact aside from reduced tax obligation­s.

The move to consolidat­e may, however, improve investor sentiment. Matthew Taylor at Tudor, Pickering, Holt & Co. said it should give investors confidence that management is beginning to execute its plan, announced in December, to simplify the company ’s structure and divest non-core assets to pay down debt.

Earlier this month, Enbridge announced a $3.2-billion sale of renewable power facilities and natural gas processing assets in North America, and the company has earmarked another $7 billion in divestitur­es as it aims to bring its debt down to five times EBITDA by the end of the year.

The newly consolidat­ed structure will also enable the parent company to better retain cash and fund operations at a higher level, as unitholder­s in the subsidiari­es are made to trade in their stock for lower-yielding shares of the parent company.

“It was a sense of how will we fund these projects longer term,” Taylor said, “and Enbridge has taken the position that if we roll it up and finance these projects on the parent level, we’re at an advantage. And we tend to agree with that.”

Taylor’s firm has a price target of $46 on Enbridge, implying upside of about 15 per cent.

 ?? CRYSTAL SCHICK ?? Enbridge Inc.’s decision Thursday to absorb four of its subsidiari­es could help shore up investor confidence, providing much-needed financial transparen­cy and divesting non-core assets to pay down debt.
CRYSTAL SCHICK Enbridge Inc.’s decision Thursday to absorb four of its subsidiari­es could help shore up investor confidence, providing much-needed financial transparen­cy and divesting non-core assets to pay down debt.

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