ASSETS HELD FOR SALE

Midcoast Operating, L.P.

On May 9, 2018 our indirect subsidiary, Enbridge (U.S.) Inc. entered into a definitive agreement to sell Midcoast Operating, L.P. and its subsidiaries (Sales Agreement), which conducts our United States natural gas and NGL gathering, processing, transportation and marketing businesses, to AL Midcoast Holdings, LLC (an affiliate of ArcLight Capital Partners, LLC) for a cash purchase price of US$1.1 billion, subject to customary closing adjustments. The transaction is expected to close in the third quarter of 2018, subject to receipt of customary regulatory approvals and satisfaction of other customary closing conditions.

These assets, excluding our equity method investment in the Texas Express NGL pipeline system, were classified as held for sale and were measured at the lower of their carrying value or fair value less costs to sell as at December 31, 2017. As a result of entering into the Sales Agreement, the fair value of the assets held for sale as at March 31, 2018 were revised based on the sale price. Accordingly, we recorded a loss of $913 million ($701 million after-tax attributable to us). This loss has been included within Asset impairment on the Consolidated Statements of Earnings for the three months ended March 31, 2018.

Line 10 Crude Oil Pipeline

At March 31, 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., own the Canadian and United States portion of Line 10, respectively, and the related assets are included in our Liquids Pipeline segment.

We expect to close the sale of Line 10 within one year, subject to regulatory approval and certain closing conditions. As such, we classified Line 10 assets as held for sale and measured them at the lower of their carrying value or fair value less costs to sell, which resulted in a loss of $144 million ($85 million after-tax attributable to us) included within Asset impairment on the Consolidated Statements of Earnings for the three months ended March 31, 2018.

The table below summarizes the presentation of net assets held for sale in our Consolidated Statements of Financial Position:



	March 31, 2018		December 31, 2017
(millions of Canadian dollars)
Accounts receivable and other (current assets held for sale)	305		424
Deferred amounts and other assets (long-term assets held for sale)	422		1,190
Accounts payable and other (current liabilities held for sale)	(233	)	(315	)
Other long-term liabilities (long-term liabilities held for sale)	(37	)	(34	)
Net assets held for sale	457		1,265