MANAGEMENT'S REPORT |
TO THE SHAREHOLDERS OF ENBRIDGE INC. |
Financial ReportingManagement of Enbridge Inc. (the Company) is responsible for the accompanying consolidated financial statements and al related financial information contained in the annual report, including Management’s Discussion and Analysis. The consolidated financial statements have been prepared in accordance with general y accepted accounting principles in the United States of America (US GAAP) and necessarily include amounts that reflect management's judgment and best estimates. |
The Board of Directors (the Board) and its committees are responsible for al aspects related to governance of the Company. The Audit, Finance & Risk Committee (the AF&RC) of the Board, composed of directors who are unrelated and independent, has a specific responsibility to oversee management’s efforts to fulfil its responsibilities for financial reporting and internal controls related thereto. The AF&RC meets with management, internal auditors and Independent Registered Public Accounting Firm auditors to review the consolidated financial statements and the internal controls as they relate to financial reporting. The AF&RC reports its findings to the Board for its consideration in approving the consolidated financial statements for issuance to the shareholders. The internal auditors and Independent Registered Public Accounting Firm auditors have unrestricted access to the AF&RC. |
Internal Control over Financial ReportingManagement is also responsible for establishing and maintaining adequate internal control over financial reporting. The Company’s internal control over financial reporting includes policies and procedures to facilitate the preparation of relevant, reliable and timely information, to prepare consolidated financial statements for external reporting purposes in accordance with US GAAP and to provide reasonable assurance that assets are safeguarded. |
Management assessed the effectiveness of the Company’s internal control over financial reporting as at December 31, 2021, based on the framework established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, management concluded that the Company maintained effective internal control over financial reporting as at December 31, 2021. |
PricewaterhouseCoopers LLP, an Independent Registered Public Accounting Firm appointed by the shareholders of the Company, have conducted an audit of the consolidated financial statements of the Company and its internal control over financial reporting in accordance with the standards of the Public Company Accounting Oversight Board (United States) and have issued an unqualified audit report, which is accompanying the consolidated financial statements. |
/s/ Al Monaco | /s/ Vern D. Yu |
Al Monaco | Vern D. Yu |
President & Chief Executive Officer | Executive Vice President & Chief Financial Officer |
February 11, 2022 |
| | 1 |
Report of Independent Registered Public Accounting Firm |
To the Shareholders and Board of Directors of Enbridge Inc. |
Opinions on the Financial Statements and Internal Control over Financial Reporting |
We have audited the accompanying consolidated statements of financial position of Enbridge Inc. and its subsidiaries (together, the Company) as of December 31, 2021 and 2020, and the related consolidated statements of earnings, comprehensive income, changes in equity and cash flows for each of the three years in the period ended December 31, 2021, including the related notes (collectively referred to as the consolidated financial statements). We also have audited the Company’s internal control over financial reporting as of December 31, 2021, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). |
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2021 and 2020, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2021 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2021, based on criteria established in Internal Control – Integrated Framework (2013) issued by the COSO. |
Basis for Opinions |
The Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. |
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects. |
PricewaterhouseCoopers LLP |
111-5th Avenue SW, Suite 3100, Calgary, Alberta, Canada T2P 5L3 |
T: +1 403 509 7500, F: +1 403 781 1825 |
“PwC” refers to PricewaterhouseCoopers LLP, an Ontario limited liability partnership. |
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions. |
Definition and Limitations of Internal Control over Financial Reporting |
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. |
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. |
Critical Audit Matters |
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. |
Goodwill impairment assessment As described in Notes 2 and 16 to the consolidated financial statements, the Company’s goodwill balance was $32,775 million at December 31, 2021. As disclosed by management, an annual goodwill impairment assessment is performed at the reporting unit level as of April 1 of each year, or more frequently if events or circumstances indicate that the carrying value of goodwill may be impaired. Management has the option to first assess qualitative factors to determine whether it is necessary to perform the quantitative goodwill impairment assessment. In making the qualitative assessment, management considers macroeconomic trends, changes to regulatory environments, capital accessibility, operating income trends, and changes to industry conditions. The quantitative goodwill impairment assessment involves determining the fair value of the Company’s reporting units and comparing those values to the carrying value of each reporting unit, including goodwill. Fair value is estimated using a combination of discounted cash flow and earnings multiples techniques. The determination of fair value using the discounted cash flow technique requires the use of estimates and assumptions related to discount rates, projected operating income, terminal value growth rates, expected future capital expenditures and working capital levels. The determination of fair value using the earnings multiples technique requires assumptions to be made in relation to maintainable earnings and earnings multipliers for reporting units. In the current year, the quantitative goodwill impairment assessment was performed for the Gas Transmission and Midstream (Gas Transmission) reporting unit, while the qualitative goodwill impairment assessments were performed for the Liquids Pipelines and Gas Distribution and Storage reporting units. |
The principal considerations for our determination that performing procedures relating to the goodwill impairment assessment is a critical audit matter are the significant judgment required by management when (i) developing the significant assumptions related to operating income trends used in the qualitative assessment for all reporting units outside of the Gas Transmission reporting unit, and (ii) developing such significant assumptions as discount rates, projected operating income, expected future capital expenditures and earnings multipliers used to estimate the fair value of the Gas Transmission reporting unit. This led to a high degree of auditor judgment, effort and subjectivity in performing procedures to evaluate the reasonableness of management’s significant assumptions used in the qualitative assessment and the quantitative assessment of the Gas Transmission reporting unit. In addition, the audit effort involved the use of professionals with specialized skill and knowledge to assist in performing the procedures and evaluating the audit evidence obtained over the quantitative assessment. |
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management’s goodwill impairment assessment, including controls over (i) the development of significant assumptions related to operating income trends used in the qualitative assessment and (ii) the determination of the fair value estimate of the Gas Transmission reporting unit. These procedures also included, among others (i) evaluating the reasonableness of significant assumptions used by management in the qualitative assessment of the Company’s reporting units, specifically those related to operating income trends and (ii) testing management’s process for developing the fair value estimate of the Gas Transmission reporting unit. Testing management’s process for developing the fair value estimate of the Gas Transmission reporting unit included evaluating the appropriateness of the discounted cash flow and the earnings multiples models; testing the completeness, accuracy, and relevance of underlying data used in the models; and evaluating the reasonableness of significant assumptions used by management in determining the fair value estimate including discount rates, projected operating income, expected future capital expenditures and earnings multipliers. |
ENBRIDGE INC. |
| CONSOLIDATED STATEMENTS OF EARNINGS |
| | |
| | | Year ended December 31, | 2021 | 2020 | 2019 |
| | | (mil ions of Canadian dol ars, except per share amounts)Operating revenues |
| | | Commodity sales | | | | | 26,873 | 19,259 | 29,309 |
| | | Gas distribution sales | | | | | 4,026 | 3,663 | 4,205 |
| | | Transportation and other services | | | | | 16,172 | 16,165 | 16,555 |
| | | Total operating revenues (Note 4) | | | | | 47,071 | 39,087 | 50,069 |
| | | Operating expenses |
| | | Commodity costs | | | | | 26,608 | 18,890 | 28,802 |
| | | Gas distribution costs | | | | | 2,094 | 1,779 | 2,202 |
| | | Operating and administrative | | | | | 6,712 | 6,749 | 6,991 |
| | | Depreciation and amortization | | | | | 3,852 | 3,712 | 3,391 |
| | | Impairment of long-lived assets | | | | | — | — | 423 |
| | | Total operating expenses | | | | | 39,266 | 31,130 | 41,809 |
| | | Operating income | | | | | 7,805 | 7,957 | 8,260 |
| | | Income from equity investments (Note 13) | | | | | 1,711 | 1,136 | 1,503 |
| | | Impairment of equity investments (Note 13) | | | | | (111) | (2,351) | — |
| | | Other income/(expense) |
| | | Net foreign currency gain | | | | | 286 | 181 | 477 |
| | | Gain/(loss) on dispositions | | | | | 319 | (17) | (300) |
| | | Other | | | | | 374 | 74 | 258 |
| | | Interest expense (Note 18) | | | | | (2,655) | (2,790) | (2,663) |
| | | Earnings before income taxes | | | | | 7,729 | 4,190 | 7,535 |
| | | Income tax expense (Note 25) | | | | | (1,415) | (774) | (1,708) |
| | | Earnings | | | | | 6,314 | 3,416 | 5,827 |
| | | Earnings attributable to noncontrol ing interests | | | | | (125) | (53) | (122) |
| | | Earnings attributable to control ing interests | | | | | 6,189 | 3,363 | 5,705 |
| | | Preference share dividends | | | | | (373) | (380) | (383) |
| | | Earnings attributable to common shareholders | | | | | 5,816 | 2,983 | 5,322 |
| | | Earnings per common share attributable to common shareholders |
| | | (Note 6) | | | | | 2.87 | 1.48 | 2.64 |
| | | Diluted earnings per common share attributable to common |
| | | shareholders (Note 6) | | | | | 2.87 | 1.48 | 2.63 |
| | | | The accompanying notes are an integral part of these consolidated financial statements. |
| | 6 |
ENBRIDGE INC. |
| CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME |
| | |
| Year ended December 31, | | 2021 | 2020 | 2019 |
| (mil ions of Canadian dol ars) |
| Earnings | | 6,314 | 3,416 | 5,827 |
| Other comprehensive income/(loss), net of tax |
| Change in unrealized gain/(loss) on cash flow hedges | | | 162 | (457) | (437) |
| Change in unrealized gain on net investment hedges | | | 49 | 102 | 281 |
| Other comprehensive income/(loss) from equity investees | | | (12) | (1) | 40 |
| Excluded components of fair value hedges | | | (5) | 5 | — |
| Reclassification to earnings of loss on cash flow hedges | | | 235 | 198 | 127 |
| Reclassification to earnings of pension and other postretirement |
| benefits (OPEB) amounts | | | 21 | 13 | 13 |
| Reclassification to earnings of gain on equity investees | | | (62) | — | — |
| Actuarial gain/(loss) on pension and OPEB | | | 394 | (167) | (96) |
| Foreign currency translation adjustments | | | (507) | (853) | (3,035) |
| Other comprehensive income/(loss), net of tax | | | 275 | (1,160) | (3,107) |
| Comprehensive income | | 6,589 | 2,256 | 2,720 |
| Comprehensive income attributable to noncontrol ing interests | | | (95) | (22) | (7) |
| Comprehensive income attributable to control ing interests | | 6,494 | 2,234 | 2,713 |
| Preference share dividends | | | (373) | (380) | (383) |
| Comprehensive income attributable to common shareholders | | 6,121 | 1,854 | 2,330 |
| | The accompanying notes are an integral part of these consolidated financial statements. |
| | 7 |
ENBRIDGE INC. |
| CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY |
| | |
| | | Year ended December 31, | 2021 | 2020 | 2019 |
| | | (mil ions of Canadian dol ars, except per share amounts)Preference shares (Note 21) |
| | | | | | |
| | | Balance at beginning and end of year | | | | | 7,747 | 7,747 | 7,747 |
| | | Common shares (Note 21) |
| | | Balance at beginning of year | | | | | 64,768 | 64,746 | 64,677 |
| | | Shares issued on exercise of stock options | | | | | 31 | 22 | 69 |
| | | Balance at end of year | | | | | 64,799 | 64,768 | 64,746 |
| | | Additional paid-in capital |
| | | Balance at beginning of year | | | | | 277 | 187 | — |
| | | Stock-based compensation | | | | | 28 | 30 | 34 |
| | | Repurchase of noncontrol ing interest | | | | | — | — | 65 |
| | | Options exercised | | | | | (23) | (21) | (61) |
| | | Change in reciprocal interest | | | | | 98 | 76 | 117 |
| | | Other | | | | | (15) | 5 | 32 |
| | | Balance at end of year | | | | | 365 | 277 | 187 |
| | | Deficit | | | |
| | | Balance at beginning of year | | | | | (9,995) | (6,314) | (5,538) |
| | | Earnings attributable to control ing interests | | | | | 6,189 | 3,363 | 5,705 |
| | | Preference share dividends | | | | | (373) | (380) | (383) |
| | | Common share dividends declared | | | | | (6,818) | (6,612) | (6,125) |
| | | Dividends paid to reciprocal shareholder | | | | | 8 | 17 | 18 |
| | | Modified retrospective adoption of ASU 2016-13 Financial Instruments - Credit Losses | | | | | — | (66) | — |
| | | Other | | | | | — | (3) | 9 |
| | | Balance at end of year | | | | | (10,989) | (9,995) | (6,314) |
| | | Accumulated other comprehensive income/(loss) (Note 23) |
| | | Balance at beginning of year | | | | | (1,401) | (272) | 2,672 |
| | | Other comprehensive income/(loss) attributable to common shareholders, net of tax | | | | | 305 | (1,129) | (2,992) |
| | | Other | | | | | — | — | 48 |
| | | Balance at end of year | | | | | (1,096) | (1,401) | (272) |
| | | Reciprocal shareholding |
| | | Balance at beginning of year | | | | | (29) | (51) | (88) |
| | | Change in reciprocal interest | | | | | 29 | 22 | 37 |
| | | Balance at end of year | | | | | — | (29) | (51) |
| | | Total Enbridge Inc. shareholders’ equity | | | | | 60,826 | 61,367 | 66,043 |
| | | Noncontrol ing interests (Note 20) | | | |
| | | Balance at beginning of year | | | | | 2,996 | 3,364 | 3,965 |
| | | Earnings attributable to noncontrol ing interests | | | | | 125 | 53 | 122 |
| | | Other comprehensive loss attributable to noncontrol ing interests, net of tax |
| Change in unrealized loss on cash flow hedges | | | | | | | (15) | (6) | (7) |
| Foreign currency translation adjustments | | | | | | | (15) | (25) | (108) |
| | | | | | | | (30) | (31) | (115) |
| | | Comprehensive income attributable to noncontrol ing interests | | | | | 95 | 22 | 7 |
| | | Distributions | | | | | (271) | (300) | (254) |
| | | Contributions | | | | | 15 | 23 | 12 |
| | | Redemption of noncontrol ing interests | | | | | (293) | (112) | (300) |
| | | Repurchase of noncontrol ing interest | | | | | — | — | (65) |
| | | Other | | | | | — | (1) | (1) |
| | | Balance at end of year | | | | | 2,542 | 2,996 | 3,364 |
| | | Total equity | | | | | 63,368 | 64,363 | 69,407 |
| | | Dividends paid per common share | | | | | 3.34 | 3.24 | 2.95 |
| | | The accompanying notes are an integral part of these consolidated financial statements. |
| | | |
| | 8 |
ENBRIDGE INC. |
| CONSOLIDATED STATEMENTS OF CASH FLOWS |
| | |
| | | Year ended December 31, | 2021 | 2020 | 2019 |
| | | (mil ions of Canadian dol ars)Operating activities |
| | | | | | |
| | | Earnings | | | | | 6,314 | 3,416 | 5,827 |
| | | Adjustments to reconcile earnings to net cash provided by operating activities: |
| | | Depreciation and amortization | | | | | 3,852 | 3,712 | 3,391 |
| | | Deferred income tax expense (Note 25) | | | | | 1,091 | 447 | 1,156 |
| | | Unrealized derivative fair value gain, net (Note 24) | | | | | (173) | (756) | (1,751) |
| | | Income from equity investments | | | | | (1,711) | (1,136) | (1,503) |
| | | Distributions from equity investments | | | | | 1,630 | 1,392 | 1,804 |
| | | Impairment of long-lived assets | | | | | — | — | 423 |
| | | Impairment of equity investments | | | | | 111 | 2,351 | — |
| | | (Gain)/loss on dispositions | | | | | (319) | (6) | 254 |
| | | Other | | | | | 77 | 268 | 56 |
| | | Changes in operating assets and liabilities (Note 28) | | | | | (1,616) | 93 | (259) |
| | | Net cash provided by operating activities | | | | | 9,256 | 9,781 | 9,398 |
| | | Investing activities | | | |
| | | Capital expenditures | | | | | (7,818) | (5,405) | (5,492) |
| | | Long-term investments and restricted long-term investments | | | | | (640) | (487) | (1,159) |
| | | Distributions from equity investments in excess of cumulative earnings | | | | | 533 | 705 | 417 |
| | | Additions to intangible assets | | | | | (275) | (215) | (200) |
| | | Acquisitions | | | | | (3,785) | (24) | — |
| | | Proceeds from dispositions | | | | | 1,263 | 265 | 2,110 |
| | | Affiliate loans, net | | | | | 65 | (16) | (314) |
| | | Other | | | | | — | — | (20) |
| | | Net cash used in investing activities | | | | (10,657) | (5,177) | (4,658) |
| | | Financing activities |
| | | Net change in short-term borrowings | | | | | 394 | 223 | (127) |
| | | Net change in commercial paper and credit facility draws | | | | | 2,960 | 1,542 | 825 |
| | | Debenture and term note issues, net of issue costs | | | | | 8,032 | 5,230 | 6,176 |
| | | Debenture and term note repayments | | | | | (2,264) | (4,463) | (4,668) |
| | | Contributions from noncontrol ing interests | | | | | 15 | 23 | 12 |
| | | Distributions to noncontrol ing interests | | | | | (271) | (300) | (254) |
| | | Common shares issued | | | | | 5 | 5 | 18 |
| | | Preference share dividends | | | | | (367) | (380) | (383) |
| | | Common share dividends | | | | | (6,766) | (6,560) | (5,973) |
| | | Redemption of preferred shares held by subsidiary (Note 20) | | | | | (415) | — | (300) |
| | | Other | | | | | (87) | (90) | (71) |
| | | Net cash provided by/(used in) financing activities | | | | | 1,236 | (4,770) | (4,745) |
| | | Effect of translation of foreign denominated cash and cash equivalents and |
| | | restricted cash | | | | | (5) | (20) | 44 |
| | | Net increase/(decrease) in cash and cash equivalents and restricted cash | | | | | (170) | (186) | 39 |
| | | Cash and cash equivalents and restricted cash at beginning of year | | | | | 490 | 676 | 637 |
| | | Cash and cash equivalents and restricted cash at end of year | | | | | 320 | 490 | 676 |
| | | Supplementary cash flow information | | | |
| | | Cash paid for income taxes | | | | | 489 | 524 | 571 |
| | | Cash paid for interest, net of amount capitalized | | | | | 2,427 | 2,538 | 2,738 |
| | | Property, plant and equipment non-cash accruals | | | | | 831 | 801 | 730 |
| | | The accompanying notes are an integral part of these consolidated financial statements. |
| | 9 |
ENBRIDGE INC. |
| CONSOLIDATED STATEMENTS OF FINANCIAL POSITION |
| | December 31, | 2021 | 2020 |
| | (mil ions of Canadian dol ars; number of shares in mil ions)Assets |
| | | | |
| | Current assets |
| | | | | | 286 | 452 |
| Cash and cash equivalents |
| Restricted cash | | | | | 34 | 38 |
| Accounts receivable and other (Note 9) | | | | | 6,862 | 5,258 |
| Accounts receivable from affiliates | | | | | 107 | 66 |
| Inventory (Note 10) | | | | | 1,670 | 1,536 |
| | | | | | 8,959 | 7,350 |
| | Property, plant and equipment, net (Note 11) | | | | 100,067 | 94,571 |
| | Long-term investments (Note 13) | | | | 13,324 | 13,818 |
| | Restricted long-term investments (Note 14) | | | | 630 | 553 |
| | Deferred amounts and other assets | | | | 8,613 | 8,446 |
| | Intangible assets, net (Note 15) | | | | 4,008 | 2,080 |
| | Goodwil (Note 16) | | | | 32,775 | 32,688 |
| | Deferred income taxes (Note 25) | | | | 488 | 770 |
| | Total assets | | | | 168,864 | 160,276 |
| | Liabilities and equity |
| | | | | | | |
| | Current liabilities |
| | | | | | | | | 1,515 | 1,121 |
| Short-term borrowings (Note 18) |
| Accounts payable and other (Note 17) | | | | | 9,767 | 9,228 |
| Accounts payable to affiliates | | | | | 90 | 22 |
| Interest payable | | | | | 693 | 651 |
| Current portion of long-term debt (Note 18) | | | | | 6,164 | 2,957 |
| | | | | | 18,229 | 13,979 |
| | Long-term debt (Note 18) | | | | 67,961 | 62,819 |
| | Other long-term liabilities | | | | 7,617 | 8,783 |
| | Deferred income taxes | | | | | | (Note 25) | | 11,689 | 10,332 |
| | | | | | 105,496 | 95,913 |
| | Commitments and contingencies (Note 30)Equity |
| Share capital (Note 21) |
| Preference shares | | | | | 7,747 | 7,747 |
| Common shares (2,026 outstanding at December 31, 2021 and 2020) | | | | | 64,799 | 64,768 |
| Additional paid-in capital | | | | | 365 | 277 |
| Deficit | | | | | (10,989) | (9,995) |
| Accumulated other comprehensive loss (Note 23) | | | | | (1,096) | (1,401) |
| Reciprocal shareholding | | | | | — | (29) |
| Total Enbridge Inc. shareholders’ equity | | | | | 60,826 | 61,367 |
| Noncontrol ing interests (Note 20) | | | | | 2,542 | 2,996 |
| | | | | | 63,368 | 64,363 |
| | Total liabilities and equity | | | | 168,864 | 160,276 |
| | | Variable Interest Entities (VIE) (Note 12)The accompanying notes are an integral part of these consolidated financial statements. |
| | Approved by the Board of Directors:/s/ Gregory L. Ebel |
| | | | | /s/ Teresa S. Madden |
| | Gregory L. Ebel | | | Teresa S. Madden |
| | Chair | | | Director |
| | | | | | | | | 10 |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
| INDEX |
| | | Page |
1. Business Overview | | 12 |
2. Significant Accounting Policies | | 13 |
3. Changes in Accounting Policies | | 24 |
4. Revenue | | 25 |
5. Segmented Information | | 30 |
6. Earnings per Common Share | | 32 |
7. Regulatory Matters | | 32 |
8. Acquisitions and Dispositions | | 35 |
9. Accounts Receivable and Other | | 38 |
10. Inventory | | 38 |
11. Property, Plant and Equipment | | 38 |
12. Variable Interest Entities | | 39 |
13. Long-Term Investments | | 42 |
14. Restricted Long-Term Investments | | 44 |
15. Intangible Assets | | 45 |
16. Goodwil | | 46 |
17. Accounts Payable and Other | | 46 |
18. Debt | | 47 |
19. Asset Retirement Obligations | | 50 |
20. Noncontrol ing Interests | | 51 |
21. Share Capital | | 51 |
22. Stock Option and Stock Unit Plans | | 54 |
23. Components of Accumulated Other Comprehensive Income/(Loss) | | 57 |
24. Risk Management and Financial Instruments | | 58 |
25. Income Taxes | | 70 |
26. Pension and Other Postretirement Benefits | | 73 |
27. Leases | | 82 |
28. Changes in Operating Assets and Liabilities | | 84 |
29. Related Party Transactions | | 84 |
30. Commitments and Contingencies | | 85 |
31. Guarantees | | 86 |
32. Quarterly Financial Data (Unaudited) | | 87 |
| 11 |
1. BUSINESS OVERVIEW |
The terms "we," "our," "us" and "Enbridge" as used in this report refer col ectively to Enbridge Inc. and its subsidiaries unless the context suggests otherwise. These terms are used for convenience only and are not intended as a precise description of any separate legal entity within Enbridge. Enbridge is a publicly traded energy transportation and distribution company. We conduct our business through five business segments: Liquids Pipelines, Gas Transmission and Midstream, Gas Distribution and Storage, Renewable Power Generation, and Energy Services. These reporting segments are strategic business units established by senior management to facilitate the achievement of our long-term objectives, to aid in resource al ocation decisions and to assess operational performance. |
LIQUIDS PIPELINESLiquids Pipelines consists of pipelines and terminals in Canada and the United States (US) that transport various grades of crude oil and other liquid hydrocarbons, including the Mainline System, Regional Oil Sands System, Gulf Coast and Mid-Continent, Southern Lights Pipeline, Express-Platte System, Bakken System, and Feeder Pipelines and Other. This segment also includes Moda Midstream Operating, LLC (Moda) which was acquired on October 12, 2021 (Note 8) and is a component of Gulf Coast and Mid-Continent. |
GAS TRANSMISSION AND MIDSTREAMGas Transmission and Midstream consists of our investments in natural gas pipelines and gathering and processing facilities in Canada and the US, including US Gas Transmission, Canadian Gas Transmission, US Midstream and Other. |
GAS DISTRIBUTION AND STORAGEGas Distribution and Storage consists of our natural gas utility operations, the core of which is Enbridge Gas Inc. (Enbridge Gas), which serves residential, commercial and industrial customers located throughout Ontario. This business segment also includes natural gas distribution activities in Québec and an investment in Noverco Inc. (Noverco). We sold our investment in Noverco to Trencap L.P. on December 30, 2021 (Note 13). |
RENEWABLE POWER GENERATIONRenewable Power Generation consists primarily of investments in wind and solar assets, as wel as geothermal, waste heat recovery and transmission assets. In North America, assets are primarily located in the provinces of Alberta, Saskatchewan, Ontario and Québec, and in the states of Colorado, Texas, Indiana and West Virginia. We also have offshore wind assets in operation and under development in the United Kingdom, Germany and France. |
ENERGY SERVICESOur Energy Services businesses in Canada and the US undertake physical commodity marketing activity and logistical services to manage our volume commitments on various pipeline systems. Energy Services also provides energy marketing services to North American refiners, producers and other customers. |
ELIMINATIONS AND OTHERIn addition to the business segments noted above, Eliminations and Other includes operating and administrative costs that are not al ocated to business segments as wel as a foreign exchange hedging program. Eliminations and Other also includes new business development activities and corporate investments. |
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2. SIGNIFICANT ACCOUNTING POLICIES |
These consolidated financial statements are prepared in accordance with accounting principles general y accepted in the United States of America (US GAAP). Amounts are stated in Canadian dol ars unless otherwise noted. As a Securities and Exchange Commission (SEC) registrant, we are permitted to use US GAAP for the purposes of meeting both our Canadian and US continuous disclosure requirements. |
BASIS OF PRESENTATION AND USE OF ESTIMATESThe preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, as wel as the disclosure of contingent assets and liabilities in the consolidated financial statements. Significant estimates and assumptions used in the preparation of the consolidated financial statements include, but are not limited to: variable consideration included in revenue (Note 4); carrying values of regulatory assets and liabilities (Note 7); purchase price al ocations (Note 8); unbil ed revenues; expected credit losses; depreciation rates and carrying value of property, plant and equipment (Note 11); amortization rates and carrying value of intangible assets (Note 15); measurement of goodwil (Note 16); fair value of asset retirement obligations (ARO) (Note 19); valuation of stock-based compensation (Note 22); fair value of financial instruments (Note 24); provisions for income taxes (Note 25); assumptions used to measure retirement benefits and OPEB (Note 26); commitments and contingencies (Note 30); and estimates of losses related to environmental remediation obligations (Note 30). Actual results could differ from these estimates. |
Certain comparative figures in our consolidated financial statements have been reclassified to conform to the current year's presentation. |
PRINCIPLES OF CONSOLIDATIONThe consolidated financial statements include our accounts and accounts of our subsidiaries and VIEs for which we are the primary beneficiary. A VIE is a legal entity that does not have sufficient equity at risk to finance its activities without additional subordinated financial support or is structured such that equity investors lack the ability to make significant decisions relating to the entity’s operations through voting rights or do not substantively participate in the gains and losses of the entity. Upon inception of a contractual agreement, we perform an assessment to determine whether the arrangement contains a variable interest in a legal entity and whether that legal entity is a VIE. The primary beneficiary has both the power to direct the activities of the VIE that most significantly impact the entity’s economic performance and the obligation to absorb losses or the right to receive benefits from the VIE entity that could potential y be significant to the VIE. Where we conclude that we are the primary beneficiary of a VIE, we consolidate the accounts of that VIE. We assess al variable interests in the entity and use our judgment when determining if we are the primary beneficiary. Other qualitative factors that are considered include decision-making responsibilities, the VIE capital structure, risk and rewards sharing, contractual agreements with the VIE, voting rights and level of involvement of other parties. We assess the primary beneficiary determination for a VIE on an ongoing basis if there are changes in the facts and circumstances related to a VIE. If an entity is determined to not be a VIE, the voting interest entity model is applied, where an investor holding the majority voting rights consolidates the entity. The consolidated financial statements also include the accounts of any limited partnerships where we represent the general partner and, based on al facts and circumstances, control such limited partnerships, unless the limited partner has substantive participating rights or substantive kick-out rights. For certain investments where we retain an undivided interest in assets and liabilities, we record our proportionate share of assets, liabilities, revenues and expenses. |
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Al significant intercompany accounts and transactions are eliminated upon consolidation. Ownership interests in subsidiaries represented by other parties that do not control the entity are presented in the consolidated financial statements as activities and balances attributable to noncontrol ing interests. Investments and entities over which we exercise significant influence are accounted for using the equity method. |
REGULATIONCertain parts of our businesses are subject to regulation by various authorities including, but not limited to, the Canada Energy Regulator (CER), the Federal Energy Regulatory Commission (FERC), the Alberta Energy Regulator, the Ontario Energy Board (OEB) and La Régie de l’energie du Québec. Regulatory bodies exercise statutory authority over matters such as construction, rates and ratemaking and agreements with customers. To recognize the economic effects of the actions of the regulator, the timing of recognition of certain revenues and expenses in these operations may differ from that otherwise expected under US GAAP for non-rate-regulated entities. |
Regulatory assets represent amounts that are expected to be recovered from customers in future periods through rates. Regulatory liabilities represent amounts that are expected to be refunded to customers in future periods through rates or expected to be paid to cover future abandonment costs in relation to the CER’s Land Matters Consultation Initiative (LMCI). Regulatory assets are assessed for impairment if we identify an event indicative of possible impairment. The recognition of regulatory assets and liabilities is based on the actions, or expected future actions, of the regulator. To the extent that the regulator’s actions differ from our expectations, the timing and amount of recovery or settlement of regulatory balances could differ significantly from those recorded. In the absence of rate regulation, we would general y not recognize regulatory assets or liabilities and the earnings impact would be recorded in the period the expenses are incurred or revenues are earned. A regulatory asset or liability is recognized in respect of deferred income taxes when it is expected the amounts wil be recovered or settled through future regulator-approved rates. We believe that the recovery of our regulatory assets as at December 31, 2021 is probable over the periods described in Note 7 - Regulatory Matters. |
Al owance for funds used during construction (AFUDC) is included in the cost of property, plant and equipment and is depreciated over future periods as part of the total cost of the related asset. AFUDC includes both an interest component and, if approved by the regulator, a cost of equity component, which are both capitalized based on rates set out in a regulatory agreement. The corresponding impact on earnings is included in Interest expense for the interest component and Other income/(expense) for the equity component. In the absence of rate regulation, we would capitalize interest using a capitalization rate based on our cost of borrowing, whereas the capitalized equity component, the corresponding earnings during the construction phase and the subsequent depreciation relating to the equity component would not be recognized. |
Under the pool method prescribed by certain regulators, it is not possible to identify the carrying value of the equity component of AFUDC or its effect on depreciation. Similarly, gains and losses on the retirement of certain specific fixed assets in any given year cannot be identified or quantified. |
With the approval of regulators, certain operations capitalize a percentage of specified operating costs. These operations are authorized to charge depreciation and earn a return on the net book value of such capitalized costs in future years. In the absence of rate regulation, a portion of such operating costs would be charged to earnings in the year incurred. |
For certain regulated operations to which US GAAP guidance for phase-in plans applies, negotiated depreciation rates recovered in transportation tol s may be less than the depreciation expense calculated in accordance with US GAAP in early years of long-term contracts but recovered in future periods when tol s exceed depreciation. Depreciation expense on such assets is recorded in accordance with US GAAP and no regulatory asset is recorded. |
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REVENUE RECOGNITIONFor businesses that are not rate-regulated, revenues are recorded when products have been delivered or services have been performed, the amount of revenue can be reliably measured and col ectability is reasonably assured. Customer creditworthiness is assessed prior to agreement signing, as wel as throughout the contract duration. Certain revenues from liquids and gas pipeline businesses are recognized under the terms of committed delivery contracts rather than the cash tol s received. |
Long-term take-or-pay contracts, under which shippers are obligated to pay fixed amounts ratably over the contract period regardless of volumes shipped, may contain make-up rights. Make-up rights are earned by shippers when minimum volume commitments are not utilized during the period but under certain circumstances can be used to offset overages in future periods, subject to expiry. We recognize revenues associated with make-up rights at the earlier of when the make-up volume is shipped, the make-up right expires or when it is determined that the likelihood that the shipper wil utilize the make-up right is remote. |
Certain offshore pipeline transportation contracts require us to provide transportation services for the life of the underlying producing fields. Under these arrangements, shippers pay us a fixed monthly tol for a defined period of time which may be shorter than the estimated reserve life of the underlying producing fields, resulting in a contract period which extends past the period of cash col ection. Fixed monthly tol revenues are recognized ratably over the committed volume made available to shippers throughout the contract period, regardless of when cash is received. |
For the years ended December 31, 2021, 2020 and 2019, cash received net of revenue recognized for contracts under make-up rights and similar deferred revenue arrangements was $127 mil ion, $292 mil ion and $169 mil ion, respectively. |
For rate-regulated businesses, revenues are recognized in a manner that is consistent with the underlying agreements as approved by the regulators. Natural gas utility revenues are recorded based on regular meter readings and estimates of customer usage from the last meter reading to the end of the reporting period. Estimates are based on historical consumption patterns and heating degree days experienced. Heating degree days is a measure of coldness that is indicative of volumetric requirements for natural gas utilized for heating purposes in our distribution franchise areas. |
Our Energy Services segment enters into commodity purchase and sale arrangements that are recorded on a gross basis as the related contracts are not held for trading purposes and we are acting as the principal in the transactions. |
Our largest non-affiliated customer accounted for approximately 13.5% of our third-party revenues for the year ended December 31, 2021 and 13.6% for the year ended December 31, 2020. No non-affiliated customer exceeded 10% of our third-party revenues for the year ended December 31, 2019. DERIVATIVE INSTRUMENTS AND HEDGINGNon-qualifying DerivativesNon-qualifying derivative instruments are used primarily to economical y hedge foreign exchange, interest rate and commodity price earnings exposure. Non-qualifying derivatives are measured at fair value with changes in fair value recognized in earnings in Commodity sales, Transportation and other services revenue, Commodity costs, Operating and administrative expense, Net foreign currency gain/(loss) and Interest expense. |
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Derivatives in Qualifying Hedging RelationshipsWe use derivative financial instruments to manage our exposure to changes in commodity prices, foreign exchange rates, interest rates and certain compensation tied to our share price. Hedge accounting is optional and requires us to document the hedging relationship and test the hedging item’s effectiveness in offsetting changes in fair values or cash flows of the underlying hedged item on an ongoing basis. We present the earnings effects of hedging items with the hedged transaction. Derivatives in qualifying hedging relationships are categorized as cash flow hedges, fair value hedges or net investment hedges. |
Cash Flow HedgesWe use cash flow hedges to manage our exposure to changes in commodity prices, foreign exchange rates, interest rates and certain compensation tied to our share price. The change in the fair value of a cash flow hedging instrument is recorded in Other comprehensive income/(loss) (OCI) and is reclassified to earnings when the hedged item impacts earnings. |
If a derivative instrument designated as a cash flow hedge ceases to be effective or is terminated, hedge accounting is discontinued and the gain or loss at that date is deferred in OCI and recognized in earnings concurrently with the related transaction. If an anticipated hedged transaction is no longer probable, the gain or loss is recognized immediately in earnings. Subsequent gains and losses from derivative instruments for which hedge accounting has been discontinued are recognized in earnings in the period in which they occur. |
Fair Value HedgesWe may use fair value hedges to hedge the fair value of debt instruments. The change in the fair value of the hedging instrument is recorded in earnings with changes in the fair value of the hedged risk of the asset or liability that is designated as part of the hedging relationship. If a fair value hedge is discontinued or ceases to be effective, the hedged risk of the asset or liability ceases to be remeasured at fair value and the cumulative fair value adjustment to the carrying value of the hedged item is recognized in earnings over the remaining life of the hedged item. |
Net Investment HedgesGains and losses arising from the translation of our net investment in foreign operations from their functional currencies to Enbridge’s Canadian dol ar presentation currency are included in cumulative translation adjustments (CTA), a component of OCI. We currently have designated a portion of our US dol ar denominated debt, as wel as a portfolio of foreign exchange forward contracts in prior periods, as a hedge of our net investment in US dol ar denominated investments and subsidiaries. As a result, the change in fair value of the foreign currency derivatives as wel as the translation of US dol ar denominated debt are reflected in OCI. Amounts recognized previously in Accumulated other comprehensive income/(loss) (AOCI) are reclassified to earnings when there is a reduction of the hedged net investment resulting from the disposal of a foreign operation. |
Classification of DerivativesWe recognize the fair value of derivative instruments in the Consolidated Statements of Financial Position as current and non-current assets or liabilities depending on the timing of settlements and the resulting cash flows associated with the instruments. Fair value amounts related to cash flows occurring beyond one year are classified as non-current. |
Cash inflows and outflows related to derivative instruments are classified as Operating activities in the Consolidated Statements of Cash Flows. |
Balance Sheet OffsetAssets and liabilities arising from derivative instruments may be offset in the Consolidated Statements of Financial Position when we have the legal right and intention to settle them on a net basis. |
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Transaction CostsTransaction costs are incremental costs directly related to the acquisition of a financial asset or the issuance of a financial liability. We incur transaction costs primarily from the issuance of debt and account for these costs as a reduction to Long-term debt in the Consolidated Statements of Financial Position. These costs are amortized using the effective interest rate method over the term of the related debt instrument and are recorded in Interest expense. |
EQUITY INVESTMENTSEquity investments over which we exercise significant influence, but do not have control ing financial interests, are accounted for using the equity method. Equity investments are initial y measured at cost and are adjusted for our proportionate share of undistributed equity earnings or loss. Equity investments are increased for contributions made to, and decreased for distributions received from, the investee. To the extent an equity investee undertakes activities necessary to commence its planned principal operations, we capitalize interest costs associated with the investment during such period. |
RESTRICTED LONG-TERM INVESTMENTSLong-term investments that are restricted as to withdrawal or usage, for the purposes of the CER’s LMCI, are presented as Restricted long-term investments in the Consolidated Statements of Financial Position. |
OTHER INVESTMENTSGeneral y, we classify equity investments in entities over which we do not exercise significant influence and that do not have readily determinable fair values as other investments measured using the fair value measurement alternative (FVMA). These investments are recorded at cost minus impairment, if any, plus or minus the impact of observable price changes occurring in orderly transactions for an identical or similar investment of the same issuer. Investments in equity securities measured using the FVMA are reviewed for impairment each reporting period and written down to their fair value if objective evidence of impairment is identified. Equity investments with readily determinable fair values are measured at fair value through earnings. Dividends received from investments in equity securities are recognized in earnings when the right to receive payment is established. |
Investments in debt securities are classified as available-for-sale and measured at fair value through OCI. |
NONCONTROLLING INTERESTSNoncontrol ing interests represent ownership interests attributable to third parties in certain consolidated subsidiaries. The portion of equity not owned by us in such entities is reflected as Noncontrol ing interests within the equity section of the Consolidated Statements of Financial Position. |
INCOME TAXESIncome taxes are accounted for using the liability method. Deferred income tax assets and liabilities are recorded based on temporary differences between the tax bases of assets and liabilities and their carrying values for accounting purposes. Deferred income tax assets and liabilities are measured using the tax rate that is expected to apply when the temporary differences reverse. For our regulated operations, a deferred income tax liability or asset is recognized with a corresponding regulatory asset or liability, respectively, to the extent that taxes can be recovered through rates. Any interest and/or penalty incurred related to tax is reflected in Income tax expense. |
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FOREIGN CURRENCY TRANSACTIONS AND TRANSLATIONForeign currency transactions are those transactions whose terms are denominated in a currency other than the currency of the primary economic environment in which Enbridge or a reporting subsidiary operates, referred to as the functional currency. Transactions denominated in foreign currencies are translated to the functional currency using the exchange rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated to the functional currency using the exchange rate in effect as at the balance sheet date. Exchange gains and losses resulting from the translation of monetary assets and liabilities are included in the Consolidated Statements of Earnings in the period in which they arise. |
Gains and losses arising from the translation of foreign operations' functional currencies to our Canadian dol ar presentation currency are included in the CTA component of AOCI and are recognized in earnings upon sale of the foreign operation. Asset and liability accounts are translated at the exchange rates in effect as at the balance sheet date, while revenues and expenses are translated using monthly average exchange rates. |
CASH AND CASH EQUIVALENTSCash and cash equivalents include short-term investments with a term to maturity of three months or less when purchased. |
RESTRICTED CASHCash and cash equivalents that are restricted as to withdrawal or usage, in accordance with specific commercial arrangements, are presented as Restricted cash in the Consolidated Statements of Financial Position. |
LOANS AND RECEIVABLESAffiliate long-term notes receivable are measured at amortized cost using the effective interest rate method, net of any impairment losses recognized. Accounts receivable and other are measured at cost. Interest income is recognized in earnings as it is earned with the passage of time. |
CURRENT EXPECTED CREDIT LOSSESFor accounts receivable, a loss al owance matrix is utilized to measure lifetime expected credit losses. The matrix contemplates historical credit losses by age of receivables, adjusted for any forward-looking information and management expectations. Other loan receivables and applicable off-balance sheet commitments utilize a discounted cash flow methodology which calculates the current expected credit losses based on historical default probability rates associated with the credit rating of the counterparty and the related term of the loan or commitment, adjusted for forward-looking information and management expectations. |
NATURAL GAS IMBALANCESThe Consolidated Statements of Financial Position include balances as a result of differences in gas volumes received from, and delivered for, customers. As settlement of certain imbalances is in-kind, changes in the balances do not have an effect on our Consolidated Statements of Earnings or Consolidated Statements of Cash Flows. Most natural gas volumes owed to or by us are valued at natural gas market index prices as at the balance sheet dates. |
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INVENTORYInventory is comprised of natural gas held in storage by Enbridge Gas, crude oil and natural gas held primarily by businesses in the Energy Services segment and materials and supplies. Natural gas held in storage by Enbridge Gas is recorded at the quarterly prices approved by the OEB in the determination of distribution rates. The actual price of gas purchased may differ from the OEB approved price. The difference between the approved price and the actual cost of gas purchased is deferred as a liability for future refund, or as an asset for col ection as approved by the OEB. Other inventory is recorded at the lower of cost, as determined on a weighted average basis, or market value. Upon disposition, other commodities inventory is recorded to Commodity costs in the Consolidated Statements of Earnings at the weighted average cost of inventory, including any adjustments recorded to reduce inventory to market value. Materials and supplies inventory is recorded at the lower of average cost or net realizable value. |
PROPERTY, PLANT AND EQUIPMENTProperty, plant and equipment is recorded at historical cost. Expenditures for construction, expansion, major renewals and betterments are capitalized. Maintenance and repair costs are expensed as incurred. Expenditures for project development are capitalized if they are expected to have future benefit. We capitalize interest incurred during construction for non-rate-regulated assets. For rate-regulated assets, AFUDC is included in the cost of property, plant and equipment and is depreciated over future periods as part of the total cost of the related asset. AFUDC includes both an interest component and, if approved by the regulator, a cost of equity component. Two primary methods of depreciation are utilized. For distinct assets, depreciation is general y provided on a straight-line basis over the estimated useful lives of the assets commencing when the asset is placed in-service. For largely homogeneous groups of assets with comparable useful lives, the pool method of accounting for property, plant and equipment is fol owed whereby similar assets are grouped and depreciated as a pool. When group assets are retired or otherwise disposed of, gains and losses are general y not reflected in earnings but are booked as an adjustment to accumulated depreciation. |
LEASESWe recognize an arrangement as a lease when a customer has the right to obtain substantial y al of the economic benefits from the use of an asset, as wel as the right to direct the use of the asset. We recognize right-of-use (ROU) assets and the related lease liabilities in the Consolidated Statements of Financial Position for operating lease arrangements with a term of 12 months or longer. We do not separate non-lease components from the associated lease components of our lessee contracts and account for both components as a single lease component. We combine lease and non-lease components within a contract for operating lessor leases when certain conditions are met. ROU assets are assessed for impairment using the same approach applied for other long-lived assets. |
Lease liabilities and ROU assets require the use of judgment and estimates which are applied in determining the term of a lease, appropriate discount rates, whether an arrangement contains a lease, whether there are any indicators of impairment for ROU assets and whether any ROU assets should be grouped with other long-lived assets for impairment testing. |
DEFERRED AMOUNTS AND OTHER ASSETSDeferred amounts and other assets primarily consists of costs that regulatory authorities have permitted, or are expected to permit, to be recovered through future rates, including: deferred income taxes; the fair value adjustment to long-term debt; actual cost of removal of previously retired or decommissioned plant assets; and actuarial gains and losses arising from defined benefit pension plans. |
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INTANGIBLE ASSETSIntangible assets consist primarily of certain software costs, customer relationships and emission al owances. We capitalize costs incurred during the application development stage of internal use software projects. Customer relationships represent the underlying relationship from long-term agreements with customers that are capitalized upon acquisition. Intangible assets are general y amortized on a straight-line basis over their expected lives, commencing when the asset is available for use, with the exception of emission al owances, which are not amortized as they wil be used to satisfy compliance obligations as they come due. |
GOODWILLGoodwil represents the excess of the purchase price over the fair value of net identifiable assets upon acquisition of a business. The carrying value of goodwil , which is not amortized, is assessed for impairment annual y or more frequently if events or changes in circumstances arise that suggest the carrying value of goodwil may be impaired. We perform our annual review of the goodwil balance on April 1. |
We perform our annual review for impairment at the reporting unit level, which is identified by assessing whether the components of our operating segments constitute businesses for which discrete information is available, whether segment management regularly reviews the operating results of those components and whether the economic and regulatory characteristics are similar. |
We have the option to first assess qualitative factors to determine whether it is necessary to perform the quantitative goodwil impairment assessment. When performing a qualitative assessment, we determine the drivers of fair value for each reporting unit and evaluate whether those drivers have been positively or negatively affected by relevant events and circumstances since the last fair value assessment. Our evaluation includes, but is not limited to, the assessment of macroeconomic trends, regulatory environments, capital accessibility, operating income trends and industry conditions. Based on our assessment of qualitative factors, if we determine it is more likely than not that the fair value of the reporting unit is less than its carrying amount, a quantitative goodwil impairment assessment is performed. |
The quantitative goodwil impairment assessment involves determining the fair value of our reporting units and comparing those values to the carrying value of each reporting unit. If the carrying value of a reporting unit, including al ocated goodwil , exceeds its fair value, goodwil impairment is measured at the amount by which the reporting unit’s carrying value exceeds its fair value. This amount should not exceed the carrying amount of goodwil . The fair value of our reporting units is estimated using a combination of discounted cash flow and earnings multiples techniques. The determination of fair value using the discounted cash flow technique requires the use of estimates and assumptions related to discount rates, projected operating income, terminal value growth rates, capital expenditures and working capital levels. Cash flow projections include significant judgments and assumptions relating to discount rates and expected future capital expenditures. The determination of fair value using the earnings multiples technique requires assumptions to be made in relation to maintainable earnings and earnings multipliers for reporting units. |
The al ocation of goodwil to held-for-sale and disposed businesses is based on the relative fair value of businesses included in the relevant reporting unit. |
On April 1, 2021, we performed a quantitative goodwil impairment assessment for the Gas Transmission and Midstream reporting unit and qualitative assessments for the Liquids Pipelines and Gas Distribution and Storage reporting units. Our goodwil impairment assessments did not result in an impairment charge. Also, we did not identify any indicators of goodwil impairment during the remainder of 2021. |
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IMPAIRMENTWe review the carrying values of our long-lived assets as events or changes in circumstances warrant. If it is determined that the carrying value of an asset exceeds its expected undiscounted cash flows, we wil calculate fair value based on the discounted cash flows and write the asset down to the extent that the carrying value exceeds the fair value. |
With respect to investments in debt securities and equity investments, we assess at each balance sheet date whether there is objective evidence that a financial asset is impaired by completing a quantitative or qualitative analysis of factors impacting the investment. If there is objective evidence of impairment, we value the expected discounted cash flows using observable market inputs. We determine whether the decline below carrying value is other-than-temporary for equity method investments or is due to a credit loss for investments in debt securities. If the decline is determined to be other-than-temporary for equity method investments or is due to a credit loss for investments in debt securities, an impairment charge is recorded in earnings with an offsetting reduction to the carrying value of the asset. |
ASSET RETIREMENT OBLIGATIONSARO associated with the retirement of long-lived assets are measured at fair value and recognized as Accounts payable and other or Other long-term liabilities in the period in which they can be reasonably determined. Fair value approximates the cost a third party would charge to perform the tasks necessary to retire such assets and is recognized at the present value of expected future cash flows. ARO are added to the carrying value of the associated asset and depreciated over the asset’s useful life. The corresponding liability is accreted over time through charges to earnings and is reduced by actual costs of decommissioning and reclamation. Our estimates of retirement costs could change as a result of changes in cost estimates and regulatory requirements. Currently, for the majority of our assets, it is not possible to make a reasonable estimate of ARO due to the indeterminate timing and scope of the asset retirements. |
PENSION AND OTHER POSTRETIREMENT BENEFITSWe sponsor defined benefit and defined contribution pension plans, and defined benefit OPEB plans, which provide group health care, life insurance benefits and other postretirement benefits. |
Defined benefit pension obligation and net periodic benefit cost are estimated using the projected unit credit method, which incorporates management’s best estimates of future salary levels, other cost escalations, retirement ages of employees and other actuarial factors, including discount rates and mortality. The OPEB benefit obligation and net periodic benefit cost are estimated using the projected unit credit method, where benefits are attributed to years of service, taking into consideration projection of benefit costs. |
We use mortality tables issued by the Society of Actuaries in the US (revised in 2021) and the Canadian Institute of Actuaries (revised in 2014) to measure the benefit obligations of our US pension plans (the US Plans) and our Canadian pension plans (the Canadian Plans), respectively. |
We determine discount rates by reference to rates of high-quality long-term corporate bonds with maturities that approximate the timing of future payments we anticipate making under each of the respective plans. |
Funded pension and OPEB plan assets are measured at fair value. The expected return on funded pension and OPEB plan assets is determined using market-related values and assumptions on the invested asset mix consistent with the investment policies relating to the plan assets. The market-related values reflect estimated return on investments consistent with long-term historical averages for similar assets. |
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Actuarial gains and losses arise from the difference between the actual and expected rate of return on plan assets for that period (for funded pension and OPEB plans) or from changes in actuarial assumptions used to determine the accrued benefit obligation, including discount rate, changes in headcount and salary inflation experience. |
The excess of the fair value of a plan’s assets over the fair value of a plan’s benefit obligation is recognized as Deferred amounts and other assets in the Consolidated Statements of Financial Position. The excess of the fair value of a plan’s benefit obligation over the fair value of a plan’s assets is recognized as Accounts payable and other and Other long-term liabilities in the Consolidated Statements of Financial Position. |
Net periodic benefit cost is charged to earnings and includes: |
• cost of benefits provided in exchange for employee services rendered during the year (current |
| service cost); |
• interest cost of plan obligations;• expected return on plan assets (for funded pension and OPEB plans);• amortization of prior service costs on a straight-line basis over the expected average remaining |
| service period of the active employee group covered by the plans; and |
• amortization of cumulative unrecognized net actuarial gains and losses in excess of 10% of the |
| greater of the accrued benefit obligation or the fair value of plan assets, over the expected average remaining service life of the active employee group covered by the plans. |
Cumulative unrecognized net actuarial gains and losses and prior service costs arising from defined benefit pension plans for our non-utility operations and from defined benefit OPEB plans are presented as a component of AOCI in the Consolidated Statements of Changes in Equity. Any unrecognized actuarial gains and losses and prior service costs and credits related to those plans that arise during the period are recognized as a component of OCI, net of tax. Cumulative unrecognized net actuarial gains and losses and prior service costs arising from defined benefit pension plans for our utility operations, which have been permitted or are expected to be permitted by the regulators, to be recovered through future rates, are presented as a component of Deferred amounts and other assets in the Consolidated Statements ofFinancial Position. |
Our utility operations also record regulatory adjustments to reflect the difference between certain net periodic benefit costs for accounting purposes and net periodic benefit costs for ratemaking purposes. Offsetting regulatory assets or liabilities are recorded to the extent net periodic benefit costs are expected to be col ected from or refunded to customers, respectively, in future rates. In the absence of rate regulation, regulatory assets or liabilities would not be recorded and net periodic benefit costs would be charged to earnings and OCI on an accrual basis. |
For defined contribution plans, contributions made by us are expensed in the period in which the contribution occurs. |
STOCK-BASED COMPENSATIONIncentive Stock Options (ISO) granted are recorded using the fair value method. Under this method, compensation expense is measured at the grant date based on the fair value of the ISO granted as calculated by the Black-Scholes-Merton model and is recognized on a straight-line basis over the shorter of the vesting period or the period to early retirement eligibility, with a corresponding credit to Additional paid-in capital. Balances in Additional paid-in capital are transferred to Share capital when the options are exercised. |
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Performance Stock Units (PSU) and Restricted Stock Units (RSU) are cash settled awards for which the related liability is remeasured each reporting period. PSUs vest at the completion of a three-year term and RSUs vest one-third annual y from the grant date. During the vesting term, compensation expense is recorded based on the number of units outstanding and the current market price of Enbridge’s shares with an offset to Accounts payable and other or to Other long-term liabilities. The value of the PSUs is also dependent on our performance relative to performance targets set out under the plan. |
COMMITMENTS, CONTINGENCIES AND ENVIRONMENTAL LIABILITIESWe expense or capitalize, as appropriate, expenditures for ongoing compliance with environmental regulations that relate to past or current operations. We expense costs incurred for remediation of existing environmental contamination caused by past operations that do not benefit future periods by preventing or eliminating future contamination. We record liabilities for environmental matters when assessments indicate that remediation efforts are probable and the costs can be reasonably estimated. Estimates of environmental liabilities are based on currently available facts, existing technology and presently enacted laws and regulations, taking into consideration the likely effects of inflation and other factors. These amounts also consider prior experience in remediating contaminated sites, other companies’ clean-up experience and data released by government organizations. Our estimates are subject to revision in future periods based on actual costs or new information and are included in Accounts payable and other and Other long-term liabilities in the Consolidated Statements of Financial Position at their undiscounted amounts. There is always a potential of incurring additional costs in connection with environmental liabilities due to variations in any or al of the categories described above, including modified or revised requirements from regulatory agencies, in addition to fines and penalties, as wel as expenditures associated with litigation and settlement of claims. We evaluate recoveries from insurance coverage separately from the liability and, when recovery is probable, we record and report an asset separately from the associated liability in the Consolidated Statements of Financial Position. |
Liabilities for other commitments and contingencies are recognized when, after ful y analyzing available information, we determine it is either probable that an asset has been impaired, or that a liability has been incurred, and the amount of impairment or loss can be reasonably estimated. When a range of probable loss can be estimated, we recognize the most likely amount, or if no amount is more likely than another, the minimum of the range of probable loss is accrued. We expense legal costs associated with loss contingencies as such costs are incurred. |
| 23 |
3. CHANGES IN ACCOUNTING POLICIES |
CHANGES IN ACCOUNTING POLICIESThere were no changes in accounting policies during the year ended December 31, 2021. |
ADOPTION OF NEW ACCOUNTING STANDARDSAccounting for Contract Assets and Liabilities from Contracts with Customers in a Business CombinationEffective November 1, 2021, we adopted Accounting Standards Update (ASU) 2021-08 on a retrospective basis beginning January 1, 2021. The new standard was issued in October 2021 to amend business combination accounting specific to contract assets and contract liabilities resulting from contracts with customers, requiring measurement in accordance with Accounting Standards Codification (ASC) 606. The ASU is also applicable to contract assets and contract liabilities from other contracts to which ASC 606 applies, such as contract liabilities from the sale of nonfinancial assets within the scope of ASC 610-20. The adoption of this ASU did not have a material impact on our consolidated financial statements. |
Reference Rate ReformFor eligible hedging relationships existing as at January 1, 2021 and prospectively, we have applied the optional expedient in ASU 2020-04 whereby the modification of the hedging instrument does not result in an automatic hedging relationship de-designation. The adoption of this ASU did not have a material impact on our consolidated financial statements. |
Clarifying Interaction Between Equity Securities, Equity Method Investments and DerivativesEffective January 1, 2021, we adopted ASU 2020-01 on a prospective basis. The new standard was issued in January 2020 and clarifies that observable transactions should be considered for the purpose of applying the measurement alternative in accordance with ASC 321 Investments - Equity Securities immediately before the application or upon discontinuance of the equity method of accounting. Furthermore, the ASU clarifies that forward contracts or purchased options on equity securities are not out of scope of ASC 815 Derivatives and Hedging guidance only because, upon the contracts' exercise, the equity securities could be accounted for under the equity method of accounting or fair value option. The adoption of this ASU did not have a material impact on our consolidated financial statements. |
Accounting for Income TaxesEffective January 1, 2021, we adopted ASU 2019-12 on a prospective basis. The new standard was issued in December 2019 with the intent of simplifying the accounting for income taxes. The accounting update removes certain exceptions to the general principles in ASC 740 Income Taxes as wel as provides simplification by clarifying and amending existing guidance. The adoption of this ASU did not have a material impact on our consolidated financial statements. |
FUTURE ACCOUNTING POLICY CHANGESDisclosures About Government AssistanceASU 2021-10 was issued in November 2021 to increase the transparency of government assistance to business entities. The ASU adds new disclosure requirements for transactions with government that are accounted for using a grant or contribution accounting model by analogy. The required disclosures include information about the nature of transactions, accounting policy applied, impacted financial statement line items and significant terms and conditions. ASU 2021-10 is effective January 1, 2022 and can be applied either prospectively or retrospectively with early adoption permitted. The adoption of ASU 2021-10 is not expected to have a material impact on our consolidated financial statements. |
| 24 |
Accounting for Certain Lessor Leases with Variable Lease PaymentsASU 2021-05 was issued in July 2021 to amend lessor accounting for certain leases with variable lease payments that do not depend on a reference index or a rate and would have resulted in the recognition of a loss at lease commencement if classified as a sales-type or a direct financing lease. The ASU amends the classification requirements of such leases for lessors to result in an operating lease classification. ASU 2021-05 is effective January 1, 2022 and can be applied either retrospectively or prospectively with early adoption permitted. The adoption of ASU 2021-05 is not expected to have a material impact on our consolidated financial statements. |
Accounting for Modifications or Exchanges of Certain Equity-Classified ContractsASU 2021-04 was issued in May 2021 to clarify issuer accounting for modifications or exchanges of freestanding equity-classified written cal options that remain equity classified after modification or exchange. The ASU requires an issuer to determine the accounting for the modification or exchange based on the economic substance of the modification or exchange. ASU 2021-04 is effective January 1, 2022 and should be applied prospectively. The adoption of ASU 2021-04 is not expected to have a material impact on our consolidated financial statements. |
Accounting for Convertible Instruments and Contracts in an Entity’s Own EquityASU 2020-06 was issued in August 2020 to simplify accounting for certain financial instruments. The ASU eliminates the current models that require separation of beneficial conversion and cash conversion features from convertible instruments and simplifies the derivative scope exception guidance pertaining to equity classification of contracts in an entity’s own equity. The ASU also introduces additional disclosures for convertible debt and freestanding instruments that are indexed to and settled in an entity’s own equity. The ASU amends the diluted earnings per share guidance, including the requirement to use if-converted method for al convertible instruments and an update for instruments that can be settled in either cash or shares. ASU 2020-06 is effective January 1, 2022 and should be applied on a ful or modified retrospective basis. The adoption of ASU 2020-06 is not expected to have a material impact on our consolidated financial statements. |
4. REVENUE |
REVENUE FROM CONTRACTS WITH CUSTOMERSMajor Products and Services |
| | Gas | | Gas |
| | | Transmission | | Distribution | Renewable |
| Liquids | and | | and | | Power | Energy | Eliminations |
| Pipelines | | Midstream | Storage | | Generation | Services | and Other Consolidated | Year ended December 31, 2021(mil ions of Canadian dol ars) |
| | | | | | | | | | | | |
Transportation revenue | | 9,492 | 4,364 | | 676 | | | | | | | — | — | | — | | | 14,532 |
Storage and other revenue | | 147 | 255 | | 246 | | | | | | | — | — | | — | 648 |
Gas gathering and processing |
revenue | | — | 49 | | — | | | | | | | — | — | | — | 49 |
Gas distribution revenue | | — | — | | 4,026 | | | | | | | — | — | | — | | | 4,026 |
Electricity and transmission |
revenue | | — | — | | — | | | | | | | 177 | — | | — | 177 |
Total revenue from contracts with |
customers | | 9,639 | 4,668 | | 4,948 | | | | | | | 177 | — | | — | | | 19,432 |
Commodity sales | | — | — | | — | | | | | | | — 26,873 | — | | | 26,873 |
Other revenue1,2 | | 375 | 42 | | 13 | | | | | | | 336 | — | | — | 766 |
Intersegment revenue | | 567 | 1 | | 19 | | | | | | | (1) | 44 | | (630) | — |
Total revenue | 10,581 | 4,711 | | 4,980 | | | | | | | 512 26,917 | (630) | | | 47,071 |
| | | | | 25 |
| Gas | | Gas |
| | Transmission | | Distribution | Renewable |
Liquids | and | | and | | Power | Energy | Eliminations |
PipelinesMidstreamStorageGenerationServices | and Other Consolidated | Year ended December 31, 2020(mil ions of Canadian dol ars) |
| | | | | | | | | | |
| | | | | | | | Transportation revenue | | 9,161 | 4,523 | | 674 | | | | | | | | — | — | | | — | | | 14,358 |
| | | | | | | | Storage and other revenue | | 94 | 274 | | 203 | | | | | | | | — | — | | | — | 571 |
| | | | | | | | Gas gathering and processing |
| | | | | | | | revenue | | — | 27 | | — | | | | | | | | — | — | | | — | 27 |
| | | | | | | | Gas distribution revenue | | — | — | | 3,663 | | | | | | | | — | — | | | — | 3,663 |
| | | | | | | | Electricity and transmission |
| | | | | | | | revenue | | — | — | | — | | | | | | | | 198 | — | | | — | 198 |
| | | | | | | | Total revenue from contracts with |
| | | | | | | | customers | | 9,255 | 4,824 | | 4,540 | | | | | | | | 198 | — | | | — | | | 18,817 |
| | | | | | | | Commodity sales | | — | — | | — | | | | | | | | — 19,259 | — | | | 19,259 |
| | | | | | | | Other revenue1,2 | | 584 | 44 | | 17 | | | | | | | | 389 | — | | | (23) | 1,011 |
| | | | | | | | Intersegment revenue | | 584 | 2 | | 12 | | | | | | | | — | 24 | | | (622) | — |
| | | | | | | | Total revenue | 10,423 | 4,870 | | 4,569 | | | | | | | | 587 19,283 | (645) | | | 39,087 |
| Gas | | Gas |
| | Transmission | | Distribution | Renewable |
Liquids | and | | and | | Power | Energy | Eliminations |
PipelinesMidstreamStorageGenerationServices | and Other Consolidated | Year ended December 31, 2019(mil ions of Canadian dol ars) |
| | | | | | | | | | |
| | | | | | | | Transportation revenue | | 9,082 | 4,477 | | 743 | | | | | | | | — | — | | | — | | | 14,302 |
| | | | | | | | Storage and other revenue | | 109 | 268 | | 201 | | | | | | | | — | — | | | — | 578 |
| | | | | | | | Gas gathering and processing |
| | | | | | | | revenue | | — | 423 | | — | | | | | | | | — | — | | | — | 423 |
| | | | | | | | Gas distribution revenue | | — | — | | 4,210 | | | | | | | | — | — | | | — | 4,210 |
| | | | | | | | Electricity and transmission |
| | | | | | | | revenue | | — | — | | — | | | | | | | | 180 | — | | | — | 180 |
| | | | | | | | Commodity sales | | — | 4 | | — | | | | | | | | — | — | | | — | 4 |
| | | | | | | | Total revenue from contracts with |
| | | | | | | | customers | | 9,191 | 5,172 | | 5,154 | | | | | | | | 180 | — | | | — | | | 19,697 |
| | | | | | | | Commodity sales | | — | — | | — | | | | | | | | — 29,305 | — | | | 29,305 |
| | | | | | | | Other revenue1,2 | | 659 | 30 | | 9 | | | | | | | | 387 | (2) | | | (16) | 1,067 |
| | | | | | | | Intersegment revenue | | 369 | 5 | | 16 | | | | | | | | — | 71 | | | (461) | — |
| | | | | | | | Total revenue | 10,219 | 5,207 | | 5,179 | | | | | | | | 567 29,374 | (477) | | | 50,069 |
| | | | | | | | 1 Includes mark-to-market gains from our hedging program for the year ended December 31, 2021 of $59 mil ion, (2020 - |
| | | | | | | | $265 mil ion, 2019 - $346 mil ion). |
| | | | | | | | 2 Includes revenues from lease contracts. Refer to Note 27 - Leases. |
| | | | | | | | We disaggregate revenue into categories which represent our principal performance obligations within each business segment. These revenue categories represent the most significant revenue streams in each segment and consequently are considered to be the most relevant revenue information for management to consider in evaluating performance. |
| | | | | | | | Contract Balances |
| | Contract Receivables | | | Contract Assets | | Contract Liabilities |
| | | | | | | | (mil ions of Canadian dol ars)Balance as at December 31, 2021 |
| | | 2,369 | | | 213 | | | | | | 1,898 |
| | | | | | | | Balance as at December 31, 2020 | | 2,042 | | | 226 | | | | | | 1,815 |
| | | | | | | | Contract receivables represent the amount of receivables derived from contracts with customers. |
| | | | 26 |
Contract assets represent the amount of revenue which has been recognized in advance of payments received for performance obligations we have fulfil ed (or partial y fulfil ed) and prior to the point in time at which our right to the payment is unconditional. Amounts included in contract assets are transferred to accounts receivable when our right to the consideration becomes unconditional. |
Contract liabilities represent payments received for performance obligations which have not been fulfil ed. Contract liabilities primarily relate to make-up rights and deferred revenue. Revenue recognized during the year ended December 31, 2021 included in contract liabilities at the beginning of the period is $305 mil ion. Increases in contract liabilities from cash received, net of amounts recognized as revenue during the year ended December 31, 2021 were $397 mil ion. |
Performance Obligations |
Segment | Nature of Performance Obligation |
Liquids Pipelines | • | Transportation and storage of crude oil and natural gas liquids |
| (NGLs) |
Gas Transmission and Midstream • | Transportation, storage, gathering, compression and treating of |
| natural gas |
| • | Transportation of NGLs |
| • | Sale of crude oil, natural gas and NGLs |
Gas Distribution and Storage | • | Supply and delivery of natural gas |
| • | Transportation of natural gas |
| • | Storage of natural gas |
Renewable Power Generation | • | Generation and transmission of electricity |
| • | Delivery of electricity from renewable energy generation facilities |
There was no material revenue recognized in the year ended December 31, 2021 from performance obligations satisfied in previous periods. |
Payment TermsPayments are received monthly from customers under long-term transportation, commodity sales, and gas gathering and processing contracts. Payments from Gas Distribution and Storage customers are received on a continuous basis based on established bil ing cycles. |
Certain contracts in the US offshore business provide for us to receive a series of fixed monthly payments (FMPs) for a specified period which is less than the period during which the performance obligations are satisfied. As a result, a portion of the FMPs are recorded as contract liabilities. The FMPs are not considered to be a financing arrangement because the payments are scheduled to match the production profiles of offshore oil and gas fields, which generate greater revenue in the initial years of their productive lives. |
Revenue to be Recognized from Unfulfilled Performance ObligationsTotal revenue from performance obligations expected to be fulfil ed in future periods is $59.8 bil ion, of which $7.4 bil ion is expected to be recognized during the year ended December 31, 2022. |
| | 27 |
The revenues excluded from the amounts above based on optional exemptions available under ASC 606, as explained below, represent a significant portion of our overal revenues and revenues from contracts with customers. Certain revenues such as flow-through operating costs charged to shippers are recognized at the amount for which we have the right to invoice our customers and are excluded from the amounts of revenue to be recognized in the future from unfulfil ed performance obligations above. Variable consideration is excluded from the amounts above due to the uncertainty of the associated consideration, which is general y resolved when actual volumes and prices are determined. For example, we consider interruptible transportation service revenues to be variable revenues since volumes cannot be estimated. Additional y, the effect of escalation on certain tol s which are contractual y escalated for inflation has not been reflected in the amounts above as it is not possible to reliably estimate future inflation rates. Revenues for periods extending beyond the current rate settlement term for regulated contracts where the tol s are periodical y reset by the regulator are excluded from the amounts above since future tol s remain unknown. Final y, revenues from contracts with customers which have an original expected duration of one year or less are excluded from the amounts above. |
SIGNIFICANT JUDGMENTS MADE IN RECOGNIZING REVENUELong-Term Transportation AgreementsFor long-term transportation agreements, significant judgments pertain to the period over which revenue is recognized and whether the agreement provides for make-up rights for the shippers. Transportation revenue earned from firm contracted capacity arrangements is recognized ratably over the contract period. Transportation revenue from interruptible or volumetric-based arrangements is recognized when services are performed. |
Variable ConsiderationRevenue from arrangements subject to variable consideration is recognized only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized wil not occur when the uncertainty associated with the variable consideration is subsequently resolved. Uncertainties associated with variable consideration relate principal y to differences between estimated and actual volumes and prices. These uncertainties are resolved each month when actual volumes are sold or transported and actual tol s and prices are determined. |
During the year ended December 31, 2021, revenue for the Canadian Mainline has been recognized in accordance with the terms of the Competitive Tol ing Settlement (CTS), which expired on June 30, 2021. The tol s in place on June 30, 2021 continue on an interim basis until a new commercial arrangement is implemented and are subject to finalization and adjustment applicable to the interim period, if any. Due to the uncertainty of adjustment to tol ing pursuant to a CER decision and potential customer negotiations, interim tol revenue recognized during the year ended December 31, 2021 is considered variable consideration. |
Recognition and Measurement of Revenue |
| | Gas | | Gas |
| | | Transmission | | Distribution | Renewable |
| Liquids | and | | and | | Power |
| Pipelines | | Midstream | Storage | | Generation Consolidated | Year ended December 31, 2021(mil ions of Canadian dol ars) |
| | | | | | | | | |
Revenue from products transferred at a point in time |
| | — | — | | 70 | | | — | 70 |
Revenue from products and services transferred over |
time1 | | 9,639 | 4,668 | | 4,878 | | | 177 | 19,362 |
Total revenue from contracts with customers | | 9,639 | 4,668 | | 4,948 | | | 177 | 19,432 |
|
| 28 |
| Gas | | Gas |
| | Transmission | | Distribution | Renewable |
Liquids | and | | and | | Power |
PipelinesMidstreamStorage | | Generation Consolidated | Year ended December 31, 2020(mil ions of Canadian dol ars) |
| | | | | | | |
| | | | | | Revenue from products transferred at a point in time |
| — | — | | 60 | | | | — | 60 |
| | | | | | Revenue from products and services transferred over |
| | | | | | time1 | | 9,255 | 4,824 | | 4,480 | | | | 198 | 18,757 |
| | | | | | Total revenue from contracts with customers | | 9,255 | 4,824 | | 4,540 | | | | 198 | 18,817 |
| | | | | | |
| Gas | | Gas |
| | Transmission | | Distribution | Renewable |
Liquids | and | | and | | Power |
PipelinesMidstreamStorage | | Generation Consolidated | Year ended December 31, 2019(mil ions of Canadian dol ars) |
| | | | | | | |
| | | | | | Revenue from products transferred at a point in time | | — | 4 | | 65 | | | | — | 69 |
| | | | | | Revenue from products and services transferred over |
| | | | | | time1 | | 9,191 | 5,168 | | 5,089 | | | | 180 | 19,628 |
| | | | | | Total revenue from contracts with customers | | 9,191 | 5,172 | | 5,154 | | | | 180 | 19,697 |
| | | | | | 1 Revenue from crude oil and natural gas pipeline transportation, storage, natural gas gathering, compression and treating, natural |
| | | | | | gas distribution, natural gas storage services and electricity sales. |
| | | | | | Performance Obligations Satisfied Over TimeFor arrangements involving the transportation and sale of petroleum products and natural gas where the transportation services or commodities are simultaneously received and consumed by the shipper or customer, we recognize revenue over time using an output method based on volumes of commodities delivered or transported. The measurement of the volumes transported or delivered corresponds directly to the benefits received by the shippers or customers during that period. |
| | | | | | Determination of Transaction PricesPrices for transportation and gas processing services are determined based on the capital cost of the facilities, pipelines and associated infrastructure required to provide such services plus a rate of return on capital invested that is determined either through negotiations with customers or through regulatory processes for those operations that are subject to rate regulation. |
| | | | | | Prices for commodities sold are determined by reference to market price indices plus or minus a negotiated differential and in certain cases a marketing fee. |
| | | | | | Prices for natural gas sold and distribution services provided by regulated natural gas distribution operations are prescribed by regulation. |
29 |
5. SEGMENTED INFORMATION Segmented information for the years ended December 31, 2021, 2020 and 2019 is as fol ows: |
| | Gas | | Gas |
| | | Transmission | | Distribution | Renewable |
| Liquids | and | | and | | Power | Energy | Eliminations |
Year ended December 31, 2021 | Pipelines | | Midstream | Storage | | Generation | Services | and Other Consolidated |
(mil ions of Canadian dol ars) | | | | | | | | | | | | |
Revenues | 10,581 | 4,711 | | 4,980 | | | | | | | 512 26,917 | (630) | | | 47,071 |
Commodity and gas distribution |
costs | | (25) | — | | (2,147) | | | | | | | — (27,174) | 644 | | | (28,702) |
Operating and administrative | (3,431) | (1,877) | | (1,143) | | | | | | | (180) | (48) | | (33) | | | (6,712) |
Income/(loss) from equity |
investments | | 759 | 813 | | 42 | | | | | | | 101 | — | | (4) | 1,711 |
Impairment of equity investments | | — | (111) | | — | | | | | | | — | — | | — | (111) |
Other income/(expense) | | 13 | 135 | | 385 | | | | | | | 75 | (8) | | 379 | 979 |
Earnings/(loss) before interest, |
income tax expense and depreciation and amortization |
| | 7,897 | 3,671 | | 2,117 | | | | | | | 508 | (313) | | 356 | | | 14,236 |
Depreciation and amortization | | | | | | | | | | | | (3,852) |
Interest expense | | | | | | | | | | | | | | (2,655) |
Income tax expense | | | | | | | | | | | | | | (1,415) |
Earnings | | | | | | | | | | | | 6,314 |
Capital expenditures1 | | 4,051 | 2,420 | | 1,343 | | | | | | | 16 | 1 | | 54 | 7,885 |
Total property, plant and equipment, net |
| 52,530 | 27,028 | | 16,904 | | 3,315 | 23 | | 267 | | | 100,067 |
| | Gas | | Gas |
| | | Transmission | | Distribution | Renewable |
| Liquids | and | | and | | Power | Energy | Eliminations |
Year ended December 31, 2020 | Pipelines | | Midstream | Storage | | Generation | Services | and Other Consolidated |
(mil ions of Canadian dol ars) | | | | | | | | | | | | |
Revenues | 10,423 | 4,870 | | 4,569 | | | | | | | 587 19,283 | (645) | | | 39,087 |
Commodity and gas distribution |
costs | | (20) | — | | (1,810) | | | | | | | (2) (19,450) | 613 | | | (20,669) |
Operating and administrative | (3,331) | (1,859) | | (1,091) | | | | | | | (191) | (67) | | (210) | | | (6,749) |
Income/(loss) from equity |
investments | | 558 | 479 | | 9 | | | | | | | 94 | (3) | | (1) | 1,136 |
Impairment of equity investments | | — | (2,351) | | — | | | | | | | — | — | | — | | | (2,351) |
Other income/(expense) | | 53 | (52) | | 71 | | | | | | | 35 | 1 | | 130 | 238 |
Earnings/(loss) before interest, |
income tax expense and depreciation and amortization |
| | 7,683 | 1,087 | | 1,748 | | | | | | | 523 | (236) | | (113) | | | 10,692 |
Depreciation and amortization | | | | | | | | | | | | (3,712) |
Interest expense | | | | | | | | | | | | | | (2,790) |
Income tax expense | | | | | | | | | | | | (774) |
Earnings | | | | | | | | | | | | 3,416 |
Capital expenditures1 | | 2,033 | 2,130 | | 1,134 | | | | | | | 81 | 2 | | 90 | 5,470 |
Total property, plant and equipment, net |
| 48,799 | 25,745 | | 16,079 | | 3,495 | 24 | | 429 | | | 94,571 |
| | | | | 30 |
| | Gas | | Gas |
| | | Transmission | | Distribution | Renewable |
| Liquids | and | | and | | Power | Energy | Eliminations |
Year ended December 31, 2019 | Pipelines | | Midstream | Storage | | Generation | Services | and Other Consolidated |
(mil ions of Canadian dol ars) | | | | | | | | | | | | |
Revenues | 10,219 | 5,207 | | 5,179 | | | | | | | 567 29,374 | (477) | | | 50,069 |
Commodity and gas distribution |
costs | | (29) | — | | (2,354) | | | | | | | (2) (29,091) | 472 | | | (31,004) |
Operating and administrative | (3,298) | (2,232) | | (1,149) | | | | | | | (189) | (44) | | (79) | | | (6,991) |
Impairment of long-lived assets | | (21) | (105) | | — | | | | | | | (297) | — | | — | (423) |
Income/(loss) from equity |
investments | | 780 | 682 | | 4 | | | | | | | 31 | 8 | | (2) | 1,503 |
Other income/(expense) | | 30 | (181) | | 67 | | | 1 | 3 | | 515 | 435 |
Earnings before interest, income |
tax expense and depreciation |
and amortization | | 7,681 | 3,371 | | 1,747 | | | | | | | 111 | 250 | | 429 | | | 13,589 |
Depreciation and amortization | | | | | | | | | | | | (3,391) |
Interest expense | | | | | | | | | | | | (2,663) |
Income tax expense | | | | | | | | | | | | (1,708) |
Earnings | | | | | | | | | | 5,827 |
Capital expenditures1 | | 2,548 | 1,753 | | 1,100 | | | | | | | 23 | 2 | | 124 | 5,550 |
Total property, plant and equipment, net |
| 48,783 | 25,268 | | 15,622 | | 3,658 | 24 | | 368 | | | 93,723 |
1 Includes al owance for equity funds used during construction. |
The measurement basis for preparation of segmented information is consistent with the significant accounting policies (Note 2). |
GEOGRAPHIC INFORMATIONRevenues1 |
Year ended December 31, | | | | | | | 2021 | | 2020 | | | 2019 |
(mil ions of Canadian dol ars) |
| | | | | | | | | | | | | |
Canada | | | | | | | | | | | | 20,474 | 16,453 | | | | 19,954 |
US | | | | | | | | | | | | 26,597 | 22,634 | | | | 30,115 |
| | | | | | | | | | | | 47,071 | 39,087 | | | | 50,069 |
|
1 | Revenues are based on the country of origin of the product or service sold. |
|
Property, Plant and Equipment1 |
December 31, | | | | | | | | | 2021 | | | 2020 |
(mil ions of Canadian dol ars) |
| | | | | | | | | | |
Canada | | | | | | | | | 47,102 | | | | 46,499 |
US | | | | | | | | | 52,965 | | | | 48,072 |
| | | | | | | | 100,067 | | | | 94,571 |
|
1 | Amounts are based on the location where the assets are held. |
|
| | | | | 31 |
6. EARNINGS PER COMMON SHARE |
BASICEarnings per common share is calculated by dividing earnings attributable to common shareholders by the weighted average number of common shares outstanding. The weighted average number of common shares outstanding has been reduced by our pro-rata weighted average interest in our own common shares of approximately 2 mil ion as at December 31, 2021, 5 mil ion as at December 31, 2020, and 6 mil ion as at December 31, 2019, resulting from our reciprocal investment in Noverco. On December 30, 2021, we closed the sale of our non-operating minority ownership of Noverco. Refer to Note 13 - Long-term Investments for more information. |
DILUTEDThe treasury stock method is used to determine the dilutive impact of stock options. This method assumes any proceeds from the exercise of stock options would be used to purchase common shares at the average market price during the period. |
Weighted average shares outstanding used to calculate basic and diluted earnings per share are as fol ows: |
December 31, | 2021 | 2020 | 2019 |
(number of shares in mil ions) |
| | | | | | |
Weighted average shares outstanding | 2,023 2,020 2,017 |
Effect of dilutive options | | 2 | 1 | 3 |
Diluted weighted average shares outstanding | 2,025 2,021 2,020 |
For the years ended December 31, 2021, 2020 and 2019, 18.6 mil ion, 29.8 mil ion and 17.8 mil ion, respectively, of anti-dilutive stock options with a weighted average exercise price of $52.89, $51.42 and $53.56, respectively, were excluded from the diluted earnings per common share calculation. |
7. REGULATORY MATTERS |
We record assets and liabilities that result from regulated ratemaking processes that would not be recorded under US GAAP for non-regulated entities. See Note 2 - Significant Accounting Policies for further discussion. Our significant regulated businesses and the related accounting impacts are described below. |
Under the current authorized rate structure for certain operations, income tax costs are recovered in rates based on the current income tax payable and do not include accruals for deferred income tax. However, as income taxes become payable as a result of the reversal of temporary differences that created the deferred income taxes, it is expected that rates wil be adjusted to recover these taxes. Since most of these temporary differences are related to property, plant and equipment costs, this recovery is expected to occur over the life of the related assets. |
| | | | | | | 32 |
LIQUIDS PIPELINESCanadian MainlineCanadian Mainline includes the Canadian portion of our mainline system and is subject to regulation by the CER. Tol s, excluding Lines 8 and 9, are governed by the 10-year CTS which expired on June 30, 2021 (Note 4). The CTS established a Canadian Local Tol for al volumes shipped on the Canadian Mainline and an International Joint Tariff for al volumes shipped from western Canadian receipt points to delivery points on our Lakehead System. Under the CTS, we have recognized a regulatory asset of $2.1 bil ion as at December 31, 2021 (2020 - $1.9 bil ion) to offset deferred income taxes, as a CER rate order governing flow-through income tax treatment permits future recovery. No other material regulatory assets or liabilities are recognized under the terms of the CTS. |
Southern Lights PipelineThe US and Canadian portions of the Southern Lights Pipeline are regulated by the FERC and CER, respectively. Shippers on the Southern Lights Pipeline are subject to long-term transportation contracts under a cost-of-service tol methodology. Tol adjustments are filed annual y with the regulators and provide for the recovery of al owable operating and debt financing costs, plus a pre-determined after-tax return on equity (ROE) of 10%. |
GAS TRANSMISSION AND MIDSTREAMBritish Columbia Pipeline and Maritimes & Northeast CanadaBritish Columbia (BC) Pipeline and Maritimes & Northeast (M&N) Canada are regulated by the CER. Rates are approved by the CER through negotiated tol settlement agreements based on cost-of-service. Both our BC Pipeline and M&N Canada systems operate under the terms of their respective negotiated tol settlements, which stipulate an al owable ROE and the continuation and establishment of certain deferral and variance accounts. As both settlement agreements expired in December 2021, we are currently operating under CER-approved interim tol s and negotiating the terms of new tol settlements for periods beginning in 2022. |
US Gas TransmissionMost of our US gas transmission and storage services are regulated by the FERC and may also be subject to the jurisdiction of various other federal, state and local agencies. The FERC regulates natural gas transmission in US interstate commerce including the establishment of rates for services, while rates for intrastate commerce and/or gathering services are regulated by the state gas commissions. Cost-of-service is the basis for the calculation of regulated tariff rates, although the FERC also al ows the use of negotiated and discounted rates within contracts with shippers that may result in a rate that is above or below the FERC-regulated recourse rate for that service. |
GAS DISTRIBUTION AND STORAGEEnbridge GasEnbridge Gas' distribution rates, commencing in 2019, are set under a five-year Incentive Regulation (IR) framework using a price cap mechanism. The price cap mechanism establishes new rates each year through an annual base rate escalation at inflation less a 0.3% stretch factor, annual updates for certain costs to be passed through to customers, and where applicable, the recovery of material discrete incremental capital investments beyond those that can be funded through base rates. The IR framework includes the continuation and establishment of certain deferral and variance accounts, as wel as an earnings sharing mechanism that requires Enbridge Gas to share equal y with customers any earnings in excess of 150 basis points over the annual OEB approved ROE. |
| 33 |
FINANCIAL STATEMENT EFFECTSAccounting for rate-regulated activities has resulted in the recognition of the fol owing regulatory assets and liabilities in the Consolidated Statements of Financial Position: |
| | | Recovery/Refund |
December 31, | 2021 | 2020 | | Period Ends |
(mil ions of Canadian dol ars)Current regulatory assets Under-recovery of fuel costs |
| | | | | | 114 | 86 | | | | 2022 |
Other current regulatory assets | | | | | | 145 | 146 | | | | 2022 |
Total current regulatory assets1 (Note 9) | | | | | | 259 | 232 |
Long-term regulatory assets Deferred income taxes2 |
| | | | | | 4,176 | 3,890 | | | | Various |
Long-term debt3 | | | | | | 398 | 429 | | 2023-2046 |
Negative salvage4 | | | | | | 243 | 246 | | | | Various |
Purchase gas variance | | | | | | 215 | — | | | | 2023 |
Accounting policy changes5 | | | | | | 157 | 169 | | | | Various |
Pension plan receivable6 | | | | | | 78 | 402 | | | | Various |
Other long-term regulatory assets | | | | | | 339 | 261 | | | | Various |
Total long-term regulatory assets1 | | | | | | 5,606 | 5,397 |
Total regulatory assets | | | | | | 5,865 | 5,629 |
Current regulatory liabilities Purchase gas variance |
| | | | | | — | 153 | | | | 2021 |
Other current regulatory liabilities | | | | | | 106 | 117 | | | | 2022 |
Total current regulatory liabilities7 | | | | | | 106 | 270 |
Long-term regulatory liabilities Future removal and site restoration reserves8 |
| | | | | | 1,543 | 1,455 | | | | Various |
Regulatory liability related to US income taxes9 | | | | | | 895 | 941 | | 2050-2072 |
Pipeline future abandonment costs (Note 14) | | | | | | 649 | 578 | | | | Various |
Other long-term regulatory liabilities | | | | | | 234 | 150 | | | | Various |
Total long-term regulatory liabilities7 | | | | | | 3,321 | 3,124 |
Total regulatory liabilities | | | | | | 3,427 | 3,394 |
1 Current regulatory assets are included in Accounts receivable and other, while long-term regulatory assets are included in |
Deferred amounts and other assets. |
2 Represents the regulatory offset to deferred income tax liabilities to the extent that it is expected to be included in future regulator- |
approved rates and recovered from customers. The recovery period depends on the timing of the reversal of temporary differences. In the absence of rate-regulated accounting, this regulatory balance and the related earnings impact would not be recorded. |
3 Represents our regulatory offset to the fair value adjustment to debt acquired in our merger with Spectra Energy Corp. (Spectra |
Energy). The offset is viewed as a proxy for the regulatory asset that would be recorded in the event such debt was extinguished at an amount higher than the carrying value. |
4 The negative salvage balance represents the recovery in future rates of the actual cost of removal of previously retired or |
decommissioned plant assets, as approved by the FERC. |
5 This deferral reflects unamortized accumulated actuarial gains/losses and past service costs incurred by Union Gas Limited, |
relating to the period up to our merger with Spectra Energy, which were previously recorded in AOCI. The amortization of this balance is recognized as a component of accrual-based pension expenses, which are included in Other income/(expense) and recovered in rates, as previously approved by the OEB. |
6 Represents the regulatory offset to our pension liability to the extent that it is expected to be included in regulator-approved future |
rates and recovered from customers. The settlement period for this balance is not determinable. In the absence of rate-regulated accounting, this regulatory balance and the related pension expense would be recorded in earnings and OCI. |
7 Current regulatory liabilities are included in Accounts payable and other, while long-term regulatory liabilities are included in Other |
long-term liabilities. |
8 Future removal and site restoration reserves consists of amounts col ected from customers, with the approval of the OEB, to fund |
future costs of removal and site restoration relating to property, plant and equipment. These costs are col ected as part of the depreciation expense charged on property, plant and equipment that is reflected in rates. The settlement of this balance wil occur over the long-term as costs are incurred. In the absence of rate-regulated accounting, depreciation rates would not include a charge for removal and site restoration and costs would be charged to earnings as incurred with recognition of revenue for amounts previously col ected. |
| | | | | | | 34 |
9 The regulatory liability related to US income taxes resulted from the US tax reform legislation dated December 22, 2017. These |
balances wil be refunded to customers in accordance with the respective rate settlements approved by the FERC. |
8. ACQUISITIONS AND DISPOSITIONS |
ACQUISITIONModa Midstream Operating, LLCOn October 12, 2021, through a whol y-owned US subsidiary, we acquired al of the outstanding membership interests in Moda for $3.7 bil ion (US$3.0 bil ion) of cash plus potential contingent payments of up to US$150 mil ion dependent on performance of the assets (the Acquisition). The Acquisition is also subject to customary closing and working capital adjustments. Moda owns and operates a light crude export platform with very large crude carrier capability. The Acquisition aligns with and advances our US Gulf Coast export strategy and enables connectivity to low-cost and long-lived reserves in the Permian and Eagle Ford basins. |
We accounted for the Acquisition using the acquisition method as prescribed by ASC 805 Business Combinations. In accordance with valuation methodologies described in ASC 820 Fair Value Measurements, the acquired assets and assumed liabilities were recorded at their estimated fair values as at the date of acquisition. |
The fol owing table summarizes the estimated preliminary fair values that were assigned to the net assets of Moda: |
| October 12, |
| | 2021 |
(mil ions of Canadian dol ars)Fair value of net assets acquired: |
Current assets | | 62 |
Property, plant and equipment (a) | | 1,480 |
Long-term investments (b) | | 427 |
Intangible assets (c) | | 1,781 |
Current liabilities | | 59 |
Long-term liabilities | | 17 |
Goodwil (d) | | 268 |
Purchase price: |
Cash | | 3,755 |
Contingent consideration (e) | | 187 |
| | 3,942 |
a) Due to the specialized nature of Moda's property, plant and equipment, which includes groups of |
assets configured for use as storage facilities, pipelines and export terminals, the depreciated replacement cost approach was adopted as the primary valuation methodology. In determining replacement cost, both indirect costing using relevant inflation indices and direct costing using relevant market quotes were utilized. Adjustments were then applied for physical deterioration as wel as functional and economic obsolescence. The fair value of land was determined using a market approach, which is based on rents and offerings for comparable properties. |
b) Long-term investments represent Moda's 20% equity interest in Cactus II Pipeline, LLC (Cactus II). |
The fair value of Cactus II was determined using the discounted cash flow method. The discounted cash flow method is an income-based approach to valuation which estimates the present value of future projected benefits from the investment. |
| | | 35 |
c) Intangible assets consist primarily of customer relationships associated with long-term take-or-pay |
contracts. Fair value was determined using an income-based approach by estimating the present value of the after-tax earnings attributable to the contracts, including earnings associated with expected renewal terms, and wil be amortized on a straight-line basis over an expected useful life of 10 years. |
d) Goodwil is primarily attributable to uncontracted future revenues, existing assembled assets that |
cannot be duplicated at the same cost by a new entrant, and enhanced scale and geographic diversity which provide greater optionality and platforms for future growth. The goodwil balance recognized has been assigned to our Liquids Pipelines segment and is tax deductible over 15 years. |
e) We agreed to pay additional contingent consideration of up to US$150 mil ion to Moda's former |
membership interest holders if Moda's monthly volumes of crude oil loaded onto a vessel equal or exceed specified throughput levels. These performance requirements terminate the earlier of December 31, 2023 or the date the final contingent payment is made. The US$150 mil ion of contingent consideration recognized in the purchase price represents the fair value of contingent consideration at the date of acquisition. As at December 31, 2021, there were no changes to the amount of contingent consideration recognized. |
Acquisition-related expenses incurred were approximately $21 mil ion for the year ended December 31, 2021 and are included in Operating and administrative expense in the Consolidated Statements of Earnings. |
Upon completion of the Acquisition, we began consolidating Moda. For the period beginning October 12, 2021 through to December 31, 2021, Moda generated approximately $80 mil ion in operating revenues and $9 mil ion in earnings attributable to common shareholders. |
Our supplemental pro forma consolidated financial information for the years ended December 31, 2021 and 2020, including the results of operations for Moda as if the Acquisition had been completed on January 1, 2020, are as fol ows: |
Year ended December 31, | 2021 | 2020 |
(unaudited; mil ions of Canadian dol ars)Operating revenues |
| | | | 47,339 | 39,435 |
Earnings attributable to common shareholders1,2 | | | | 5,771 | 2,938 |
1 Acquisition-related expenses of $21 mil ion (after-tax $16 mil ion) were excluded from earnings attributable to common |
shareholders for the year ended December 31 2021 and deducted for the year ended December 31, 2020. |
2 Includes the amortization of fair value adjustments recorded for acquired property, plant and equipment, long-term investments |
and intangible assets of $193 mil ion and $207 mil ion (after-tax of $145 mil ion and $155 mil ion) for the years ended December 31, 2021 and 2020, respectively. |
DISPOSITIONSLine 10 Crude Oil PipelineIn the first quarter of 2018, we satisfied the condition as set out in our agreements for the sale of our Line 10 crude oil pipeline (Line 10), which originates near Hamilton, Ontario and terminates at West Seneca, New York. Our subsidiaries, Enbridge Pipelines Inc. and Enbridge Energy Partners, L.P. (EEP), owned the Canadian and US portions of Line 10, respectively, and the related assets were included in our Liquids Pipelines segment. The transaction closed on June 1, 2020. No gain or loss on disposition was recorded. |
| | | | 36 |
Montana-Alberta Tie LineIn the fourth quarter of 2019, we committed to a plan to sel the Montana-Alberta Tie Line (MATL) transmission asset, a 345 kilometer transmission line from Great Fal s, Montana to Lethbridge, Alberta. MATL was included in our Renewable Power Generation segment. The purchase and sale agreement was signed in January 2020. |
Upon the reclassification and subsequent remeasurement of MATL assets as held for sale, a loss of $297 mil ion was included within Impairment of long-lived assets in the Consolidated Statements of Earnings for the year ended December 31, 2019. |
On May 1, 2020, we closed the sale of MATL for cash proceeds of approximately $189 mil ion. After closing adjustments, a gain on disposal of $4 mil ion was included in Other income/(expense) in the Consolidated Statements of Earnings. |
Ozark Gas TransmissionIn the first quarter of 2020, we agreed to sel our Ozark Gas Transmission and Ozark Gas Gathering assets (Ozark assets). The Ozark assets are composed of a transmission system that extends from southeastern Oklahoma through Arkansas to southeastern Missouri, and a fee-based gathering system that accesses Fayettevil e Shale and Arkoma production. These assets were included in our Gas Transmission and Midstream segment. |
On April 1, 2020, we closed the sale of the Ozark assets for cash proceeds of approximately $63 mil ion. After closing adjustments, a gain on disposal of $1 mil ion was included in Other income/(expense) in the Consolidated Statements of Earnings. |
Canadian Natural Gas Gathering and Processing BusinessesOn July 4, 2018, we entered into agreements to sel our Canadian natural gas gathering and processing businesses to Brookfield Infrastructure Partners L.P. and its institutional partners for a cash purchase price of approximately $4.3 bil ion, subject to customary closing adjustments. Separate agreements were entered into for those facilities currently governed by provincial regulations and those governed by federal regulations (col ectively, Canadian Natural Gas Gathering and Processing Businesses assets); these assets were part of our Gas Transmission and Midstream segment. |
On October 1, 2018, we closed the sale of the provincial y regulated facilities. On December 31, 2019, we closed the sale of the federal y regulated facilities for proceeds of approximately $1.7 bil ion. After closing adjustments, a loss on disposal of $268 mil ion before tax was included in Other income/(expense) in the Consolidated Statements of Earnings for the year ended December 31, 2019. As these assets represented a portion of a reporting unit, we al ocated a portion of the goodwil of the reporting unit to these assets using a relative fair value approach. |
St. Lawrence Gas Company, Inc.In August 2017, we entered into an agreement to sel the issued and outstanding shares of St. Lawrence Gas Company, Inc. (St. Lawrence Gas). St. Lawrence Gas assets were included in the Gas Distribution and Storage segment. On November 1, 2019, we closed the sale of St. Lawrence Gas for cash proceeds of approximately $72 mil ion. After closing adjustments, a loss on disposal of $10 mil ion was included in Other income/(expense) in the Consolidated Statements of Earnings for the year ended December 31, 2019. |
| 37 |
Enbridge Gas New BrunswickIn December 2018, we entered into an agreement for the sale of Enbridge Gas New Brunswick Limited Partnership and Enbridge Gas New Brunswick Inc. (col ectively, EGNB). EGNB assets were a part of our Gas Distribution and Storage segment. On October 1, 2019, we closed the sale of EGNB to Liberty Utilities (Canada) LP, a whol y-owned subsidiary of Algonquin Power and Utilities Corp., for cash proceeds of approximately $331 mil ion. After closing adjustments, a loss on disposal of $3 mil ion was included in Other income/(expense) in the Consolidated Statements of Earnings for the year ended December 31, 2019. |
As EGNB assets represented a portion of a reporting unit, we al ocated a portion of the goodwil of the reporting unit to these assets using a relative fair value approach. As such, al ocated goodwil of $133 mil ion was included in assets subsequently disposed. |
9. ACCOUNTS RECEIVABLE AND OTHER |
December 31, | 2021 | 2020 |
(mil ions of Canadian dol ars)Trade receivables and unbil ed revenues1 |
| | | | 4,957 | 3,923 |
Short-term portion of derivative assets (Note 24) | | | | 529 | 323 |
Regulatory assets (Note 7) | | | | 259 | 232 |
Taxes receivable | | | | 407 | 374 |
Other | | | | 710 | 406 |
| | | | 6,862 | 5,258 |
1 Net of al owance for expected credit losses of $87 mil ion as at December 31, 2021 and $70 mil ion as at December 31, 2020. |
10. INVENTORY |
December 31, | 2021 | 2020 |
(mil ions of Canadian dol ars) |
| | | | | | Natural gas | | | | 953 | 710 |
Crude oil | | | | 624 | 744 |
Other | | | | 93 | 82 |
| | | | 1,670 | 1,536 |
|
11. PROPERTY, PLANT AND EQUIPMENT |
| | | | | | Weighted Average |
| | | | | |
December 31, | | | | | | Depreciation Rate | 2021 | 2020 |
(mil ions of Canadian dol ars) |
| | | | | |
Pipelines | | | | | | | 2.8 % | 62,997 | 57,459 |
Facilities and equipment | | | | | | | 3.1 % | 34,331 | 30,149 |
Land and right-of-way1 | | | | | | | 2.3 % | 3,320 | 2,896 |
Gas mains, services and other | | | | | | | 2.7 % | 13,606 | 12,813 |
Storage | | | | | | | 2.4 % | 3,099 | 2,936 |
Wind turbines, solar panels and other | | | | | | | 4.0 % | 4,912 | 4,877 |
Other | | | | | | | 8.2 % | 1,507 | 1,558 |
Under construction | | | | | | | — % | 2,268 | 5,762 |
Total property, plant and equipment | | | 126,040 118,450 |
| | | |
Total accumulated depreciation | | | (25,973) (23,879) |
Property, plant and equipment, net | | | 100,067 | 94,571 |
| | | |
1 The measurement of weighted average depreciation rate excludes non-depreciable assets. |
| | | | | | | | 38 |
Depreciation expense for the years ended December 31, 2021, 2020 and 2019 was $3.5 bil ion, $3.4 bil ion and $3.0 bil ion, respectively. |
IMPAIRMENTAccess Northeast ProjectIn 2019, we announced that we terminated the agreements with Eversource Energy and National Grid USA Service Company, Inc. related to the Access Northeast project. As a result, we recognized an impairment loss of $105 mil ion for the year ended December 31, 2019, which is included in Impairment of long-lived assets in the Consolidated Statements of Earnings. Access Northeast is part of our Gas Transmission and Midstream segment. |
Impairment charges were based on the amount by which the carrying values of the assets exceeded fair value, determined using expected discounted future cash flows. |
12. VARIABLE INTEREST ENTITIES CONSOLIDATED VARIABLE INTEREST ENTITIESOur consolidated VIEs consist of legal entities where we are the primary beneficiary. We are the primary beneficiary when our variable interest(s) provide us with (i) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and (i ) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could potential y be significant to the VIE. We determine whether we are the primary beneficiary of a VIE by considering qualitative and quantitative factors, including, but not limited to: decision-making responsibilities, the VIE capital structure, risk and rewards sharing, contractual agreements with the VIE, voting rights and level of involvement of other parties. |
The fol owing table includes assets to be used to settle liabilities of our consolidated VIEs and liabilities of our consolidated VIEs for which creditors do not have recourse to our general credit as the primary beneficiary. These assets and liabilities are included in the Consolidated Statements of Financial Position. |
December 31, | 20211 | 20201 |
(mil ions of Canadian dol ars) |
| | | | |
Assets |
| | | | | | 247 | 215 |
Cash and cash equivalents |
Restricted cash | | | | | | 4 | 1 |
Accounts receivable and other | | | | | | 99 | 65 |
Inventory | | | | | | 9 | 7 |
| | | | | | 359 | 288 |
Property, plant and equipment, net | | | | | | 3,052 | 3,201 |
Long-term investments | | | | | | 16 | 14 |
Restricted long-term investments | | | | | | 101 | 84 |
Deferred amounts and other assets | | | | | | 2 | 3 |
Intangible assets, net | | | | | | 108 | 115 |
| | | | | | 3,638 | 3,705 |
Liabilities |
| | | | | | 84 | 52 |
Accounts payable and other |
Other long-term liabilities | | | | | | 182 | 175 |
Deferred income taxes | | | | | | 5 | 5 |
| | | | | | 271 | 232 |
|
| | | | | | 3,367 | 3,473 |
1 Excludes assets and liabilities of EEP and Spectra Energy Partners, L.P. (SEP) fol owing the subsidiary guarantees agreement |
entered on January 22, 2019. See Part II. Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations - Summarized Financial Information. |
|
| | | | | | 39 |
CarryingMaximum |
Amount of | Exposure to |
| | December 31, 2020 | the VIE | | | Loss |
| | (mil ions of Canadian dol ars) |
| | | | | Aux Sable Liquid Products L.P.1 | | 106 | | | 187 |
| | Éolien Maritime France SAS2, 8 | | | | | | 96 | 949 |
| | Enbridge Renewable Infrastructure Investments S.á r.l.3 | | 100 | 2,516 |
| | PennEast Pipeline Company, LLC4 | | 116 | | | 371 |
| | Rampion Offshore Wind Limited5 | | 599 | | | 650 |
| | Vector Pipeline L.P.6 | | 201 | | | 390 |
| | Other7 | | 133 | | | 361 |
| 1,351 | 5,424 |
| | 1 At December 31, 2021 and 2020, the maximum exposure to loss includes guarantees by us for our respective share of the VIE’s |
| | borrowing on a bank credit facility. |
| | 2 At December 31, 2021, the maximum exposure to loss includes our parental guarantees that have been committed in connection |
| | with the three French offshore wind projects for which we would be liable in the event of default by the VIE and an outstanding affiliate loan receivable for $73 mil ion held by us as at December 31, 2021. On March 18, 2021, Enbridge Renewable Infrastructure Holdings S.á r.l. (ERIH) closed the sale of 49% of its interest in EIH S.á r.l. to the Canada Pension Plan Investment Board (CPP Investments). |
| | 3 At December 31, 2021 and 2020, the maximum exposure to loss includes our parental guarantees that have been committed in |
| | connection with the project for which we would be liable in the event of default by the VIE and an outstanding affiliate loan receivable for $807 mil ion and $904 mil ion held by us as at December 31, 2021 and 2020, respectively. |
| | 4 At December 31, 2021, the maximum exposure to loss is limited to our equity investment and at December 31, 2020, the |
| | maximum exposure to loss includes the remaining expected contributions to the joint venture. |
| | 5 At December 31, 2021 and 2020, the maximum exposure to loss includes our parental guarantees that have been committed in |
| | project contracts in which we would be liable for in the event of default by the VIE. |
| | 6 At December 31, 2021 and 2020, the maximum exposure to loss includes the carrying value of outstanding affiliate loans |
| | receivable for $80 mil ion and $84 mil ion held by us as at December 31, 2021 and 2020, respectively, and an outstanding credit facility for $105 mil ion as at December 31, 2021 and 2020. |
| | 7 At December 31, 2021, the maximum exposure to loss includes our parental guarantees that have been committed in connection |
| | with the project for which we would be liable in the event of default by the VIE. |
| | 8 At December 31, 2020, the maximum exposure to loss includes our parental guarantees that have been committed in connection |
| | with the project for which we would be liable for in the event of default by the VIE and an outstanding affiliate loan receivable for $132 mil ion held by us as at December 31, 2020. In relation to the sale of 49% of EIH S.á r.l.'s interest to CPP Investments, Eolien Maritime France SAS is now reported under EIH S.á r.l. in 2021. |
| | We do not have an obligation to and did not provide any additional financial support to the VIEs during the years ended December 31, 2021 and 2020. |
| | | | | | 41 |
13. LONG-TERM INVESTMENTS |
| Ownership |
|
| | | | Interest | | | 2021 | 2020 |
December 31, |
(mil ions of Canadian dol ars) |
| | | | | | | | |
EQUITY INVESTMENTS |
| | | | | | | | |
Liquids Pipelines |
| | | | | | | | | 75.0% | | | 1,728 | 1,795 |
| | | | | | | MarEn Bakken Company LLC1 |
| | | | | | | Gray Oak Holdings LLC2 | 35.0% | 469 | 502 |
| | | | | | | Seaway Crude Holdings LLC | 50.0% | | | 2,634 | 2,668 |
| | | | | | | Il inois Extension Pipeline Company, L.L.C.3 | 65.0% | 593 | 623 |
| | | | | | | Cactus II Pipeline, LLC4 | 20.0% | 434 | — |
| | | | | | | Other | 30.0% - 43.8% | 71 | 73 |
Gas Transmission and Midstream |
| | | | | | | Al iance Pipeline5 | 50.0% | 504 | 269 |
| | | | | | | Aux Sable6 | 42.7% - 50.0% | 238 | 251 |
| | | | | | | DCP Midstream, LLC7 | 50.0% | 397 | 331 |
| | | | | | | Gulfstream Natural Gas System, L.L.C. | 50.0% | | | 1,180 | 1,175 |
| | | | | | | Nexus Gas Transmission, LLC | 50.0% | | | 1,724 | 1,745 |
| | | | | | | PennEast Pipeline Company, LLC | 20.0% | 12 | 116 |
| | | | | | | Sabal Trail Transmission, LLC | 50.0% | | | 1,464 | 1,510 |
| | | | | | | Southeast Supply Header, LLC | 50.0% | 82 | 84 |
| | | | | | | Steckman Ridge, LP | 50.0% | 88 | 90 |
| | | | | | | Vector Pipeline8 | 60.0% | 189 | 201 |
| | | | | | | Offshore - various joint ventures | 22.0% - 74.3% | 309 | 338 |
| | | | | | | Other | 33.3% | 2 | 4 |
Gas Distribution and Storage |
| | | | | | | Noverco Common Shares9 | 38.9% | — | 156 |
| | | | | | | Other | 47.6% - 50% | 20 | 13 |
Renewable Power Generation |
| | | | | | | EIH S.a.r.l.10 | 51.0% | 38 | 96 |
| | | | | | | Enbridge Renewable Infrastructure Investments S.a.r.l. | 51.0% | 54 | 100 |
| | | | | | | Rampion Offshore Wind Limited | 24.9% | 450 | 599 |
| | | | | | | NextBridge Infrastructure LP | 25.0% | 186 | 122 |
| | | | | | | Other | 12.0% - 50.0% | 93 | 74 |
Eliminations and Other |
| | | | | | | Other | 42.7% - 50.0% | 23 | 32 |
OTHER LONG-TERM INVESTMENTS |
Gas Distribution and Storage |
| | | | | | | Noverco Preferred Shares9 | | — | 567 |
Renewable Power Generation |
| | | | | | | Emerging Technologies and Other | | 32 | 32 |
Eliminations and Other |
| | | | | | | Other11 | | 310 | 252 |
| | | | | | 13,324 13,818 |
| | | | | | |
1 Owns 49% interest in Bakken Pipeline Investments L.L.C., which owns 75% of the Bakken Pipeline System resulting in a 27.6% |
effective interest in the Bakken Pipeline System. |
2 Owns 65% interest in Gray Oak Pipeline, LLC resulting in a 22.8% effective interest in Gray Oak Pipeline, LLC.3 Owns the Southern Access Extension Project.4 In October 2021 we acquired an effective 20.0% interest in Cactus II Pipeline, LLC through the acquisition of Moda Midstream |
Operating, LLC. See Note 8 - Acquisitions and Dispositions for further discussion. |
5 Includes Al iance Pipeline Limited Partnership in Canada and Al iance Pipeline L.P. in the US.6 Includes Aux Sable Canada LP in Canada and Aux Sable Liquid Products LP and Aux Sable Midstream LLC in the US. |
| | | | | | | | | 42 |
7 Our ownership in DCP Midstream, LLC (DCP Midstream) holds an interest of 56.5% in DCP Midstream, LP.8 Includes Vector Pipeline Limited Partnership in Canada and Vector Pipeline L.P. in the US.9 On December 30, 2021, we sold our 38.9% common share and preferred share interest of Noverco Inc.10 On March 18, 2021, we sold 49% of EIH S.a.r.l., an entity that holds our 50% interest in Éolien Maritime France SAS (EMF), to |
the CPP Investments. This resulted in a 25.5% effective interest in EMF. Through our investment in EMF, we own equity interests in three French offshore wind projects, including Saint-Nazaire (25.5%), Fécamp (17.9%) and Calvados (21.7%). |
11 Includes investments held and valued at fair value through net income. |
Equity investments include the unamortized excess of the purchase price over the underlying net book value of the investees' assets at the purchase date. As at December 31, 2021, this basis difference was $2.5 bil ion (2020 - $2.4 bil ion), of which $730 mil ion (2020 - $657 mil ion) was amortizable. |
For the years ended December 31, 2021, 2020 and 2019, distributions received from equity investments were $2.2 bil ion, $2.1 bil ion and $2.2 bil ion, respectively. |
Summarized combined financial information of our interest in unconsolidated equity investments (presented at 100%) is as fol ows: |
Year ended December 31, | 2021 | 2020 | 2019 |
(mil ions of Canadian dol ars)Operating revenues |
| | | | | 19,891 | 13,987 | 15,687 |
Operating expenses | | | | | 16,514 | 12,223 | 13,153 |
Earnings | | | | | 2,952 | 2,306 | 3,016 |
Earnings attributable to Enbridge | | | | | 1,711 | 1,136 | 1,503 |
December 31, | | 2021 | 2020 |
(mil ions of Canadian dol ars)Current assets |
| | | | | | 3,581 | 3,136 |
Non-current assets | | | | | | 44,497 | 45,955 |
Current liabilities | | | | | | 3,678 | 3,539 |
Non-current liabilities | | | | | | 16,950 | 19,639 |
Noncontrol ing interests | | | | | | 3,786 | 3,810 |
Noverco Inc.On June 7, 2021, IPL System Inc., a whol y owned subsidiary of Enbridge, entered into a purchase and sale agreement to sel its 38.9% common share and preferred share interest in Noverco to Trencap L.P. for $1.1 bil ion in cash. |
On December 30, 2021, we closed the sale of Noverco for cash proceeds of $1.1 bil ion. After closing adjustments, a gain on disposal of $303 mil ion before tax was included in Other income/(expense) in the Consolidated Statements of Earnings for the year ended December 31, 2021. Noverco was previously included in our Gas Distribution and Storage segment. |
IMPAIRMENT OF EQUITY INVESTMENTSPennEast Pipeline Company, LLCPennEast Pipeline Company, LLC (PennEast) is a joint venture formed to develop a natural gas transmission pipeline to serve local distribution companies and power generators in Southeastern Pennsylvania and New Jersey, is owned 20% by Enbridge, and is recorded as an equity method investment. In the third quarter of 2021, PennEast determined further development of the project was no longer viable and development of the project was ceased. As a result, we recorded an other-than-temporary impairment loss of $111 mil ion on our investment for the year ended December 31, 2021 based on the estimated fair value of our share of the net assets. The carrying value of this investment as at December 31, 2021 and 2020 was $12 mil ion and $116 mil ion, respectively. |
| | | | 43 |
Steckman Ridge, LPSteckman Ridge, LP (Steckman Ridge) is engaged in the storage of natural gas, is owned 50% by Enbridge and is recorded as an equity method investment. During the year ended December 31, 2020, Steckman Ridge’s forecasted performance was adjusted for the expectation that future available capacity wil be re-contracted at lower than expected rates and an other than temporary impairment loss on our investment of $221 mil ion for the year ended December 31, 2020 was recorded based on a discounted cash flow analysis. The carrying value of this investment as at December 31, 2021 and 2020 was $88 mil ion and $90 mil ion, respectively. |
Southeast Supply Header, L.L.C. Southeast Supply Header, L.L.C. (SESH) provides natural gas transmission services from east Texas and northern Louisiana to the southeast markets of the Gulf Coast. SESH is owned 50% by Enbridge and is recorded as an equity method investment. The forecasted performance of SESH was revised during the year ended December 31, 2020 to reflect downward revisions to future negotiated rates as wel as higher than expected available capacity levels, caused primarily by a significant contract expiry. An other than temporary impairment loss on our investment of $394 mil ion for the year ended December 31, 2020 was recorded based on a discounted cash flow analysis. The carrying value of this investment as at December 31, 2021 and 2020 was $82 mil ion and $84 mil ion, respectively. |
DCP Midstream, LLCDCP Midstream, a 50% owned equity method investment of Enbridge, holds an equity interest in DCP Midstream, LP. A decline in the market price of DCP Midstream, LP’s publicly traded units during the first quarter of 2020 resulted in an other than temporary impairment loss on our investment in DCP Midstream of $1.7 bil ion for the year ended December 31, 2020. In addition, we incurred losses of $324 mil ion through our equity earnings pick up in relation to asset and goodwil impairment losses recorded by DCP Midstream, LP. The carrying value of our investment in DCP Midstream as at December 31, 2021 and 2020 was $397 mil ion and $331 mil ion, respectively. |
Our investments in PennEast, Steckman, SESH and DCP Midstream form part of our Gas Transmission and Midstream segment. The impairment losses were recorded within Impairment of Equity Investments in the Consolidated Statements of Earnings. |
14. RESTRICTED LONG-TERM INVESTMENTS Effective January 1, 2015, we began col ecting and setting aside funds to cover future pipeline abandonment costs for al CER regulated pipelines as a result of the CER’s regulatory requirements under LMCI. The funds col ected are held in trusts in accordance with the CER decision. The funds col ected from shippers are reported within Transportation and other services revenues on the Consolidated Statements of Earnings and Restricted long-term investments on the Consolidated Statements of Financial Position. Concurrently, we reflect the future abandonment cost as an increase to Operating and administrative expense on the Consolidated Statements of Earnings and Other long-term liabilities on the Consolidated Statements of Financial Position. |
| 44 |
We routinely invest excess cash and various restricted balances in securities such as commercial paper, bankers acceptances, corporate debt securities, Canadian equity securities, treasury bil s and money market securities in the US and Canada. |
As at December 31, 2021 and 2020, we had restricted long-term investments held in trust and classified as available-for-sale of $630 mil ion and $553 mil ion, respectively. The cost basis of our debt securities classified as available-for-sale and recorded as part of our restricted long-term investment balance was $383 mil ion and $322 mil ion as at December 31, 2021 and 2020, respectively. Within Other long-term liabilities we had estimated future abandonment costs related to LMCI of $649 mil ion and $578 mil ion as at December 31, 2021 and 2020, respectively (Note 7). |
15. INTANGIBLE ASSETS |
| Weighted Average | Accumulated |
| | | |
December 31, 2021 | Amortization Rate | | | Cost Amortization | Net |
(mil ions of Canadian dol ars) |
| | | | | | | | | | | |
Software | | | | | | | 12.0 % | 2,067 | | | | (1,148) | 919 |
Power purchase agreements | | | | | | | 4.5 % | 63 | | | | (21) | 42 |
Project agreement1 | | | | | | | 4.0 % | 152 | | | | (27) | 125 |
Customer relationships | | | | | | | 8.5 % | 2,532 | | | | (215) | 2,317 |
Other intangible assets | | | | | | | 3.9 % | 475 | | | | | | (116) | 359 |
Under development | | | | | — % | 246 | | | | — | 246 |
| | | | | | 5,535 | | | | (1,527) | 4,008 |
| | | | | |
| Weighted Average | Accumulated |
| | | |
December 31, 2020 | Amortization Rate | | | Cost Amortization | Net |
(mil ions of Canadian dol ars) |
| | | | | | | | | | | |
Software | | | | | | | 10.5 % | 2,043 | | | | (1,299) | 744 |
Power purchase agreements | | | | | | | 4.5 % | 63 | | | | (18) | 45 |
Project agreement1 | | | | | | | 4.0 % | 153 | | | | (21) | 132 |
Customer relationships | | | | | | | 5.0 % | 724 | | | | | | (139) | 585 |
Other intangible assets | | | | | | | 2.7 % | 456 | | | | (96) | 360 |
Under development | | | | | — % | 214 | | | | — | 214 |
| | | | | | 3,653 | | | | (1,573) | 2,080 |
| | | | | |
1 Represents a project agreement acquired from the merger of Enbridge and Spectra Energy. |
For the years ended December 31, 2021, 2020 and 2019, our amortization expense related to intangible assets totaled $348 mil ion, $294 mil ion and $296 mil ion, respectively. Our expected amortization expense associated with existing intangible assets for each of the years 2022 to 2026 is $492 mil ion. |
| | | | | | | 45 |
16. GOODWILL |
| | Gas |
| | | Transmission | Gas |
| Liquids | and | | | Distribution | Energy |
| Pipelines | | Midstream | | and Storage | Services Consolidated |
(mil ions of Canadian dol ars) |
Balance at January 1, 2020 | | | | | | | | 7,951 | 19,844 | | 5,356 | | | | 2 | 33,153 |
Foreign exchange and other | | | | | | | | (123) | (364) | | — | | — | | | (487) |
Acquisition | | | | | | | | — | — | | 22 | | — | | | 22 |
Balance at December 31, 20201,2 | 7,828 | 19,480 | | 5,378 | | | | 2 | 32,688 |
Foreign exchange and other | | | | | | | | (55) | (145) | | — | | — | | | (200) |
Acquisition3 | | | | | | | | 268 | — | | 19 | | — | | | 287 |
Balance at December 31, 20211,2 | 8,041 | 19,335 | | 5,397 | | | | 2 | 32,775 |
1 Gross cost of goodwil as at December 31, 2021 and 2020 was $34.4 bil ion and $34.3 bil ion, respectively.2 Accumulated impairment as at December 31, 2021 and 2020 was $1.6 bil ion.3 In 2021, we recorded $268 mil ion of goodwil related to the acquisition of Moda. See Note 8 - Acquisitions and Dispositions for |
further discussion. |
17. ACCOUNTS PAYABLE AND OTHER |
December 31, | | | | | | | | 2021 | 2020 |
(mil ions of Canadian dol ars)Trade payables and operating accrued liabilities |
| | | | | | | 4,470 | | | 3,497 |
Dividends payable | | | | | | | 1,773 | | | 1,728 |
Current deferred credits | | | | | | | | 853 | 978 |
Construction payables and contractor holdbacks | | | | | | | | 844 | 855 |
Current derivative liabilities (Note 24) | | | | | | | | 717 | 896 |
Taxes payable | | | | | | | | 478 | 622 |
Other | | | | | | | | 632 | 652 |
| | | | | | | 9,767 | | | 9,228 |
| | | 46 |
18. DEBT |
| Weighted Average |
December 31, | | Maturity | 2021 | 2020 |
| Interest Rate9 |
(mil ions of Canadian dol ars) | | | | | | | | |
Enbridge Inc. | | | | | | | | |
US dol ar senior notes | | | | | 3.2 % | 2022 - 2051 | 10,992 | 8,536 |
Medium-term notes | | | | | 3.9 % | 2022 - 2064 | | 8,123 | 8,323 |
Sustainability-linked bonds | | | | | 1.1 % | 2033 | | 2,363 | — |
Fixed-to-fixed subordinated term notes1 | | | | | 5.8 % | 2080 | | 1,263 | 1,274 |
Fixed-to-floating rate subordinated term notes2 | | | | | 5.8 % | 2023 - 2028 | | 6,442 | 6,477 |
Floating rate notes3 | | 2022 - 2023 | | 1,579 | 956 |
Commercial paper and credit facility draws | | | | | 1.0 % | 2022 - 2026 | | 7,837 | 8,719 |
Other4 | | | | 5 | 5 |
Enbridge (U.S.) Inc. |
Commercial paper and credit facility draws | | | | | 0.4 % | 2023 - 2026 | | 4,845 | 492 |
Other4 | | | | 7 | 7 |
Enbridge Energy Partners, L.P. |
Senior notes | | | | | 6.5 % | 2025 - 2045 | | 3,095 | 3,886 |
Enbridge Gas Inc. |
Medium-term notes | | | | | 3.8 % | 2022 - 2051 | | 9,010 | 8,485 |
Debentures | | | | | 9.1 % | 2024 - 2025 | | 210 | 210 |
Commercial paper and credit facility draws | | | | | 0.5 % | 2023 | | 1,515 | 1,121 |
Enbridge Pipelines (Southern Lights) L.L.C. |
Senior notes | | | | | 4.0 % | 2040 | | 949 | 1,038 |
Enbridge Pipelines Inc. |
Medium-term notes5 | | | | | 4.0 % | 2022 - 2051 | | 5,575 | 4,775 |
Debentures | | | | | 8.2 % | 2024 | | 200 | 200 |
Commercial paper and credit facility draws | | | | | 0.7 % | 2023 | | 667 | 1,278 |
Enbridge Southern Lights LP |
Senior notes | | | | | 4.0 % | 2040 | | 240 | 257 |
Spectra Energy Capital, LLC |
Senior notes | | | | | 7.0 % | 2032 - 2038 | | 218 | 220 |
Spectra Energy Partners, LP |
Senior notes | | | | | 3.9 % | 2022 - 2048 | | 8,451 | 8,332 |
Westcoast Energy Inc. |
Medium-term notes | | | | | 4.5 % | 2022 - 2041 | | 1,475 | 1,625 |
Debentures | | | | | 8.1 % | 2025 - 2026 | | 275 | 275 |
Fair value adjustment | | | | 667 | 750 |
Other6 | | | | (363) | (344) |
Total debt7 | | | | | | | 75,640 66,897 |
Current maturities | | | | | | | (6,164) (2,957) |
Short-term borrowings8 | | | | | | | (1,515) (1,121) |
Long-term debt | | | | | | | 67,961 62,819 |
1 | For the initial 10 years, the notes carry a fixed interest rate. Subsequently, the interest rate wil be set to equal to the Five-Year US Treasury Rate plus a margin of 5.31% from years 10 to 30 and a margin of 6.06% from years 30 to 60. |
2 | For the initial 10 years, the notes carry a fixed interest rate. Subsequently, the interest rate wil be floating and set to equal to the Canadian Dol ar Offered Rate (CDOR) or the London Interbank Offered Rate (LIBOR) plus a margin. The notes would be converted automatical y into Conversion Preference Shares in the event of bankruptcy and related events. |
3 | The notes carry an interest rate equal to the three-month LIBOR plus a margin of 50 basis points and Secured Overnight Financing Rate (SOFR) plus a margin of 40 basis points. |
4 | Primarily finance lease obligations. |
5 | Included in medium-term notes is $100 mil ion with a maturity date of 2112. |
6 | Primarily unamortized discounts, premiums and debt issuance costs. |
7 | 2021 - $36 bil ion and US$31 bil ion; 2020 - $35 bil ion and US$24 bil ion. Totals exclude capital lease obligations, unamortized discounts, premiums and debt issuance costs and fair value adjustment. |
8 | Weighted average interest rates on outstanding commercial paper were 0.5% as at December 31, 2021 (2020 - 0.3%). |
9 | Calculated based on term notes, debentures, commercial paper and credit facility draws outstanding as at December 31, 2021. |
As at December 31, 2021, al outstanding debt was unsecured. |
| | | | | | | 47 |
CREDIT FACILITIESThe fol owing table provides details of our committed credit facilities as at December 31, 2021: |
| | Total |
| Maturity1 | | Draws2 | Available |
| | Facilities |
(mil ions of Canadian dol ars) | | | | | | | | | | |
Enbridge Inc. | 2022-2026 | 9,137 | 7,837 | 1,300 |
Enbridge (U.S.) Inc. | 2023-2026 | 6,948 | 4,845 | 2,103 |
Enbridge Pipelines Inc. | 2023 | 3,000 | 667 | 2,333 |
Enbridge Gas Inc. | 2023 | 2,000 | 1,515 | | | 485 |
Total committed credit facilities | | | | | | 21,085 | 14,864 | 6,221 |
1 Maturity date is inclusive of the one-year term out option for certain credit facilities.2 Includes facility draws and commercial paper issuances that are back-stopped by credit facilities. |
|
On February 10, 2021, Enbridge Inc. entered into a three year, revolving, extendible, sustainability-linked credit facility for $1.0 bil ion with a syndicate of lenders and concurrently terminated our one year, revolving, syndicated credit facility for $3.0 bil ion. |
On February 25, 2021, two term loans with an aggregate total of US$500 mil ion were repaid with proceeds from a floating rate notes issuance. |
On July 22 and 23, 2021, we renewed approximately $8.0 bil ion of our five-year credit facilities, extending the maturity date out to July 2026. We also extended approximately $10.0 bil ion of our 364-day extendible credit facilities to July 2022, which includes a one-year term out provision to July 2023. |
On February 10, 2022 we renewed our three year $1.0 bil ion sustainability-linked credit facility, extending the maturity date out to July 2025. |
In addition to the committed credit facilities noted above, we maintain $1.3 bil ion of uncommitted demand letter of credit facilities, of which $854 mil ion was unutilized as at December 31, 2021. As at December 31, 2020, we had $849 mil ion of uncommitted demand letter of credit facilities, of which $533 mil ion was unutilized. |
Our credit facilities carry a weighted average standby fee of 0.1% per annum on the unused portion and draws bear interest at market rates. Certain credit facilities serve as a back-stop to the commercial paper programs and we have the option to extend such facilities, which are currently scheduled to mature from 2022 to 2026. |
As at December 31, 2021 and 2020, commercial paper and credit facility draws, net of short-term borrowings and non-revolving credit facilities that mature within one year, of $11.3 bil ion and $9.9 bil ion, respectively, were supported by the availability of long-term committed credit facilities and, therefore, have been classified as long-term debt. |
| | | | | | | 48 |
LONG-TERM DEBT ISSUANCESDuring the year ended December 31, 2021, we completed the fol owing long-term debt issuances totaling US$3.9 bil ion and $3.2 bil ion: |
| Principal |
Company Issue Date | Amount |
(mil ions of Canadian dol ars unless otherwise stated) | | |
Enbridge Inc. |
| | | February 2021 | Floating rate senior-notes due February 20231 | US$500 |
| | | June 2021 | 2.50% Sustainability-linked senior notes due August 2033 | US$1,000 |
| | | June 2021 | 3.40% senior notes due August 2051 | US$500 |
| | | | 3.10% Sustainability-linked medium-term notes due |
| | | September 2021 | $1,100 |
| | | | September 2033 |
| | | September 2021 | 4.10% medium-term notes due September 2051 | $400 |
| | | October 2021 | 0.55% senior notes due October 2023 | US$500 |
| | | October 2021 | 1.60% senior notes due October 2026 | US$500 |
| | | October 2021 | 3.40% senior notes due August 2051 | US$500 |
Enbridge Gas Inc. |
| | | September 2021 | 2.35% medium-term notes due September 2031 | $475 |
| | | September 2021 | 3.20% medium-term notes due September 2051 | $425 |
Enbridge Pipelines Inc. |
| | | May 2021 | 2.82% medium-term notes due May 2031 | $400 |
| | | May 2021 | 4.20% medium-term notes due May 2051 | $400 |
Spectra Energy Partners, LP |
| | | September 2021 | 2.50% senior notes due September 20312 | US$400 |
1 Notes carry an interest rate equal to the SOFR plus a margin of 40 basis points.2 Issued through Texas Eastern Transmission, LP, a whol y-owned operating subsidiary of SEP. |
| | | | | |
On January 19, 2022, we closed a $750 mil ion private placement offering of non-cal 10-year fixed-to-fixed subordinated notes which mature on January 19, 2082. The net proceeds from the offering wil be used to redeem the Preference Shares, Series 17 at par on March 1, 2022. |
LONG-TERM DEBT REPAYMENTSDuring the year ended December 31, 2021, we completed the fol owing long-term debt repayments totaling $1.1 bil ion and US$914 mil ion, respectively: |
| Principal |
Company | | | Repayment Date | Amount |
(mil ions of Canadian dol ars unless otherwise stated)Enbridge Inc. |
| | | February 2021 | | | 4.26% medium-term notes | $200 |
| | | March 2021 | | | 3.16% medium-term notes | $400 |
Enbridge Energy Partners, L.P. |
| | | June 2021 | | | 4.20% senior notes | US$600 |
Enbridge Gas Inc. |
| | | May 2021 | | | 2.76% medium-term notes | $200 |
| | | December 2021 | | | 4.77% medium-term notes | $175 |
Enbridge Pipelines (Southern Lights) L.L.C. |
| | | June and December 2021 | | | 3.98% senior notes | US$64 |
Enbridge Southern Lights LP |
| | | June and December 2021 | | | 4.01% senior notes | $16 |
Spectra Energy Partners, LP |
| | | March 2021 | | | 4.60% senior notes | US$250 |
Westcoast Energy Inc. |
| | | October 2021 | | | 3.88% medium-term notes | $150 |
| | | | | | | 49 |
DEBT COVENANTSOur credit facility agreements and term debt indentures include standard events of default and covenant provisions whereby accelerated repayment and/or termination of the agreements may result if we were to default on payment or violate certain covenants. As at December 31, 2021, we were in compliance with al debt covenants. |
INTEREST EXPENSE |
Year ended December 31, | 2021 | 2020 | 2019 |
(mil ions of Canadian dol ars) | | | |
Debentures and term notes | | | | | 2,850 | 2,913 | 2,783 |
Commercial paper and credit facility draws | | | | | 70 | 123 | 273 |
Amortization of fair value adjustment | | | | | (50) | (54) | (67) |
Capitalized interest | | | | | (215) | (192) | (326) |
| | | | | 2,655 | 2,790 | 2,663 |
19. ASSET RETIREMENT OBLIGATIONS Our ARO relate mostly to the retirement of pipelines, renewable power generation assets and obligations related to right-of way agreements and contractual leases for land use. |
The discount rates used to estimate the present value of the expected future cash flows for the year ended December 31, 2021 ranged from 0.9% to 9.0% (2020 - 1.8% to 9.0%). |
A reconciliation of movements in our ARO liabilities is as fol ows: |
December 31, | | 2021 | 2020 |
(mil ions of Canadian dol ars)Obligations at beginning of year |
| | | | | | 496 | 520 |
Liabilities disposed | | | | | | — | — |
Liabilities incurred | | | | | | — | — |
Liabilities settled | | | | | | (67) | (30) |
Change in estimate and other | | | | | | 70 | — |
Foreign currency translation adjustment | | | | | | (3) | (6) |
Accretion expense | | | | | | 6 | 12 |
Obligations at end of year | | | | | | 502 | 496 |
Presented as fol ows: |
Accounts payable and other | | | | | | 160 | 56 |
Other long-term liabilities | | | | | | 342 | 440 |
| | | | | | 502 | 496 |
| | | | | | 50 |
20. NONCONTROLLING INTERESTS NONCONTROLLING INTERESTSThe fol owing table provides additional information regarding Noncontrol ing interests as presented in our Consolidated Statements of Financial Position: |
December 31, | 2021 | 2020 |
(mil ions of Canadian dol ars)Algonquin Gas Transmission, L.L.C |
| | 377 | 384 |
Maritimes & Northeast Pipeline, L.L.C | | 546 | 558 |
Renewable energy assets | | 1,503 1,646 |
Westcoast Energy Inc.1 | | 116 | 408 |
| | 2,542 2,996 |
1 Includes nil and 12 mil ion cumulative redeemable preferred shares as at December 31, 2021 and 2020, respectively. |
Westcoast Energy Inc. Preferred Shares Redemption On March 20, 2019, Westcoast Energy Inc. (Westcoast) exercised its right to redeem al of its outstanding 5.5% Cumulative Redeemable First Preferred Shares, Series 7 (Series 7 Shares) and al of its outstanding 5.6% Cumulative Redeemable First Preferred Shares, Series 8 (Series 8 Shares) at a price of $25 per Series 7 Share and $25 per Series 8 Share, respectively, for a total payment of $300 mil ion. In addition, payment of $4 mil ion was made for al accrued and unpaid dividends. As a result, we recorded a $300 mil ion decrease in Noncontrol ing interests for the year ended December 31, 2019. |
On January 15, 2021, Westcoast redeemed its Cumulative Five-Year Minimum Rate Reset Redeemable First Preferred Shares, Series 10 with a par value of $115 mil ion. The par value of $115 mil ion was included in Accounts payable and other in the Consolidated Statements of Financial Position as at December 31, 2020. |
On October 15, 2021, Westcoast redeemed its Cumulative Five-Year Minimum Rate Reset Redeemable First Preferred Shares, Series 12 with a par value of $300 mil ion. As a result, we recorded a decrease of $293 mil ion, which represents the par value less related issuance costs, in Noncontrol ing interests for the year ended December 31, 2021. |
21. SHARE CAPITAL Our authorized share capital consists of an unlimited number of common shares with no par value and an unlimited number of preference shares. |
COMMON SHARES |
| | | 2021 | 2020 | 2019 |
| | | | | Number | Number | Number | | of | of |
December 31, | | | | | Shares | | Amount | Shares Amount of Shares Amount |
(mil ions of Canadian dol ars; number of shares in |
mil ions)Balance at beginning of year |
| | | | | | 2,026 64,768 2,025 64,746 | 2,022 64,677 |
Shares issued on exercise of stock |
options | | | | | | — | | | | | 31 | 1 | | | | | 22 | 3 | 69 |
Balance at end of year | | | | | | 2,026 64,799 2,026 64,768 | 2,025 64,746 |
|
| | | 51 |
PREFERENCE SHARES |
| 2021 | 2020 | 2019 |
| | | | Number | Number | Number |
December 31, | | | | of Shares | | | Amount of Shares | Amount of Shares | Amount |
(mil ions of Canadian dol ars; number of |
shares in mil ions)Preference Shares, Series A |
| | | | | 5 | | | | | | 125 | 5 | | | | | | 125 | 5 | | | | | | 125 |
Preference Shares, Series B | | | | | 18 | | | | | | 457 | 18 | | | | | | 457 | 18 | | | | | | 457 |
Preference Shares, Series C | | | | | 2 | | | | | | | | | 43 | 2 | | | | | | | | | 43 | 2 | | | | | | | | | 43 |
Preference Shares, Series D | | | | | 18 | | | | | | 450 | 18 | | | | | | 450 | 18 | | | | | | 450 |
Preference Shares, Series F | | | | | 20 | | | | | | 500 | 20 | | | | | | 500 | 20 | | | | | | 500 |
Preference Shares, Series H | | | | | 14 | | | | | | 350 | 14 | | | | | | 350 | 14 | | | | | | 350 |
Preference Shares, Series J | | | | | 8 | | | | | | 199 | 8 | | | | | | 199 | 8 | | | | | | 199 |
Preference Shares, Series L | | | | | 16 | | | | | | 411 | 16 | | | | | | 411 | 16 | | | | | | 411 |
Preference Shares, Series N | | | | | 18 | | | | | | 450 | 18 | | | | | | 450 | 18 | | | | | | 450 |
Preference Shares, Series P | | | | | 16 | | | | | | 400 | 16 | | | | | | 400 | 16 | | | | | | 400 |
Preference Shares, Series R | | | | | 16 | | | | | | 400 | 16 | | | | | | 400 | 16 | | | | | | 400 |
Preference Shares, Series 1 | | | | | 16 | | | | | | 411 | 16 | | | | | | 411 | 16 | | | | | | 411 |
Preference Shares, Series 3 | | | | | 24 | | | | | | 600 | 24 | | | | | | 600 | 24 | | | | | | 600 |
Preference Shares, Series 5 | | | | | 8 | | | | | | 206 | 8 | | | | | | 206 | 8 | | | | | | 206 |
Preference Shares, Series 7 | | | | | 10 | | | | | | 250 | 10 | | | | | | 250 | 10 | | | | | | 250 |
Preference Shares, Series 9 | | | | | 11 | | | | | | 275 | 11 | | | | | | 275 | 11 | | | | | | 275 |
Preference Shares, Series 11 | | | | | 20 | | | | | | 500 | 20 | | | | | | 500 | 20 | | | | | | 500 |
Preference Shares, Series 13 | | | | | 14 | | | | | | 350 | 14 | | | | | | 350 | 14 | | | | | | 350 |
Preference Shares, Series 15 | | | | | 11 | | | | | | 275 | 11 | | | | | | 275 | 11 | | | | | | 275 |
Preference Shares, Series 17 | | | | | 30 | | | | | | 750 | 30 | | | | | | 750 | 30 | | | | | | 750 |
Preference Shares, Series 19 | | | | | 20 | | | | | | 500 | 20 | | | | | | 500 | 20 | | | | | | 500 |
Issuance costs | | | | | | | (155) | | | | | | | (155) | | | | | | | (155) |
Balance at end of year | | | | | | | 7,747 | | | | | | | 7,747 | | | | | | | 7,747 |
| | | | | | | 52 |
Characteristics of the preference shares are as fol ows: |
| | | Per Share Base | | Redemption and | Right to |
| | | Redemption | | Conversion | Convert |
| Dividend Rate | Dividend1 | | Value2 | Option Date2,3 | Into3,4 |
(Canadian dol ars unless otherwise stated)Preference Shares, Series A |
| | | | | | | 5.50 % | $1.37500 | | $25 | | | | — | — |
Preference Shares, Series B | | | | | | | 3.42 % | $0.85360 | | $25 | June 1, 2022 | Series C |
| | | | | | | | | 3-month treasury bil |
Preference Shares, Series C5 | plus 2.40% | | — | $25 | June 1, 2022 | Series B |
Preference Shares, Series D | | | | | | | 4.46 % | $1.11500 | | $25 | March 1, 2023 | Series E |
Preference Shares, Series F | | | | | | | 4.69 % | $1.17224 | | $25 | June 1, 2023 | Series G |
Preference Shares, Series H | | | | | | | 4.38 % | $1.09400 | | $25 | September 1, 2023 | Series I |
Preference Shares, Series J | | | | | | | 4.89 % US$1.22160 | US$25 | June 1, 2022 | Series K |
Preference Shares, Series L | | | | | | | 4.96 % US$1.23972 | US$25 | September 1, 2022 | Series M |
Preference Shares, Series N | | | | | | | 5.09 % | $1.27152 | | $25 | December 1, 2023 | Series O |
Preference Shares, Series P | | | | | | | 4.38 % | $1.09476 | | $25 | March 1, 2024 | Series Q |
Preference Shares, Series R | | | | | | | 4.07 % | $1.01825 | | $25 | June 1, 2024 | Series S |
Preference Shares, Series 1 | | | | | | | 5.95 % US$1.48728 | US$25 | June 1, 2023 | Series 2 |
Preference Shares, Series 3 | | | | | | | 3.74 % | $0.93425 | | $25 | September 1, 2024 | Series 4 |
Preference Shares, Series 5 | | | | | | | 5.38 % US$1.34383 | US$25 | March 1, 2024 | Series 6 |
Preference Shares, Series 7 | | | | | | | 4.45 % | $1.11224 | | $25 | March 1, 2024 | Series 8 |
Preference Shares, Series 9 | | | | | | | 4.10 % | $1.02424 | | $25 | December 1, 2024 | Series 10 |
Preference Shares, Series 11 | | | | | | | 3.94 % | $0.98452 | | $25 | March 1, 2025 | Series 12 |
Preference Shares, Series 13 | | | | | | | 3.04 % | $0.76076 | | $25 | June 1, 2025 | Series 14 |
Preference Shares, Series 15 | | | | | | | 2.98 % | $0.74576 | | $25 | September 1, 2025 | Series 16 |
Preference Shares, Series 17 | | | | | | | 5.15 % | $1.28750 | | $25 | March 1, 2022 | Series 18 |
Preference Shares, Series 19 | | | | | | | 4.90 % | $1.22500 | | $25 | March 1, 2023 | Series 20 |
1 The holder is entitled to receive a fixed, cumulative, quarterly preferential dividend, as declared by the Board of Directors. With |
the exception of Series A and Series C Preference Shares, such fixed dividend rate resets every five years beginning on the initial redemption and conversion option date. The Series 17 and Series 19 Preference Shares contain a feature where the fixed dividend rate, when reset every five years, wil not be less than 5.15% and 4.90%, respectively. No other series of Preference Shares has this feature. |
2 Series A Preference Shares may be redeemed any time at our option. For al other series of Preference Shares, we may at our |
option, redeem al or a portion of the outstanding Preference Shares for the Base Redemption Value per share plus al accrued and unpaid dividends on the Redemption Option Date and on every fifth anniversary thereafter. |
3 The holder wil have the right, subject to certain conditions, to convert their shares into Cumulative Redeemable Preference |
Shares of a specified series on a one-for-one basis on the Conversion Option Date and every fifth anniversary thereafter at an ascribed issue price equal to the Base Redemption Value. |
4 With the exception of Series A Preference Shares, after the redemption and conversion option dates, holders may elect to receive |
quarterly floating rate cumulative dividends per share at a rate equal to: $25 x (number of days in quarter/number of days in a year) x three-month Government of Canada treasury bil rate + 2.4% (Series C), 2.4% (Series E), 2.5% (Series G), 2.1% (Series I), 2.7% (Series O), 2.5% (Series Q), 2.5% (Series S), 2.4% (Series 4), 2.6% (Series 8), 2.7% (Series 10), 2.6% (Series 12), 2.7% (Series 14), 2.7% (Series 16), 4.1% (Series 18) or 3.2% (Series 20); or US$25 x (number of days in quarter/number of days in a year) x three-month US Government treasury bil rate + 3.1% (Series K), 3.2% (Series M), 3.1% (Series 2) or 2.8% (Series 6). |
5 The floating quarterly dividend amount for the Series C Preference Shares was increased to $0.15501 from $0.15349 on March 1, |
2021, was increased to $0.15753 from $0.15501 on June 1, 2021, was increased to $0.16081 from $0.15753 on September 1, 2021 and was decreased to $0.15719 from $0.16081 on December 1, 2021, due to reset on a quarterly basis fol owing the issuance thereof. |
PREFERENCE SHARE REDEMPTIONWe intend to exercise our right to redeem al of our outstanding cumulative redeemable minimum rate reset preference shares, Series 17, on March 1, 2022 at a price of $25 per Series 17 share, together with al accrued and unpaid dividends, if any. |
| | 53 |
SHAREHOLDER RIGHTS PLANThe Shareholder Rights Plan is designed to encourage the fair treatment of our shareholders in connection with any takeover offer. Rights issued under the plan become exercisable when a person and any related parties acquires or announces its intention to acquire 20% or more of our outstanding common shares without complying with certain provisions set out in the plan or without approval of our Board of Directors. Should such an acquisition occur, each rights holder, other than the acquiring person and related parties, wil have the right to purchase our common shares at a 50% discount to the market price at that time. |
22. STOCK OPTION AND STOCK UNIT PLANS |
We maintain three long-term incentive compensation plans: the ISO Plan, the PSU Plan and the RSU Plan. Total stock-based compensation expense recorded for the years ended December 31, 2021, 2020 and 2019 was $157 mil ion, $145 mil ion and $117 mil ion, respectively. Disclosure of activity and assumptions for material stock-based compensation plans are included below. INCENTIVE STOCK OPTIONSCertain key employees are granted ISOs to purchase common shares at the grant date market price. ISOs vest in equal annual instal ments over a four-year period and expire 10 years after the issue date. |
| | | Weighted |
| | Weighted | Average |
| | Average | Remaining | Aggregate |
| | Exercise | Contractual | Intrinsic |
December 31, 2021 | Number | Price | Life (years) | | Value |
(options in thousands; intrinsic value in mil ions of Canadian |
dol ars; weighted average exercise price in Canadian dol ars) |
| | | | | | | | 35,494 | 48.65 |
Options outstanding at beginning of year |
| | | | | | | | 4,072 | 43.86 |
Options granted |
| | | | | | | Options exercised1 | | (4,142) | 41.85 |
| | | | | | |
Options cancel ed or expired | | (1,407) | 50.74 |
| | | | | | |
Options outstanding at end of year | | 34,017 | 49.28 | | | | | 5.7 | 128 |
Options vested at end of year2 | | 22,029 | 49.84 | | | | | 4.5 | 64 |
1 The total intrinsic value of ISOs exercised during the years ended December 31, 2021, 2020 and 2019 was $24 mil ion, $13 |
mil ion and $58 mil ion, respectively, and cash received on exercise was $2 mil ion, $4 mil ion and $1 mil ion, respectively. |
2 The total fair value of ISOs exercised during the years ended December 31, 2021, 2020 and 2019 was $25 mil ion, $30 mil ion |
and $32 mil ion, respectively. |
| | | | | | | | 54 |
Weighted average assumptions used to determine the fair value of ISOs granted using the Black-Scholes-Merton option pricing model are as fol ows: |
Year ended December 31, | 2021 | 2020 | 2019 |
Fair value per option (Canadian dol ars)1 | | | | | 4.10 | 4.01 | 4.37 |
Valuation assumptions |
Expected option term (years)2 | 6 | 6 | 5 |
Expected volatility3 | 25.5 % | 18.3 % | 19.9 % |
Expected dividend yield4 | 7.6 % | 5.9 % | 6.1 % |
Risk-free interest rate5 | 0.7 % | 1.3 % | 2.0 % |
1 Options granted to US employees are based on NYSE prices. The option value and assumptions shown are based on a weighted |
average of the US and the Canadian options. The fair values per option for the years ended December 31, 2021, 2020 and 2019 were $3.91, $3.75 and $4.04, respectively, for Canadian employees and US$3.65, US$3.62 and US$4.09, respectively, for US employees. |
2 The expected option term is six years based on historical exercise practice and five years for retirement eligible employees.3 Expected volatility is determined with reference to historic daily share price volatility and consideration of the implied volatility |
observable in cal option values near the grant date. |
4 The expected dividend yield is the current annual dividend at the grant date divided by the current stock price.5 The risk-free interest rate is based on the Government of Canada’s Canadian Bond Yields and the US Treasury Bond Yields. |
Compensation expense recorded for the years ended December 31, 2021, 2020 and 2019 for ISOs was $16 mil ion, $24 mil ion and $32 mil ion, respectively. As at December 31, 2021, unrecognized compensation expense related to non-vested stock-based compensation arrangements granted under the ISO Plan was $11 mil ion. The expense is expected to be ful y recognized over a weighted average period of approximately two years. PERFORMANCE STOCK UNITSUnder PSU awards for certain key employees, cash awards are paid fol owing a three-year performance cycle. Awards are calculated by multiplying the number of units outstanding at the end of the performance period by Enbridge's weighted average share price for 20 days prior to the maturity of the grant and by a performance multiplier. The performance multiplier ranges from zero, if our performance fails to meet threshold performance levels, to a maximum of two if we perform within the highest range of the performance targets. The performance multiplier is derived through a calculation of our Total Shareholder Return percentile rank, in each case relative to a specified peer group of companies and our distributable cash flow per share, adjusted for unusual, non-operating or non-recurring items, relative to targets established at the time of grant. To calculate the 2021 expense, a multiplier of 0.5 was used for 2021 PSU grants, 0.5 for 2020 PSU grants and 1.3 for the 2019 PSU grants. |
| Weighted |
| Average |
| Remaining | | | | Aggregate |
| Contractual | | Intrinsic |
December 31, 2021 | | | | Number | Life (years) | | Value |
(units in thousands; intrinsic value in mil ions of Canadian dol ars) |
| | | | | | | | 3,056 |
Units outstanding at beginning of year |
Units granted | | | | | | | | 1,895 |
Units cancel ed | | | | | | | | (76) |
Units matured1 | | | | | | | | (1,664) |
Dividend reinvestment | | | | | | | | 218 |
Units outstanding at end of year | | | | | | | | 3,429 | 1.1 | 181 |
1 The total amount paid during the years ended December 31, 2021, 2020 and 2019 for PSUs was $70 mil ion, $14 mil ion and $19 |
mil ion, respectively. |
|
| | | | | | | | 55 |
Compensation expense recorded for the years ended December 31, 2021, 2020 and 2019 for PSUs was $56 mil ion, $76 mil ion and $40 mil ion, respectively. As at December 31, 2021, unrecognized compensation expense related to non-vested PSUs was $31 mil ion. The expense is expected to be ful y recognized over a weighted average period of approximately two years. |
RESTRICTED STOCK UNITSUnder RSU awards, cash awards are paid to certain of our employees vesting in equal instal ments on each of the first, second and third anniversaries of the grant date. Share settled awards are given to certain senior management employees fol owing a three year maturity period. RSU holders receive cash or shares equal to our weighted average share price for 20 days prior to the maturity of the grant multiplied by the units outstanding on the maturity date. |
| | Weighted |
| | Average |
| | Remaining | Aggregate |
| | Contractual | Intrinsic |
December 31, 2021 | Number | Life (years) | | Value |
(units in thousands; intrinsic value in mil ions of Canadian dol ars)Units outstanding at beginning of year |
| | 2,453 |
| | | | | | Units granted | | 1,514 |
| | | | | | Units cancel ed | | (75) |
| | | | | | Units matured1 | (1,433) |
| | | | | | Dividend reinvestment | | 246 |
| | | | | |
Units outstanding at end of year | | 2,705 | | | | | 1.1 | 129 |
1 The total amount paid during the years ended December 31, 2021, 2020 and 2019 for RSUs was $72 mil ion, $27 mil ion and $34 |
mil ion, respectively. |
Compensation expense recorded for the years ended December 31, 2021, 2020 and 2019 for RSUs was $85 mil ion, $44 mil ion and $41 mil ion, respectively. As at December 31, 2021, unrecognized compensation expense related to non-vested RSUs was $62 mil ion. The expense is expected to be ful y recognized over a weighted average period of approximately two years. |
| | | | | | | 56 |
23. COMPONENTS OF ACCUMULATED OTHER COMPREHENSIVE |
| INCOME/(LOSS) |
Changes in AOCI attributable to our common shareholders for the years ended December 31, 2021, 2020 and 2019 are as fol ows: |
| | | Excluded | | | | Pension |
| | Cash | Components | Net | Cumulative | | | and |
| | Flow | of Fair Value | | Investment | Translation | | Equity | OPEB |
| | Hedges | Hedges | Hedges | Adjustment | | Investees | Adjustment | Total |
(mil ions of Canadian dol ars) |
| | | | | | | | | | | | | | |
Balance at January 1, 2021 | | (1,326) | | | 5 | (215) | | | | | 568 | 66 | (499) (1,401) |
Other comprehensive income/(loss) |
retained in AOCI | | | 238 | | | (5) | 49 | | | | | (492) | (12) | 520 | 298 |
Other comprehensive (income)/loss |
reclassified to earnings |
| | | | | | | | | | | | | | | Interest rate contracts1 | | | 296 | | | — | — | | | | | — | — | — | 296 |
Commodity contracts2 | | | 1 | | | — | — | | | | | — | — | — | 1 |
Foreign exchange contracts3 | | | 5 | | | — | — | | | | | — | — | — | 5 |
Other contracts4 | | | 2 | | | — | — | | | | | — | — | — | 2 |
Equity investment disposal | | | — | | | — | — | | | | | — | (66) | — | (66) |
Amortization of pension and OPEB |
| actuarial loss and prior service costs5 | — | | | — | — | | | | | — | — | 28 | 28 |
Other | | | 17 | | | — | — | | | | | (20) | 3 | — | — |
| | | 559 | | | (5) | 49 | | | | | (512) | (75) | 548 | 564 |
Tax impact | | | | | | | | | | |
| | | | | | | | | | | |
Income tax on amounts retained in |
| AOCI | | (61) | | | — | — | | | | | — | — | (126) | (187) |
Income tax on amounts reclassified to |
| earnings | | (69) | | | — | — | | | | | — | 4 | | | | (7) | (72) |
| | | (130) | | | — | — | | | | | — | 4 | (133) | (259) |
Balance at December 31, 2021 | | | (897) | | | — | (166) | | | | | 56 | (5) | (84) (1,096) |
| | | Excluded | | | | Pension |
| | Cash | Components | Net | Cumulative | | | and |
| | Flow | of Fair Value | | Investment | Translation | | Equity | OPEB |
| | Hedges | Hedges | Hedges | Adjustment | | Investees | Adjustment | Total |
(mil ions of Canadian dol ars) |
Balance at January 1, 2020 | | (1,073) | | | — | (317) | | | | | | | 1,396 | 67 | (345) | (272) |
Other comprehensive income/(loss) |
retained in AOCI | | | (591) | | | 5 | 115 | | | | | (828) | (2) | (221) (1,522) |
Other comprehensive (income)/loss |
reclassified to earningsInterest rate contracts1 |
| | | 253 | | | — | — | | | | | — | — | — | 253 |
Foreign exchange contracts3 | | | 5 | | | — | — | | | | | — | — | — | 5 |
Other contracts4 | | | (2) | | | — | — | | | | | — | — | — | (2) |
Amortization of pension and OPEB |
| actuarial loss and prior service costs5 | — | | | — | — | | | | | — | — | 17 | 17 |
| | | (335) | | | 5 | 115 | | | | | (828) | (2) | (204) (1,249) |
Tax impact |
Income tax on amounts retained in |
| AOCI | | 140 | | | — | (13) | | | | | — | 1 | 54 | 182 |
Income tax on amounts reclassified to |
| earnings | | (58) | | | — | — | | | | | — | — | | | | (4) | (62) |
| | | 82 | | | — | (13) | | | | | — | 1 | 50 | 120 |
Balance at December 31, 2020 | | (1,326) | | | 5 | (215) | | | | | 568 | 66 | (499) (1,401) |
|
| | | 57 |
| Net | | Cumulative | | Pension and |
Cash Flow | | Investment | Translation | Equity | | OPEB |
HedgesHedgesAdjustmentInvesteesAdjustmentTotal |
| | | | | | | | (mil ions of Canadian dol ars) |
| | | | | | | | Balance at January 1, 2019 | | | | | | | | | | (770) | (598) | | 4,323 | 34 | | (317) | 2,672 |
| | | | | | | | Other comprehensive income/(loss) retained |
| | | | | | | | in AOCI | | | | | | | | | | (599) | 320 | | (2,927) | 34 | | (124) | (3,296) |
| | | | | | | | Other comprehensive (income)/loss |
| | | | | | | | reclassified to earningsInterest rate contracts1 |
| | | | | | | | | 157 | — | | | | | | | | | — | — | | — | 157 |
| | | | | | | | Commodity contracts2 | | | (1) | — | | | | | | | | | — | — | | — | (1) |
| | | | | | | | Foreign exchange contracts3 | | | 5 | — | | | | | | | | | — | — | | — | 5 |
| | | | | | | | Other contracts4 | | | (3) | — | | | | | | | | | — | — | | — | (3) |
| | | | | | | | Amortization of pension and OPEB |
| | | | | | | | actuarial loss and prior service costs5 | | | — | — | | | | | | | | | — | — | | 17 | 17 |
| | | | | | | | | (441) | 320 | | (2,927) | 34 | | (107) | (3,121) |
| | | | | | | | Tax impact |
| | | | | | | | Income tax on amounts retained in AOCI | | | | | | | | | | 169 | (39) | | | | | | | | | — | 6 | | 28 | 164 |
| | | | | | | | Income tax on amounts reclassified to |
| | | | | | | | earnings | | | | | | | | | | (31) | — | | | | | | | | | — | — | | (4) | (35) |
| | | | | | | | | 138 | (39) | | | | | | | | | — | 6 | | 24 | 129 |
| | | | | | | | Other | | | — | — | | | | | | | | | — | (7) | | 55 | 48 |
| | | | | | | | Balance at December 31, 2019 | | (1,073) | (317) | | 1,396 | 67 | | (345) | (272) |
| | | | | | | | 1 Reported within Interest expense in the Consolidated Statements of Earnings.2 Reported within Transportation and other services revenue, Commodity sales revenue, Commodity costs and Operating and |
| | | | | | | | administrative expense in the Consolidated Statements of Earnings. |
| | | | | | | | 3 Reported within Transportation and other services revenue and Net foreign currency gain in the Consolidated Statements of |
| | | | | | | | Earnings. |
| | | | | | | | 4 Reported within Operating and administrative expense in the Consolidated Statements of Earnings.5 These components are included in the computation of net benefit costs and are reported within Other income/(expense) in the |
| | | | | | | | Consolidated Statements of Earnings. |
| | | | | | | | 24. RISK MANAGEMENT AND FINANCIAL INSTRUMENTS MARKET RISKOur earnings, cash flows and OCI are subject to movements in foreign exchange rates, interest rates, commodity prices and our share price (col ectively, market risks). Formal risk management policies, processes and systems have been designed to mitigate these risks. The fol owing summarizes the types of market risks to which we are exposed and the risk management instruments used to mitigate them. We use a combination of qualifying and non-qualifying derivative instruments to manage the risks noted below. Foreign Exchange RiskWe generate certain revenues, incur expenses and hold a number of investments and subsidiaries that are denominated in currencies other than Canadian dol ars. As a result, our earnings, cash flows and OCI are exposed to fluctuations resulting from foreign exchange rate variability. We employ financial derivative instruments to hedge foreign currency denominated earnings exposure. A combination of qualifying and non-qualifying derivative instruments is used to hedge anticipated foreign currency denominated revenues and expenses and to manage variability in cash flows. We hedge certain net investments in US dol ar denominated investments and subsidiaries using foreign currency derivatives and US dol ar denominated debt. |
| 58 |
The fol owing table summarizes the maturity and notional principal or quantity outstanding related to our derivative instruments. |
| 2021 | 2020 |
As at December 31, | | | 2022 | 2023 | 2024 | | | | 2025 | 2026 Thereafter | Total | Total |
Foreign exchange contracts - US |
dol ar forwards - purchase |
(mil ions of US dol ars) | | | | 2,508 | — | — | | | | — | — | | — | 2,508 | 3,522 |
Foreign exchange contracts - US |
dol ar forwards - sel (mil ions of |
US dol ars) | | | | 9,245 | 5,596 | 4,346 | | | | 3,174 | 2,574 | | 492 | 25,427 | 17,859 |
Foreign exchange contracts - |
British pound (GBP) forwards - |
sel (mil ions of GBP) | | | | 28 | 29 | 30 | | | | 30 | 28 | | 32 | | 177 | | 265 |
Foreign exchange contracts - Euro |
forwards - sel (mil ions of Euro) | | | | 104 | 92 | 91 | | | | 86 | 85 | | 343 | | 801 | | 885 |
Foreign exchange contracts - |
Japanese yen forwards - |
purchase (mil ions of yen) | | | 72,500 | — | — | | | | — | — | | — | 72,500 | 72,500 |
Interest rate contracts - short-term |
pay fixed rate (mil ions of |
Canadian dol ars) | | | | 395 | 47 | 35 | | | | 30 | 26 | | 64 | | 597 | 4,635 |
Interest rate contracts - long-term |
pay fixed rate (mil ions of |
Canadian dol ars) | | | | 2,363 | 1,784 | 1,132 | | | | — | — | | — | 5,279 | 5,396 |
Equity contracts (mil ions of |
Canadian dol ars) | | | | 20 | 26 | 21 | | | | — | — | | — | | 67 | | 62 |
Commodity contracts - natural gas |
(bil ions of cubic feet) | | | | 165 | 18 | 5 | | | | 11 | — | | — | | 199 | | 173 |
Commodity contracts - crude oil |
(mil ions of barrels) | | | | 12 | — | — | | | | — | — | | — | | 12 | | 15 |
Commodity contracts - power |
| | 1 | | | | | | | 1 |
(megawatt per hour (MW/H) | | | | (43) | (43) | (43) | | | | (43) | — | | — | | (43) | | (35) |
1 Total is an average net purchase/(sel ) of power. |
| 62 |
The Effect of Derivative Instruments on the Statements of Earnings and Comprehensive Income |
The fol owing table presents the effect of cash flow hedges and net investment hedges on our consolidated earnings and consolidated comprehensive income, before the effect of income taxes: |
| 2021 | 2020 | 2019 |
|
(mil ions of Canadian dol ars) |
| | | | | | |
Amount of unrealized gain/(loss) recognized in OCI |
| | | | | | |
Cash flow hedges |
| | | | | | | | | (29) | (1) | (19) |
| | | | | | | Foreign exchange contracts |
| | | | | | | Interest rate contracts | | 252 | (595) | (559) |
| | | | | | | Commodity contracts | | (28) | 2 | (25) |
| | | | | | | Other contracts | | 1 | (3) | 10 |
Fair value hedges |
| | | | | | | Foreign exchange contracts | | (5) | 5 | — |
Net investment hedges |
| | | | | | | | | — | 13 | 2 |
| | | | | | | Foreign exchange contracts |
| | | | | | | | | 191 | (579) | (591) |
Amount of (gain)/loss reclassified from AOCI to earnings |
| | | | | | | Foreign exchange contracts1 | | 5 | 5 | 5 |
| | | | | | | Interest rate contracts2 | | 296 | 253 | 157 |
| | | | | | | Commodity contracts3 | | 1 | — | (1) |
| | | | | | | Other contracts4 | | 2 | (2) | (3) |
| | | | | | | | | 304 | 256 | 158 |
|
1 Reported within Transportation and other services revenues and Net foreign currency gain/(loss) in the Consolidated Statements |
of Earnings. |
2 Reported within Interest expense in the Consolidated Statements of Earnings. 3 Reported within Transportation and other services revenue, Commodity sales revenues, Commodity costs and Operating and |
administrative expense in the Consolidated Statements of Earnings. |
4 Reported within Operating and administrative expenses in the Consolidated Statements of Earnings. We estimate that a loss of $47 mil ion from AOCI related to cash flow hedges wil be reclassified to earnings in the next 12 months. Actual amounts reclassified to earnings depend on the foreign exchange rates, interest rates and commodity prices in effect when derivative contracts that are currently outstanding mature. For al forecasted transactions, the maximum term over which we are hedging exposures to the variability of cash flows is 36 months as at December 31, 2021. |
Fair Value DerivativesFor interest rate derivative instruments that are designated and qualify as fair value hedges, the gain or loss on the derivative as wel as the offsetting loss or gain on the hedged item attributable to the hedged risk is included in Interest expense in the Consolidated Statements of Earnings. |
Year ended December 31, | | 2021 | 2020 |
(mil ions of Canadian dol ars)Unrealized gain/(loss) on derivative |
| | | | | 8 | (116) |
Unrealized gain/(loss) on hedged item | | | | | (15) | 133 |
Realized loss on derivative | | | | | (41) | (12) |
Realized gain on hedged item | | | | | 45 | — |
| | | | | | | | | 63 |
Non-Qualifying DerivativesThe fol owing table presents the unrealized gains and losses associated with changes in the fair value of our non-qualifying derivatives: |
Year ended December 31, | 2021 | 2020 | 2019 |
(mil ions of Canadian dol ars) |
| | | | | | | Foreign exchange contracts1 | | | | | | | | 92 | 902 | 1,626 |
Interest rate contracts2 | | | | | | | | 2 | (25) | 178 |
Commodity contracts3 | | | | | | | | 71 | (114) | (62) |
Other contracts4 | | | | | | | | 8 | (7) | 9 |
Total unrealized derivative fair value gain/(loss), net | | | | | | | | 173 | 756 | 1,751 |
1 For the respective annual periods, reported within Transportation and other services revenue (2021 - $98 mil ion gain; 2020 - |
$533 mil ion gain; 2019 - $930 mil ion gain) and Net foreign currency gain/(loss) (2021 - $6 mil ion loss; 2020 - $369 mil ion gain; 2019 - $696 mil ion gain) in the Consolidated Statements of Earnings. |
2 Reported as an increase within Interest expense in the Consolidated Statements of Earnings.3 For the respective annual periods, reported within Transportation and other services revenue (2021 - $9 mil ion gain; 2020 - $2 |
mil ion loss; 2019 - $26 mil ion loss), Commodity sales (2021 - $160 mil ion gain; 2020 - $321 mil ion loss; 2019 - $544 mil ion loss), Commodity costs (2021 - $105 mil ion loss; 2020 - $207 mil ion gain; 2019 - $459 mil ion gain) and Operating and administrative expense (2021 - $7 mil ion gain; 2020 - $2 mil ion gain; 2019 - $49 mil ion gain) in the Consolidated Statements of Earnings. |
4 Reported within Operating and administrative expense in the Consolidated Statements of Earnings. LIQUIDITY RISKLiquidity risk is the risk that we wil not be able to meet our financial obligations, including commitments and guarantees, as they become due. In order to mitigate this risk, we forecast cash requirements over a 12-month rol ing time period to determine whether sufficient funds wil be available and maintain substantial capacity under our committed bank lines of credit to address any contingencies. Our primary sources of liquidity and capital resources are funds generated from operations, the issuance of commercial paper and draws under committed credit facilities and long-term debt, which includes debentures and medium-term notes. We also maintain current shelf prospectuses with securities regulators which enables ready access to either the Canadian or US public capital markets, subject to market conditions. In addition, we maintain sufficient liquidity through committed credit facilities with a diversified group of banks and institutions which, if necessary, enables us to fund al anticipated requirements for approximately one year without accessing the capital markets. We are in compliance with al the terms and conditions of our committed credit facility agreements and term debt indentures as at December 31, 2021. As a result, al credit facilities are available to us and the banks are obligated to fund and have been funding us under the terms of the facilities. |
CREDIT RISKEntering into derivative instruments may result in exposure to credit risk from the possibility that a counterparty wil default on its contractual obligations. In order to mitigate this risk, we enter into risk management transactions primarily with institutions that possess strong investment grade credit ratings. Credit risk relating to derivative counterparties is mitigated through maintenance and monitoring of credit exposure limits and contractual requirements, netting arrangements, and ongoing monitoring of counterparty credit exposure using external credit rating services and other analytical tools. |
| | | | | | | | 64 |
We have credit concentrations and credit exposure, with respect to derivative instruments, in the fol owing counterparty segments: |
December 31, | 2021 | 2020 |
(mil ions of Canadian dol ars) |
| | | | | Canadian financial institutions | | | | | | 424 | 481 |
US financial institutions | | | | | | 130 | 99 |
European financial institutions | | | | | | 181 | 28 |
Asian financial institutions | | | | | | 30 | 167 |
Other1 | | | | | | 122 | 97 |
| | | | | | 887 | 872 |
|
1 Other is comprised of commodity clearing house and physical natural gas and crude oil counterparties. As at December 31, 2021, we provided letters of credit totaling nil in lieu of providing cash col ateral to our counterparties pursuant to the terms of the relevant International Swaps and Derivatives Association agreements. We held no cash col ateral on derivative asset exposures as at December 31, 2021 and December 31, 2020. Gross derivative balances have been presented without the effects of col ateral posted. Derivative assets are adjusted for non-performance risk of our counterparties using their credit default swap spread rates, and are reflected at fair value. For derivative liabilities, our non-performance risk is considered in the valuation. Credit risk also arises from trade and other long-term receivables, and is mitigated through credit exposure limits and contractual requirements, assessment of credit ratings and netting arrangements. Within Enbridge Gas, credit risk is mitigated by the utilities' large and diversified customer base and the ability to recover an estimate for doubtful accounts through the ratemaking process. We actively monitor the financial strength of large industrial customers and, in select cases, have obtained additional security to minimize the risk of default on receivables. General y, we classify and provide for receivables older than 30 days as past due. The maximum exposure to credit risk related to non-derivative financial assets is their carrying value. FAIR VALUE MEASUREMENTSOur financial assets and liabilities measured at fair value on a recurring basis include derivative instruments. We also disclose the fair value of other financial instruments not measured at fair value. The fair value of financial instruments reflects our best estimates of market value based on general y accepted valuation techniques or models and is supported by observable market prices and rates. When such values are not available, we use discounted cash flow analysis from applicable yield curves based on observable market inputs to estimate fair value. FAIR VALUE OF FINANCIAL INSTRUMENTSWe categorize our derivative instruments measured at fair value into one of three different levels depending on the observability of the inputs employed in the measurement. Level 1Level 1 includes derivatives measured at fair value based on unadjusted quoted prices for identical assets and liabilities in active markets that are accessible at the measurement date. An active market for a derivative is considered to be a market where transactions occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Our Level 1 instruments consist primarily of exchange traded derivatives used to mitigate the risk of crude oil price fluctuations. |
| | | | | | 65 |
Level 2Level 2 includes derivative valuations determined using directly or indirectly observable inputs other than quoted prices included within Level 1. Derivatives in this category are valued using models or other industry standard valuation techniques derived from observable market data. Such valuation techniques include inputs such as quoted forward prices, time value, volatility factors and broker quotes that can be observed or corroborated in the market for the entire duration of the derivative. Derivatives valued using Level 2 inputs include non-exchange traded derivatives such as over-the-counter foreign exchange forward and cross currency swap contracts, interest rate swaps, physical forward commodity contracts, as wel as commodity swaps for which observable inputs can be obtained. |
We have also categorized the fair value of our held to maturity preferred share investment and long-term debt as Level 2. The fair value of our held to maturity preferred share investment is primarily based on the yield of certain Government of Canada bonds. The fair value of our long-term debt is based on quoted market prices for instruments of similar yield, credit risk and tenor. Level 3Level 3 includes derivative valuations based on inputs which are less observable, unavailable or where the observable data does not support a significant portion of the derivatives’ fair value. General y, Level 3 derivatives are longer dated transactions, occur in less active markets, occur at locations where pricing information is not available or have no binding broker quote to support Level 2 classification. We have developed methodologies, benchmarked against industry standards, to determine fair value for these derivatives based on extrapolation of observable future prices and rates. Derivatives valued using Level 3 inputs primarily include long-dated derivative power contracts and NGL and natural gas contracts, basis swaps, commodity swaps, power and energy swaps, as wel as physical forward commodity contracts. We do not have any other financial instruments categorized in Level 3. |
We use the most observable inputs available to estimate the fair value of our derivatives. When possible, we estimate the fair value of our derivatives based on quoted market prices. If quoted market prices are not available, we use estimates from third party brokers. For non-exchange traded derivatives classified in Levels 2 and 3, we use standard valuation techniques to calculate the estimated fair value. These methods include discounted cash flows for forwards and swaps and Black-Scholes-Merton pricing models for options. Depending on the type of derivative and nature of the underlying risk, we use observable market prices (interest, foreign exchange, commodity and share price) and volatility as primary inputs to these valuation techniques. Final y, we consider our own credit default swap spread as wel as the credit default swap spreads associated with our counterparties in our estimation of fair value. |
| 66 |
| | | | Total Gross |
| | | | Derivative |
December 31, 2020 | Level 1 | Level 2 | Level 3 | Instruments |
(mil ions of Canadian dol ars) | | | | | | | | | | |
Financial assets |
| | | | | | | | | | |
Current derivative assets |
| | | | | | | | | | |
Foreign exchange contracts | | | | | | | | | — | 180 | — | | | | 180 |
Interest rate contracts | | | | | | | | | — | — | — | | | | — |
Commodity contracts | | | | | | | | | 43 | 33 | 67 | | | | 143 |
Other contracts | | | | | | | | | — | — | — | | | | — |
| | | | | | | | | 43 | 213 | 67 | | | | 323 |
Long-term derivative assets | | | | | | | |
Foreign exchange contracts | | | | | | | | | — | 466 | — | | | | 466 |
Interest rate contracts | | | | | | | | | — | 56 | — | | | | 56 |
Commodity contracts | | | | | | | | | 1 | 24 | 14 | | | | 39 |
Other contracts | | | | | | | | | — | — | — | | | | — |
| | | | | | | | | 1 | 546 | 14 | | | | 561 |
Financial liabilities | | | | | | | |
Current derivative liabilities | | | | | | | |
Foreign exchange contracts | | | | | | | | | — | (185) | — | | | | (185) |
Interest rate contracts | | | | | | | | | — | (425) | — | | | | (425) |
Commodity contracts | | | | | | | | | (39) | (18) | (223) | | | | (280) |
Other contracts | | | | | | | | | — | (4) | — | | | | (4) |
| | | | | | | | | (39) | (632) | (223) | | | | (894) |
Long-term derivative liabilities | | | | | | | |
Foreign exchange contracts | | | | | | | | | — | (760) | — | | | | (760) |
Interest rate contracts | | | | | | | | | — | (241) | — | | | | (241) |
Commodity contracts | | | | | | | | | (1) | (8) | (49) | | | | (58) |
Other contracts | | | | | | | | | — | — | — | | | | — |
| | | | | | | | | (1) | (1,009) | (49) | (1,059) |
Total net financial asset/(liability) | | | | | | | |
Foreign exchange contracts | | | | | | | | | — | (299) | — | | | | (299) |
Interest rate contracts | | | | | | | | | — | (610) | — | | | | (610) |
Commodity contracts | | | | | | | | | 4 | 31 | (191) | | | | (156) |
Other contracts | | | | | | | | | — | (4) | — | | | | (4) |
| | | | | | | | | 4 | (882) | (191) | (1,069) |
The significant unobservable inputs used in the fair value measurement of Level 3 derivative instruments were as fol ows: |
| Minimum | Maximum | Weighted | Unit of |
December 31, 2021 | | | | | | | | | Fair Value | Unobservable Input | Price | Price | | | | Average Price | Measurement |
(fair value in mil ions of |
Canadian dol ars) |
| | | | | | | | | | | | | | | | | | | | Commodity contracts - |
financial1 |
| | | | | | | | | | | | | | | | | |
Natural gas | | | | | | | | | | | (19) | Forward gas price | 3.12 | 9.05 | 4.49 | $/mmbtu2 |
Crude | | | | | | | | | | | 3 | Forward crude price | 76.02 | 98.99 | 91.73 | $/barrel |
Power | | | | | | | | | | | (60) | Forward power price | 31.00 | 125.13 | 76.23 | $/MW/H |
Commodity contracts - |
physical1 |
| | | | | | | | | | | | | | | | | | | |
Natural gas | | | | | | | | | | | (56) | Forward gas price | 2.65 | 9.25 | 4.63 | $/mmbtu2 |
Crude | | | | | | | | | | | 24 | Forward crude price | 68.66 | 97.00 | 87.97 | $/barrel |
| | | | | | | | | | (108) |
|
| | | | | | | | | | | | | | | | | | | |
1 Financial and physical forward commodity contracts are valued using a market approach valuation technique.2 One mil ion British thermal units (mmbtu). |
| | | | | | | | | | | | 68 |
If adjusted, the significant unobservable inputs disclosed in the table above would have a direct impact on the fair value of our Level 3 derivative instruments. The significant unobservable inputs used in the fair value measurement of Level 3 derivative instruments include forward commodity prices, and for option contracts, price volatility. Changes in forward commodity prices could result in significantly different fair values for our Level 3 derivatives. Changes in price volatility would change the value of the option contracts. General y, a change in the estimate of forward commodity prices is unrelated to a change in the estimate of price volatility. |
Changes in net fair value of derivative assets and liabilities classified as Level 3 in the fair value hierarchy were as fol ows: |
Year ended December 31, | 2021 | 2020 |
(mil ions of Canadian dol ars) |
| | | | | | (191) | (69) |
Level 3 net derivative liability at beginning of period |
Total gain/(loss) |
| | | | | Included in earnings1 | | | | | | (39) | (123) |
Included in OCI | | | | | | (29) | 2 |
Settlements | | | | | | 151 | (1) |
Level 3 net derivative liability at end of period | | | | | | (108) | (191) |
1 Reported within Transportation and other services revenue, Commodity costs and Operating and administrative expenses in the |
Consolidated Statements of Earnings. |
There were no transfers into or out of Level 3 as at December 31, 2021 or 2020. |
NET INVESTMENT HEDGESWe have designated a portion of our US dol ar denominated debt, as wel as a portfolio of foreign exchange forward contracts, as a hedge of our net investment in US dol ar denominated investments and subsidiaries. During the years ended December 31, 2021 and 2020, we recognized unrealized foreign exchange gains of $49 mil ion and $117 mil ion, respectively, on the translation of US dol ar denominated debt and an unrealized gain on the change in fair value of our outstanding foreign exchange forward contracts of nil and $13 mil ion, respectively, in OCI. During the years ended December 31, 2021 and 2020, we recognized a realized loss of nil and $15 mil ion, respectively, in OCI associated with the settlement of foreign exchange forward contracts. No realized gains or losses associated with the settlement of US dol ar denominated debt that had matured during the period were recognized in OCI during the years ended December 31, 2021 and 2020. |
FAIR VALUE OF OTHER FINANCIAL INSTRUMENTSCertain long-term investments in other entities with no actively quoted prices are classified as FVMA investments and are recorded at cost less impairment. The carrying value of FVMA investments totaled $52 mil ion as at December 31, 2021 and 2020. |
We have Restricted long-term investments held in trust totaling $630 mil ion and $553 mil ion as at December 31, 2021 and 2020, respectively, which are recognized at fair value. As at December 31, 2021 and 2020, our long-term debt had a carrying value of $74.4 bil ion and $66.1 bil ion, respectively, before debt issuance costs and a fair value of $82.0 bil ion and $75.1 bil ion, respectively. We also have non-current notes receivable carried at book value and recorded in Deferred amounts and other assets in the Consolidated Statements of Financial Position. As at December 31, 2021 and 2020, the non-current notes receivable had a carrying value of $1.0 bil ion and $1.1 bil ion, respectively, which also approximates their fair value. |
| | | | | | 69 |
The fair value of other financial assets and liabilities other than derivative instruments, other long-term investments, restricted long-term investments and long-term debt approximate their cost due to the short period to maturity. |
25. INCOME TAXES |
INCOME TAX RATE RECONCILIATION |
Year ended December 31, | 2021 | 2020 | 2019 |
(mil ions of Canadian dol ars) |
| | | | | | |
Earnings before income taxes | 7,729 4,190 | | | | 7,535 |
Canadian federal statutory income tax rate | 15% | 15% | 15% |
Expected federal taxes at statutory rate | 1,159 | 629 | | | 1,130 |
Increase/(decrease) resulting from: | |
| | | | | | |
Provincial and state income taxes1 | 228 | 288 | | | | 415 |
Foreign and other statutory rate differentials2 | 134 | (53) | 129 |
Effects of rate-regulated accounting3 | (139) (145) | | (63) |
Foreign al owable interest deductions4 | — | | | | (4) | (29) |
Part VI.1 tax, net of federal Part I deduction5 | 73 | | | | 76 | | | | 78 |
US Minimum Tax6 | — | | | | 44 | | | | 67 |
Non-taxable portion of gain on sale of investment7 | (23) | — | | | | — |
Valuation al owance8 | 5 | | | | (6) | 26 |
Intercorporate investments9 | — | | | | — | | | | (14) |
Noncontrol ing interests | (17) | (8) | (13) |
Other | (5) | (47) | (18) |
Income tax expense | 1,415 | 774 | | | 1,708 |
Effective income tax rate | 18.3% | 18.5% | 22.7% |
1 The change in provincial and state income taxes from 2020 to 2021 reflects the 2020 impact of state tax apportionment and rate |
changes in both the US and Canada offset by the increase in earnings from US and Canadian operations in 2021. |
2 The change in foreign and other statutory rate differentials from 2020 to 2021 reflects the increase in earnings from US operations |
partial y offset by higher rate benefits from foreign operations. |
3 The amount in 2019 included the federal component of the tax benefit of the write-off of regulatory assets.4 The decrease in foreign al owable interest deductions from 2019 to 2021 was due to changes in the related loan portfolio.5 Part VI.1 tax is a tax levied on preferred share dividends paid in Canada.6 There was no US Minimum Tax in 2021 as a result of tax losses from bonus tax depreciation.7 The amount in 2021 relates to the federal impact of the gain on sale of the investment in Noverco.8 The increase in 2021 is due to the federal component of the tax effect of a valuation al owance on additional deferred tax assets |
that are not more likely than not to be realized. |
9 The amount in 2019 relates to the federal component of changes in assertions regarding the manner of recovery of intercorporate |
investments such that deferred tax related to outside basis temporary differences was required to be recorded for MATL. |
|
| | | | | | | 70 |
COMPONENTS OF PRETAX EARNINGS AND INCOME TAXES |
Year ended December 31, | 2021 | 2020 | 2019 |
(mil ions of Canadian dol ars) |
| | | | | | |
Earnings before income taxes |
| | | | | | |
Canada | | | | | | | | 3,399 | 2,789 | 3,560 |
US | | | | | | | | 3,336 | 407 | 3,115 |
Other | | | | | | | | 994 | 994 | 860 |
| | | | | | | | 7,729 | 4,190 | 7,535 |
|
Current income taxes |
| | | | | | |
Canada | | | | | | | | 162 | 165 | 347 |
US | | | | | | | | 80 | 64 | 107 |
Other | | | | | | | | 82 | 98 | 98 |
| | | | | | | | 324 | 327 | 552 |
|
Deferred income taxes |
| | | | | | |
Canada | | | | | | | | 344 | 378 | 490 |
US | | | | | | | | 741 | 66 | 672 |
Other | | | | | | | | 6 | 3 | (6) |
| | | | | | | | 1,091 | 447 | 1,156 |
|
Income tax expense | | | | | | | | 1,415 | 774 | 1,708 |
COMPONENTS OF DEFERRED INCOME TAXESDeferred income tax assets and liabilities are recognized for the future tax consequences of differences between carrying amounts of assets and liabilities and their respective tax bases. Major components of deferred income tax assets and liabilities are as fol ows: |
December 31, | | | | 2021 | 2020 |
(mil ions of Canadian dol ars) | | | |
Deferred income tax liabilities | | | |
Property, plant and equipment | | | | (8,721) | (7,786) |
Investments | | | | (6,097) | (4,649) |
Regulatory assets | | | | (1,245) | (1,156) |
Other | | | | (208) | (127) |
Total deferred income tax liabilities | | (16,271) | | (13,718) |
Deferred income tax assets | | | |
Financial instruments | | 315 | 518 |
Pension and OPEB plans | | 110 | 251 |
Loss carryforwards | | | | 3,081 | 2,005 |
Other | | | | 1,648 | 1,461 |
Total deferred income tax assets | | | | 5,154 | 4,235 |
Less valuation al owance | | (84) | (79) |
Total deferred income tax assets, net | | | | 5,070 | 4,156 |
Net deferred income tax liabilities | | (11,201) | | (9,562) |
Presented as fol ows: |
Total deferred income tax assets | | 488 | 770 |
Total deferred income tax liabilities | | (11,689) | | (10,332) |
Net deferred income tax liabilities | | (11,201) | | (9,562) |
A valuation al owance has been established for certain loss and credit carryforwards, and outside basis temporary differences on investments that reduce deferred income tax assets to an amount that wil more likely than not be realized. |
| | | | | | | | 71 |
As at December 31, 2021, we recognized the benefit of unused tax loss carryforwards of $1.9 bil ion (2020 - $2.6 bil ion) in Canada which expire in 2026 and beyond. |
As at December 31, 2021, we recognized the benefit of unused tax loss carryforwards of $11.0 bil ion (2020 - $5.8 bil ion) in the US. Unused tax loss carryforwards of $3.5 bil ion (2020 - $2.4 bil ion) begin to expire in 2023, and unused tax loss carryforwards of $7.5 bil ion (2020 - $3.4 bil ion) have no expiration. |
We have not provided for deferred income taxes on the difference between the carrying value of substantial y al of our foreign subsidiaries and their corresponding tax basis as the earnings of those subsidiaries are intended to be permanently reinvested in their operations. As such, these investments are not anticipated to give rise to income taxes in the foreseeable future. The difference between the carrying values of the investments and their tax bases is largely a result of unremitted earnings and currency translation adjustments. The unremitted earnings and currency translation adjustment for which no deferred taxes have been recognized in respect of foreign subsidiaries were $4.3 bil ion and $5.5 bil ion for the periods December 31, 2021 and 2020, respectively. If such earnings are remitted, in the form of dividends or otherwise, we may be subject to income taxes and foreign withholding taxes. The determination of the amount of unrecognized deferred income tax liabilities on such amounts is not practicable. |
Enbridge and certain of our subsidiaries are subject to taxation in Canada, the US and other foreign jurisdictions. The material jurisdictions in which we are subject to potential examinations include the US (Federal) and Canada (Federal, Alberta and Ontario). We are open to examination by Canadian tax authorities for the 2012 to 2021 tax years and by US tax authorities for the 2018 to 2021 tax years. We are currently under examination for income tax matters in Canada for the 2014 to 2018 tax years. We are not currently under examination for income tax matters in any other material jurisdiction where we are subject to income tax. |
UNRECOGNIZED TAX BENEFITS |
Year ended December 31, | 2021 | 2020 |
(mil ions of Canadian dol ars)Unrecognized tax benefits at beginning of year |
| | | | 121 | 129 |
Gross increases for tax positions of current year | | | | 1 | 1 |
Gross decreases for tax positions of prior year | | | | (26) | (1) |
Change in translation of foreign currency | | | | (1) | (3) |
Lapses of statute of limitations | | | | (19) | (5) |
Unrecognized tax benefits at end of year | | | | 76 | 121 |
The unrecognized tax benefits as at December 31, 2021, if recognized, would impact our effective income tax rate. We do not anticipate further adjustments to the unrecognized tax benefits during the next 12 months that would have a material impact on our consolidated financial statements. |
We recognize accrued interest and penalties related to unrecognized tax benefits as a component of income taxes. Interest and penalties included in income taxes for the years ended December 31, 2021 and 2020 were a $5 mil ion recovery and $3 mil ion expense, respectively. As at December 31, 2021 and 2020, interest and penalties of $12 mil ion and $17 mil ion, respectively, have been accrued. |
| | | | 72 |
Benefit Obligations, Plan Assets and Funded StatusThe fol owing table details the changes in the projected benefit obligation, the fair value of plan assets and the recorded assets or liabilities for our defined benefit pension plans: |
| Canada | US |
December 31, | 2021 | | 2020 | 2021 | | 2020 |
(mil ions of Canadian dol ars) |
| | | | | | | | | | |
Change in projected benefit obligation |
| | | | | | | | | | | | 4,855 | | 4,446 | | | | | 1,243 | 1,230 |
Projected benefit obligation at beginning of year |
Service cost | | | | | | | | 139 | | 148 | 44 | | 44 |
Interest cost | | | | | | | | 101 | | 128 | 17 | | 31 |
Participant contributions | | | | | | | | 28 | | 31 | — | | — |
Actuarial (gain)/loss1 | | | | | | | | (329) | | 292 | (21) | | 95 |
Benefits paid | | | | | | | | (194) | | (190) | (84) | | (128) |
Foreign currency exchange rate changes | | | | | | | | — | | — | (11) | | (23) |
Other | | | | | | | | — | | — | (4) | | (6) |
Projected benefit obligation at end of year2 | | | | | | | | 4,600 | | 4,855 | | | | | 1,184 | 1,243 |
Change in plan assetsFair value of plan assets at beginning of year |
| | | | | | | | 4,077 | | 3,827 | | | | | 1,062 | 1,104 |
Actual return on plan assets | | | | | | | | 505 | | 288 | 151 | | 83 |
Employer contributions | | | | | | | | 120 | | 121 | 43 | | 27 |
Participant contributions | | | | | | | | 28 | | 31 | — | | — |
Benefits paid | | | | | | | | (194) | | (190) | (84) | | (128) |
Foreign currency exchange rate changes | | | | | | | | — | | — | (8) | | (18) |
Other | | | | | | | | — | | — | (4) | | (6) |
Fair value of plan assets at end of year3 | | | | | | | | 4,536 | | 4,077 | | | | | 1,160 | 1,062 |
Underfunded status at end of year | | | | | | | | (64) | | (778) | (24) | | (181) |
Presented as fol ows: |
Deferred amounts and other assets | | | | | | | | 250 | | 35 | 98 | | — |
Accounts payable and other | | | | | | | | (9) | | (9) | (4) | | (3) |
Other long-term liabilities | | | | | | | | (305) | | (804) | (118) | | (178) |
| | | | | | | | (64) | | (778) | (24) | | (181) |
1 Primarily due to increase in the discount rate used to measure the benefit obligations (2020 - primarily due to decrease in the |
discount rate used to measure the benefit obligations). | | | | | | | | | | | | | | | | |
2 The accumulated benefit obligation for our Canadian pension plans was $4.3 bil ion and $4.5 bil ion as at December 31, 2021 and |
2020, respectively. The accumulated benefit obligation for our US pension plans was $1.1 bil ion and $1.2 bil ion as at December 31, 2021 and 2020, respectively. |
3 Assets in the amount of $13 mil ion (2020 - $11 mil ion) and $84 mil ion (2020 - $59 mil ion), related to our Canadian and United |
States non-registered supplemental pension plan obligations, are held in grantor trusts and rabbi trusts that, in accordance with federal tax regulations, are not restricted from creditors. These assets are committed for the future settlement of benefit obligations included in the underfunded status as at the end of the year, however they are excluded from plan assets for accounting purposes. |
| | | | | | | | | 74 |
Certain of our pension plans have accumulated benefit obligations in excess of the fair value of plan assets. For these plans, the accumulated benefit obligation and fair value of plan assets were as fol ows: |
| Canada | US |
December 31, | 2021 | | 2020 | 2021 | | 2020 |
(mil ions of Canadian dol ars)Accumulated benefit obligation |
| | | | | | 440 | | 4,094 | 115 | | 1,207 |
Fair value of plan assets | | | | | | 247 | | 3,621 | — | | 1,062 |
Certain of our pension plans have projected benefit obligations in excess of the fair value of plan assets. For these plans, the projected benefit obligation and fair value of plan assets were as fol ows: |
| Canada | US |
December 31, | 2021 | | 2020 | 2021 | | 2020 |
(mil ions of Canadian dol ars)Projected benefit obligation |
| | | | | | 1,272 | | 4,434 | 121 | | 1,243 |
Fair value of plan assets | | | | | | 1,020 | | 3,621 | — | | 1,062 |
Amount Recognized in Accumulated Other Comprehensive IncomeThe amount of pre-tax AOCI relating to our pension plans are as fol ows: |
| Canada | US |
December 31, | 2021 | | 2020 | 2021 | | 2020 |
(mil ions of Canadian dol ars) | | |
| | | | | | 226 | | 542 | 92 | | 233 |
Net actuarial loss |
Prior service credit | | | | | | — | | — | (1) | | (1) |
Total amount recognized in AOCI1 | | | | | | 226 | | 542 | 91 | | 232 |
1 Excludes amounts related to cumulative translation adjustment. |
Net Periodic Benefit Cost and Other Amounts Recognized in Comprehensive IncomeThe components of net periodic benefit cost and other amounts recognized in pre-tax Comprehensive income related to our pension plans are as fol ows: |
| | | | | Canada | US |
Year ended December 31, | | | | | | 2021 | 2020 | | 2019 | | | | 2021 | 2020 | | 2019 |
(mil ions of Canadian dol ars) Service cost |
| | | | | | | 139 | 148 | | 149 | | | | 44 | 44 | | 45 |
Interest cost1 | | | | | | | 101 | 128 | | 139 | | | | 17 | 31 | | 41 |
Expected return on plan assets1 | | | | | | | (252) | (260) | | (245) | | | | (73) | (88) | | (78) |
Amortization/settlement of net actuarial loss1 | | | | | | | 54 | 42 | | 41 | | | | 11 | 1 | | 2 |
Amortization/curtailment of prior service credit1 | | | | | | | — | — | | — | | | | — | (1) | | (1) |
Net periodic benefit (credit)/cost | | | | | | | 42 | 58 | | 84 | | | | (1) | (13) | | 9 |
Defined contribution benefit cost | | | | | | | 7 | 6 | | 8 | | | | — | — | | — |
Net pension (credit)/cost recognized in Earnings | | | | | | | 49 | 64 | | 92 | | | | (1) | (13) | | 9 |
Amount recognized in OCI: |
Effect of plan combination | | | | | | | — | — | | — | | | | — | — | | (6) |
Amortization/settlement of net actuarial loss | | | | | | | (25) | (21) | | (26) | | | | (11) | (1) | | (2) |
Amortization/curtailment of prior service credit | | | | | | | — | — | | — | | | | — | 1 | | 1 |
Net actuarial (gain)/loss arising during the year | | | | | | | (291) | 118 | | 115 | | | | (99) | 100 | | 8 |
Total amount recognized in OCI | | | | | | | (316) | 97 | | 89 | | | | (110) | 100 | | 1 |
Total amount recognized in Comprehensive income | | | | | | | (267) | 161 | | 181 | | | | (111) | 87 | | 10 |
1 Reported within Other income/(expense) in the Consolidated Statements of Earnings. |
| | | | | | 75 |
Benefit Obligations, Plan Assets and Funded StatusThe fol owing table details the changes in the accumulated postretirement benefit obligation, the fair value of plan assets and the recorded assets or liabilities for our defined benefit OPEB plans: |
| Canada | US |
December 31, | 2021 | | 2020 | 2021 | | 2020 |
(mil ions of Canadian dol ars) | | | | | | |
Change in accumulated postretirement benefit | | | | | | |
obligation |
Accumulated postretirement benefit obligation at beginning | | | | | | 321 | | 293 | 254 | | 288 |
of year |
Service cost | | | | | | 6 | | 5 | 1 | | 2 |
Interest cost | | | | | | 7 | | 8 | 3 | | 7 |
Participant contributions | | | | | | — | | — | 8 | | 4 |
Actuarial (gain)/loss1 | | | | | | (51) | | 21 | (69) | | 17 |
Benefits paid | | | | | | (9) | | (6) | (22) | | (28) |
Plan amendments | | | | | | — | | — | — | | (33) |
Foreign currency exchange rate changes | | | | | | — | | — | (3) | | (4) |
Other | | | | | | — | | — | 1 | | 1 |
Accumulated postretirement benefit obligation at end of year | 274 | | 321 | 173 | | 254 |
Change in plan assetsFair value of plan assets at beginning of year |
| | | | | | — | | — | 188 | | 188 |
Actual return on plan assets | | | | | | — | | — | 22 | | 14 |
Employer contributions | | | | | | 9 | | 6 | 6 | | 12 |
Participant contributions | | | | | | — | | — | 8 | | 4 |
Benefits paid | | | | | | (9) | | (6) | (22) | | (28) |
Foreign currency exchange rate changes | | | | | | — | | — | (3) | | (3) |
Other | | | | | | — | | — | 2 | | 1 |
Fair value of plan assets at end of year | | | | | | — | | — | 201 | | 188 |
Overfunded/(underfunded) status at end of year | | | | | | (274) | | (321) | 28 | | (66) |
Presented as fol ows: |
Deferred amounts and other assets | | | | | | — | | — | 71 | | 19 |
Accounts payable and other | | | | | | (12) | | (13) | — | | (6) |
Other long-term liabilities | | | | | | (262) | | (308) | (43) | | (79) |
| | | | | | (274) | | (321) | 28 | | (66) |
1 Primarily due to increase in the discount rate used to measure the benefit obligations (2020 - primarily due to decrease in the discount rate used to measure the benefit obligations). |
| | | | | | 77 |
Certain of our OPEB plans have accumulated benefit obligations in excess of the fair value of plan assets. For these plans, the accumulated benefit obligation and fair value of plan assets were as fol ows: |
| Canada | US |
December 31, | 2021 | | 2020 | 2021 | | 2020 |
(mil ions of Canadian dol ars)Accumulated benefit obligation |
| | | | | | 274 | | 321 | 94 | | 191 |
Fair value of plan assets | | | | | | — | | — | 51 | | 106 |
Amount Recognized in Accumulated Other Comprehensive IncomeThe amount of pre-tax AOCI relating to our OPEB plans are as fol ows: |
| Canada | US |
| December 31, |
| 2021 | | 2020 | 2021 | | 2020 |
(mil ions of Canadian dol ars) |
| | | | | | | | | | | | | | (35) | | 15 | (104) | | (7) |
Net actuarial (gain)/loss |
Prior service credit | | | | | | (1) | | (1) | (37) | | (44) |
Total amount recognized in AOCI1 | | | | | | (36) | | 14 | (141) | | (51) |
1 Excludes amounts related to cumulative translation adjustment. |
Net Periodic Benefit Cost and Other Amounts Recognized in Comprehensive IncomeThe components of net periodic benefit cost and other amounts recognized in pre-tax Comprehensive income related to our OPEB plans are as fol ows: |
| | | | | Canada | US |
Year ended December 31, | | | | | | | | 2021 | 2020 | | 2019 | | | 2021 | 2020 | | 2019 |
(mil ions of Canadian dol ars) | | | | | | | | | | | | | | | | | |
Service cost | | | | | | | | | 6 | 5 | | 5 | | | 1 | 2 | | 2 |
Interest cost1 | | | | | | | | | 7 | 8 | | 10 | | | 3 | 7 | | 10 |
Expected return on plan assets1 | | | | | | | | | — | — | | — | | | (10) | (12) | | (12) |
Amortization/settlement of net actuarial gain1 | | | | | | | | | — | (1) | | (7) | | | (1) | (1) | | — |
Amortization/curtailment of prior service credit1 | | | | | | | | | — | — | | (1) | | | (7) | (2) | | (2) |
Net periodic benefit (credit)/cost recognized in |
Earnings | | | | | | | | | 13 | 12 | | 7 | | | (14) | (6) | | (2) |
Amount recognized in OCI: |
Amortization/settlement of net actuarial gain | | | | | | | | | — | 1 | | 7 | | | 1 | 1 | | — |
Amortization/curtailment of prior service credit | | | | | | | | | — | — | | 1 | | | 7 | 2 | | 2 |
Net actuarial (gain)/loss arising during the year | | | | | | | | | (50) | 21 | | 15 | | | (80) | 15 | | (8) |
Prior service credit | | | | | | | | | — | — | | — | | | — | (33) | | — |
Total amount recognized in OCI | | | | | | | | | (50) | 22 | | 23 | | | (72) | (15) | | (6) |
Total amount recognized in Comprehensive income | | | | | | | | | (37) | 34 | | 30 | | | (86) | (21) | | (8) |
1 Reported within Other income/(expense) in the Consolidated Statements of Earnings. |
| | | | | | | | 78 |
Actuarial AssumptionsThe weighted average assumptions made in the measurement of the accumulated postretirement benefit obligation and net periodic benefit cost of our OPEB plans are as fol ows: |
| Canada | US |
| | | 2021 | 2020 | | | 2019 | 2021 | 2020 | | | | 2019 |
Accumulated postretirement |
benefit obligation |
Discount rate | | | 3.2 % | 2.6 % | | | 3.1 % | 2.4 % | 2.0 % | | | | 2.8 % |
Net periodic benefit costDiscount rate |
| | | 2.6 % | 3.1 % | | | 3.8 % | 2.0 % | 2.8 % | | | | 4.0 % |
Rate of return on plan assets | | | N/A | | | | N/A | N/A | 6.0 % | 6.7 % | | | | 6.7 % |
Assumed Health Care Cost Trend RatesThe assumed rates for the next year used to measure the expected cost of benefits are as fol ows: |
| | | | Canada | | | | US |
| | | | 2021 | 2020 | 2021 | | | | 2020 |
Health care cost trend rate assumed for next year | | | | 4.0 % | 4.0 % | 7.0 % | | | | 6.8 % |
Rate to which the cost trend is assumed to decline |
(ultimate trend rate) | | | | 4.0 % | 4.0 % | 4.5 % | | | | 4.5 % |
Year that the rate reaches the ultimate trend rate | | | | N/A | N/A | 2037 | | | | 2037 |
PLAN ASSETSWe manage the investment risk of our pension funds by setting a long-term asset mix policy for each plan after consideration of: (i) the nature of pension plan liabilities; (i ) the investment horizon of the plan; (i i) the going concern and solvency funded status and cash flow requirements of the plan; (iv) our operating environment and financial situation and our ability to withstand fluctuations in pension contributions; and (v) the future economic and capital markets outlook with respect to investment returns, volatility of returns and correlation between assets. |
The overal expected rate of return on plan assets is based on the asset al ocation targets with estimates for returns based on long-term expectations. |
The asset al ocation targets and major categories of plan assets are as fol ows: |
| Canada | US |
|
| | | | | | | | | Target | December 31, | | | | Target | December 31, |
Asset Category | | | | | | | | | Allocation | 2021 | | | 2020 Allocation | 2021 | | | | 2020 |
Equity securities | | | 43.8 % | 46.7 % | | | 47.2 % | 45.0 % | 52.5 % | | | | 55.6 % |
Fixed income securities | | | 28.9 % | 29.8 % | | | 29.6 % | 20.1 % | 18.4 % | | | | 17.2 % |
Alternatives1 | | | 27.3 % | 23.5 % | | | 23.2 % | 34.9 % | 29.1 % | | | | 27.2 % |
1 Alternatives include investments in private debt, private equity, infrastructure and real estate funds. Fund values are based on the |
net asset value of the funds that invest directly in the aforementioned underlying investments. The values of the investments have been estimated using the capital accounts representing the plan's ownership interest in the funds. |
| 79 |
Pension PlansThe fol owing table summarizes the fair value of plan assets for our pension plans recorded at each fair value hierarchy level: |
| Canada | US |
| | | Level 11 | Level 22 | | | Level 33 | Total | Level 11 | Level 22 | Level 33 | | | | | | Total |
(mil ions of Canadian dol ars) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
December 31, 2021Cash and cash equivalents |
| | | | 180 | — | | | — | 180 | 10 | — | | | | | | | | | — | 10 |
Equity securities |
Canada | | | | 198 | 228 | | | — | 426 | — | — | | | | | | | | | — | — |
US | | | | | | | | | 1 | — | | | — | 1 | — | — | | | | | | | | | — | — |
Global | | | | — | 1,693 | | | — | 1,693 | — | 609 | | | | | | | | | — | 609 |
Fixed income securities |
Government | | | | 258 | 459 | | | — | 717 | — | 86 | | | | | | | | | — | 86 |
Corporate | | | | — | 453 | | | — | 453 | — | 118 | | | | | | | | | — | 118 |
Alternatives4 | | | | — | — | | | 1,064 | 1,064 | — | — | | | | | | | | | 337 | 337 |
Forward currency contracts | | | | — | 2 | | | — | 2 | — | — | | | | | | | | | — | — |
Total pension plan assets at fair value | | | | 637 | 2,835 | | | 1,064 | 4,536 | 10 | 813 | | | | | | | | | 337 | 1,160 |
December 31, 2020Cash and cash equivalents |
| | | | 213 | — | | | — | 213 | | 5 | — | | | | | | | | | — | 5 |
Equity securities |
Canada | | | | 178 | 188 | | | — | 366 | — | — | | | | | | | | | — | — |
US | | | | | | | | | 2 | — | | | — | 2 | — | — | | | | | | | | | — | — |
Global | | | | — | 1,556 | | | — | 1,556 | — | 590 | | | | | | | | | — | 590 |
Fixed income securities |
Government | | | | 207 | 378 | | | — | 585 | — | 75 | | | | | | | | | — | 75 |
Corporate | | | | — | 410 | | | — | 410 | — | 103 | | | | | | | | | — | 103 |
Alternatives4 | | | | — | — | | | 912 | 912 | — | — | | | | | | | | | 289 | 289 |
Forward currency contracts | | | | — | 33 | | | — | 33 | — | — | | | | | | | | | — | — |
Total pension plan assets at fair value | | | | 600 | 2,565 | | | 912 | 4,077 | | 5 | 768 | | | | | | | | | 289 | 1,062 |
1 Level 1 assets include assets with quoted prices in active markets for identical assets.2 Level 2 assets include assets with significant observable inputs.3 Level 3 assets include assets with significant unobservable inputs.4 Alternatives include investments in private debt, private equity, infrastructure and real estate funds. |
Changes in the net fair value of pension plan assets classified as Level 3 in the fair value hierarchy were as fol ows: |
| | | | | Canada | | | | | | US |
December 31, | | | | | 2021 | 2020 | 2021 | | | | | | 2020 |
(mil ions of Canadian dol ars) |
| | | | | | | | | | | | | 912 | | 852 | 289 | | | | | | 276 |
Balance at beginning of year |
Unrealized and realized gains/(losses) | | | | | | | | | | | 77 | | (27) | 38 | | | | | | 7 |
Purchases and settlements, net | | | | | | | | | | | 75 | | 87 | 10 | | | | | | 6 |
Balance at end of year | | | | | | | | | | | 1,064 | | 912 | 337 | | | | | | 289 |
| 80 |
OPEB PlansThe fol owing table summarizes the fair value of plan assets for our US funded OPEB plans recorded at each fair value hierarchy level: |
| Level 11 | Level 22 | Level 33 | Total |
(mil ions of Canadian dol ars) | | | | | | |
December 31, 2021Cash and cash equivalents |
| | | | | | 4 | — | — | 4 |
Equity securities |
US | | | | | | — | 39 | — | 39 |
Global | | | | | | — | 75 | — | 75 |
Fixed income securities |
Government | | | | | | 47 | 6 | — | 53 |
Corporate | | | | | | — | 8 | — | 8 |
Alternatives4 | | | | | | — | — | 22 | 22 |
Total OPEB plan assets at fair value | | | | | | 51 | 128 | | | 22 | 201 |
December 31, 2020 |
Equity securities |
US | | | | | | — | 35 | — | 35 |
Global | | | | | | — | 79 | — | 79 |
Fixed income securities |
Government | | | | | | 38 | 6 | — | 44 |
Corporate | | | | | | — | 8 | — | 8 |
Alternatives4 | | | | | | — | — | 22 | 22 |
Total OPEB plan assets at fair value | | | | | | 38 | 128 | | | 22 | 188 |
1 Level 1 assets include assets with quoted prices in active markets for identical assets.2 Level 2 assets include assets with significant observable inputs.3 Level 3 assets include assets with significant unobservable inputs.4 Alternatives includes investments in private debt, private equity, infrastructure and real estate. |
Changes in the net fair value of US funded OPEB plan assets classified as Level 3 in the fair value hierarchy were as fol ows: |
December 31, | | | 2021 | 2020 |
(mil ions of Canadian dol ars)Balance at beginning of year |
| | | | | 22 | 18 |
Unrealized and realized gains | | | | | 2 | 1 |
Purchases and settlements, net | | | | | (2) | 3 |
Balance at end of year | | | | | 22 | 22 |
EXPECTED BENEFIT PAYMENTS |
Year ending December 31, | | | | | | | | 2022 | 2023 | 2024 | 2025 | 2026 | | 2027-2031 |
(mil ions of Canadian dol ars) |
| | | | | | | | | | | | | | | | | | | | | |
Pension |
Canada | | | | | | | | | | | | | | 197 | 203 | 208 | 212 | 217 | 1,163 |
US | | | | | | | | | | | | | | 80 | 78 | 78 | 76 | 77 | 374 |
OPEB |
Canada | | | | | | | | | | | | | | 12 | 12 | 12 | 13 | 13 | 67 |
US | | | | | | | | | | | | | | 17 | 15 | 14 | 13 | 12 | 51 |
|
| | | | | | | | | 81 |
EXPECTED EMPLOYER CONTRIBUTIONSIn 2022, we expect to contribute approximately $110 mil ion and $4 mil ion to the Canadian and US pension plans, respectively, and $12 mil ion and $6 mil ion to the Canadian and US OPEB plans, respectively. |
RETIREMENT SAVINGS PLANSIn addition to the pension and OPEB plans discussed above, we also have defined contribution employee savings plans available to US employees. Employees may participate in a matching contribution where we match a certain percentage of before-tax employee contributions of up to 6.0% of eligible pay per pay period. For the years ended December 31, 2021, 2020 and 2019, pre-tax employer matching contribution costs were $27 mil ion each year, respectively. |
27. LEASES |
LESSEEWe incur operating lease expenses related primarily to real estate, pipelines, storage and equipment. Our operating leases have remaining lease terms of 5 months to 25 years as at December 31, 2021. |
For the years ended December 31, 2021 and 2020, we incurred operating lease expenses of $95 mil ion and $107 mil ion, respectively. Operating lease expenses are reported under Operating and administrative expense in the Consolidated Statements of Earnings. |
For the years ended December 31, 2021 and 2020, operating lease payments to settle lease liabilities were $118 mil ion and $133 mil ion, respectively. Operating lease payments are reported under Operating activities in the Consolidated Statements of Cash Flows. |
| 82 |
Supplemental Statements of Financial Position Information |
| December 31, | | December 31, |
| | 2021 | | 2020 |
(mil ions of Canadian dol ars, except lease term and discount rate)Operating leases1Operating lease right-of-use assets, net2 |
| | 645 | | 708 |
Operating lease liabilities - current3 | | 92 | | 80 |
Operating lease liabilities - long-term3 | | 612 | | 681 |
Total operating lease liabilities | | 704 | | 761 |
Finance leasesFinance lease right-of-use assets, net4 |
| | 49 | | 57 |
Finance lease liabilities - current5 | | 13 | | 11 |
Finance lease liabilities - long-term3 | | 33 | | 42 |
Total finance lease liabilities | | 46 | | 53 |
Weighted average remaining lease termOperating leases |
| | 12 years | | 13 years |
Finance leases | | 7 years | | 7 years |
Weighted average discount rateOperating leases |
| | 4.1 % | | 4.1 % |
Finance leases | | 3.8 % | | 3.8 % |
1 Affiliate right-of-use assets, current lease liabilities and long-term lease liabilities as at December 31, 2021 were $51 mil ion |
(December 31, 2020 - $65 mil ion), $5 mil ion (December 31, 2020 - $5 mil ion) and $47 mil ion (December 31, 2020 - $52 mil ion), respectively. |
2 Operating lease right-of-use assets are reported under Deferred amounts and other assets in the Consolidated Statements of |
Financial Position. |
3 Current operating lease liabilities and long-term operating and finance lease liabilities are reported under Accounts payable and |
other and Other long-term liabilities, respectively, in the Consolidated Statements of Financial Position. |
4 Finance lease right-of-use assets are reported under Property, plant and equipment, net in the Consolidated Statements of |
Financial Position. |
5 Current finance lease liabilities are reported under Current portion of long-term debt in the Consolidated Statements of Financial |
Position. |
As at December 31, 2021, our operating and finance lease liabilities are expected to mature as fol ows: |
| | | | | Operating leases | Finance leases |
(mil ions of Canadian dol ars)2022 |
| | | | | | 117 | 15 |
2023 | | | | | | 98 | | 13 |
2024 | | | | | | 91 | | 9 |
2025 | | | | | | 84 | | 2 |
2026 | | | | | | 72 | | 1 |
Thereafter | | | | | | 455 | 11 |
Total undiscounted lease payments | | | | | | 917 | 51 |
Less imputed interest | | | | | | (213) | | | (5) |
Total | | | | | | 704 | 46 |
| | | | | | | 83 |
LESSORWe receive revenues from operating leases primarily related to natural gas and crude oil storage and processing facilities, rail cars, and wind power generation assets. Our operating leases have remaining lease terms of 1 month to 30 years as at December 31, 2021. |
Year ended December 31, | 2021 | 2020 |
(mil ions of Canadian dol ars)Operating lease income |
| | | | 263 | 265 |
Variable lease income | | | | 333 | 361 |
Total lease income1 | | | | 596 | 626 |
1 Lease income is recorded under Transportation and other services in the Consolidated Statements of Earnings. |
As at December 31, 2021, the fol owing table sets out future lease payments to be received under operating lease contracts where we are the lessor: |
| | | | Operating leases |
(mil ions of Canadian dol ars)2022 |
| | 235 |
2023 | | 215 |
2024 | | 205 |
2025 | | 196 |
2026 | | 191 |
Thereafter | | 1,938 |
Future lease payments | | 2,980 |
28. CHANGES IN OPERATING ASSETS AND LIABILITIES |
Year ended December 31, | | | 2021 | 2020 | 2019 |
(mil ions of Canadian dol ars) |
| | | | | | |
Accounts receivable and other | | | | (1,228) | 1,546 | (547) |
Accounts receivable from affiliates | | | | | | | (38) | 8 | 6 |
Inventory | | | | (118) | (254) | (24) |
Deferred amounts and other assets | | | | (195) | (586) | 133 |
Accounts payable and other | | | | | | | (63) | (770) | 63 |
Accounts payable to affiliates | | | | 52 | | | 1 | (24) |
Interest payable | | | | 43 | | | 31 | (41) |
Other long-term liabilities | | | | | | | (69) | 117 | 175 |
| | | | (1,616) | 93 | (259) |
|
29. RELATED PARTY TRANSACTIONS Related party transactions are conducted in the normal course of business and, unless otherwise noted, are measured at the exchange amount, which is the amount of consideration established and agreed to by the related parties. |
We provide transportation services to several significantly influenced investees which we record as transportation and other services revenue. We also purchase and sel natural gas and crude oil with several of our significantly influenced investees. These revenues and costs are recorded as commodity sales and commodity costs. We contract for firm transportation services to meet our annual natural gas supply requirements which we record as gas distribution costs. |
| | | | | | | | 84 |
Our transactions with significantly influenced investees are as fol ows: |
Year ended December 31, | 2021 | 2020 | 2019 |
(mil ions of Canadian dol ars)Transportation and other services |
| | | | | 149 | 133 | 140 |
Commodity sales | | | | | 20 | 21 | 107 |
Operating and administrative1 | | | | | 292 | 252 | 241 |
Commodity costs2 | | | | | 790 | 518 | 773 |
Gas distribution costs | | | | | 131 | 135 | 133 |
1 During the years December 31, 2021, 2020 and 2019, we had Operating and administrative costs from the Seaway Crude |
Pipeline System of $389 mil ion, $342 mil ion and $327 mil ion, respectively. These costs are a result of an operational contract where we utilize capacity on Seaway Crude Pipeline System assets for use in our Liquids Pipelines business. The costs are offset by recoveries recorded on expenses incurred by us on behalf of our significantly influenced investees of $104 mil ion, $94 mil ion and $86 mil ion for the years ended December 31, 2021, 2020 and 2019. |
2 During the years December 31, 2021, 2020 and 2019, we had Commodity costs from the Aux Sable Canada LP. of $447 mil ion, |
$91 mil ion and $272 mil ion, respectively. |
LONG-TERM NOTES RECEIVABLE FROM AFFILIATESAs at December 31, 2021, amounts receivable from affiliates include a series of loans totaling $954 mil ion ($1,108 mil ion as at December 31, 2020), which require quarterly or semi-annual interest payments at annual interest rates ranging from 3% to 8%. Interest income recognized from these notes totaled $39 mil ion, $44 mil ion and $40 mil ion for the years ended December 31, 2021, 2020 and 2019, respectively. The amounts receivable from affiliates are included in Deferred amounts and other assets in the Consolidated Statements of Financial position. |
30. COMMITMENTS AND CONTINGENCIES |
COMMITMENTSAs at December 31, 2021, we have commitments as detailed below: |
| | | | | | Less |
| | | | | | than |
| | | | | Total | 1 year 2 years 3 years 4 years 5 years Thereafter |
(mil ions of Canadian dol ars) |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Annual debt maturities1 | | | | | 73,809 6,164 7,910 4,559 4,357 11,007 | 39,812 |
Interest obligations2 | | | | | 36,044 2,531 2,389 2,229 2,073 1,925 | 24,897 |
Purchase of services, pipe and other |
materials, including transportation3 | | | | | 7,876 2,945 1,010 | 736 | 561 | 607 | 2,017 |
Maintenance agreements | | | | | | 346 | 41 | | 20 | 20 | 21 | 21 | 223 |
Right-of-ways commitments | | | | | 1,249 | 35 | | 35 | 35 | 36 | 37 | 1,071 |
Total | | | | | 119,324 11,716 11,364 7,579 7,048 13,597 | 68,020 |
1 Includes debentures, term notes, commercial paper and credit facility draws based on the facility's maturity date and excludes |
short-term borrowings, debt discounts, debt issuance costs, finance lease obligations and fair value adjustment. We have the ability under certain debt facilities to cal and repay the obligations prior to scheduled maturities. Therefore, the actual timing of future cash repayments could be material y different than presented above. |
2 Includes debentures and term notes bearing interest at fixed, floating and fixed-to-floating rates.3 Includes capital and operating commitments. Consists primarily of gas transportation and storage contracts, firm capacity |
payments and gas purchase commitments, transportation, service and product purchase obligations, and power commitments. |
| | | | | | 85 |
ENVIRONMENTALWe are subject to various Canadian and US federal, state and local laws relating to the protection of the environment. These laws and regulations can change from time to time, imposing new obligations on us. |
Environmental risk is inherent to liquid hydrocarbon and natural gas pipeline operations, and Enbridge and its affiliates are, at times, subject to environmental remediation at various sites where we operate. We manage this environmental risk through appropriate environmental policies, programs and practices to minimize any impact our operations may have on the environment. To the extent that we are unable to recover payment for environmental liabilities from insurance or other potential y responsible parties, we wil be responsible for payment of liabilities arising from environmental incidents associated with our operating activities. |
AUX SABLEOn October 14, 2016, an amended claim was filed against Aux Sable by a counterparty to an NGL supply agreement. On January 5, 2017, Aux Sable filed a Statement of Defence with respect to this claim. |
On November 27, 2019, the counterparty filed an amended amended claim providing further particulars of its claim against Aux Sable, increasing its damages claimed, and adding defendants Aux Sable Liquid Products Inc. and Aux Sable Extraction LLC (general partners of the previously existing defendants). Aux Sable filed an amended Statement of Defence responding to the amended amended claim on January 31, 2020. |
While the final outcome of this action cannot be predicted with certainty, at this time management believes that the ultimate resolution of this action wil not have a material impact on our consolidated financial position or results of operations. |
TAX MATTERSWe and our subsidiaries maintain tax liabilities related to uncertain tax positions. While ful y supportable in our view, these tax positions, if chal enged by tax authorities, may not be ful y sustained on review. |
OTHER LITIGATIONWe and our subsidiaries are involved in various other legal and regulatory actions and proceedings which arise in the normal course of business, including interventions in regulatory proceedings and chal enges to regulatory approvals and permits. While the final outcome of such actions and proceedings cannot be predicted with certainty, management believes that the resolution of such actions and proceedings wil not have a material impact on our consolidated financial position or results of operations. |
31. GUARANTEES In the normal course of conducting business, we may enter into agreements which indemnify third parties and affiliates. We may also be a party to agreements with subsidiaries, jointly owned entities, unconsolidated entities such as equity method investees, or entities with other ownership arrangements that require us to provide financial and performance guarantees. Financial guarantees include stand-by letters of credit, debt guarantees, surety bonds and indemnifications. To varying degrees, these guarantees involve elements of performance and credit risk, which are not included on our Consolidated Statements of Financial Position. Performance guarantees require us to make payments to a third party if the guaranteed entity does not perform on its contractual obligations, such as debt agreements, purchase or sale agreements, and construction contracts and leases. |
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We typical y enter into these arrangements to facilitate commercial transactions with third parties. Examples include indemnifying counterparties pursuant to sale agreements for assets or businesses in matters such as breaches of representations, warranties or covenants, loss or damages to property, environmental liabilities, and litigation and contingent liabilities. We may indemnify third parties for certain liabilities relating to environmental matters arising from operations prior to the purchase or transfer of certain assets and interests. Similarly, we may indemnify the purchaser of assets for certain tax liabilities incurred while we owned the assets, a misrepresentation related to taxes that result in a loss to the purchaser or other certain tax liabilities related to those assets. |
The likelihood of having to perform under these guarantees and indemnifications is largely dependent upon future operations of various subsidiaries, investees and other third parties, or the occurrence of certain future events. We cannot reasonably estimate the total maximum potential amounts that could become payable to third parties and affiliates under such agreements described above; however, historical y, we have not made any significant payments under guarantee or indemnification provisions. While these agreements may specify a maximum potential exposure, or a specified duration to the guarantee or indemnification obligation, there are circumstances where the amount and duration are unlimited. As at December 31, 2021 guarantees and indemnifications have not had, and are not reasonably likely to have, a material effect on our financial condition, changes in financial condition, earnings, liquidity, capital expenditures or capital resources. |
32. QUARTERLY FINANCIAL DATA (UNAUDITED) |
| Q1 | Q2 | Q3 | Q4 | Total |
(unaudited; mil ions of Canadian dol ars, except per |
share amounts)2021Operating revenues |
| | | | | | | 12,187 | 10,948 | 11,466 | 12,470 | 47,071 |
Operating income | | | | | | | 2,548 | 1,816 | 1,388 | 2,053 | 7,805 |
Earnings | | | | | | | 2,014 | 1,521 | 814 | 1,965 | 6,314 |
Earnings attributable to control ing interests | | | | | | | 1,992 | 1,484 | 780 | 1,933 | 6,189 |
Earnings attributable to common |
| | | | | | | 1,900 | 1,394 | 682 | 1,840 | 5,816 |
shareholders |
Earnings per common share |
Basic | | | | | | | 0.94 | 0.69 | 0.34 | 0.91 | 2.87 |
Diluted | | | | | | | 0.94 | 0.69 | 0.34 | 0.91 | 2.87 |
2020Operating revenues |
| | | | | | | 12,013 | 7,956 | 9,110 | 10,008 | 39,087 |
Operating income | | | | | | | 1,513 | 2,098 | 2,095 | 2,251 | 7,957 |
Earnings/(loss) | | | | | | | (1,364) | 1,777 | 1,104 | 1,899 | 3,416 |
Earnings/(loss) attributable to control ing |
| | | | | | | (1,333) | 1,741 | 1,084 | 1,871 | 3,363 |
interests |
Earnings/(loss) attributable to common |
| | | | | | | (1,429) | 1,647 | 990 | 1,775 | 2,983 |
shareholders |
Earnings/(loss) per common share |
Basic | | | | | | | (0.71) | 0.82 | 0.49 | 0.88 | 1.48 |
Diluted | | | | | | | (0.71) | 0.82 | 0.49 | 0.88 | 1.48 |
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