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EMERA INCORPORATED
5151 Terminal Road

Halifax NS Canada

B3J 1A1
Telephone: (902) 450-0507

 


March 11, 2026

 

VIA EDGAR

 

United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, DC 20549

 

Re:

Emera Incorporated, EUSHI Finance, Inc., Emera US Holdings Inc. and Emera US Finance, LLC
Registration Statement on Form F-10 and Form F-3

Filed March 4, 2026
Form F-10 Registration File No. 333-294020 and Form F-3 Registration File No. 333-294017

 

Dear Sir/Madam:

 

Pursuant to Rule 467(b) and Rule 461 under the Securities Act of 1933, as amended, (i) Emera Incorporated hereby respectfully requests effectiveness of the above-captioned Registration Statement on Form F-10 at 9:00 a.m., Eastern Time, on March 13, 2026 or as soon thereafter as practicable and (ii) EUSHI Finance, Inc., Emera US Holdings Inc. and Emera US Finance, LLC (collectively with Emera Incorporated, the “Registrants”) hereby respectfully request effectiveness of the above-captioned Registration Statement on Form F-3 at 9:00 a.m., Eastern Time, on March 13, 2026 or as soon thereafter as practicable. The notification of clearance for the prospectus included in the Registration Statement from the Nova Scotia Securities Commission is attached hereto as Exhibit A.

 

The Registrants request to be notified of such effectiveness by a telephone call to Stephen A. Byeff of Davis Polk & Wardwell LLP at (212) 450-4715.  

 

 

  Very truly yours,
   
  Emera Incorporated
   
   
  By: /s/ Brian C. Curry
    Name: Brian C. Curry
    Title: Corporate Secretary
       

 

 

 

  EUSHI Finance, Inc.
   
   
  By: /s/ Brian C. Curry
    Name: Brian C. Curry
    Title: Corporate Secretary

 

 

  Emera US Holdings Inc.
   
   
  By: /s/ Brian C. Curry
    Name: Brian C. Curry
    Title: Secretary

 

 

  Emera US Finance, LLC
   
   
  By: /s/ Brian C. Curry
    Name: Brian C. Curry
    Title: Secretary

 

[Emera Acceleration Request Signature Page]

 

Exhibit A

 

     

 

 

 

NOTIFICATION OF CLEARANCE

 

 

Re: Emera Incorporated – SEDAR+ filing no. 6405949

 

 

 

In accordance with section 4.3 of Companion Policy 71-101CP to National Instrument 71-101 The Multijurisdictional Disclosure System, a Notification of Clearance is hereby issued in respect of the registration statement on Form F-10 of Emera Incorporated dated March 4, 2026, relating to the offerings from time to time by each of EUSHI Finance, Inc., a Delaware corporation, and Emera US Finance, LLC, a Delaware corporation, to issue one or more series of senior and/or subordinated unsecured debt securities (Debt Securities), in an aggregate principal amount of up to US$2,250,000,000 (or the equivalent in other currencies) or, if any Debt Securities are issued at an original issue discount, such greater amount as shall result in an aggregate issue price of US$2,250,000,000 (or the equivalent in other currencies), during the 36-month period that the short form base shelf prospectus, including any further amendments hereto, remains valid. The Debt Securities will be guaranteed on a senior and/or subordinated, unsecured basis, jointly and severally by Emera Incorporated, a Nova Scotia company, and its subsidiary Emera US Holdings Inc., a Delaware corporation.

 

 

 

DATED at Halifax this 10th day of March 2026.

 

“Abel Lazarus”  

 

 

 

Abel Lazarus

 
Director, Corporate Finance