SEC Form 4 · accession 0000899243-15-002399
EnLink Midstream Partners, LP · ENLK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Aug 3, 2015
Accepted (ET)
Aug 5, 2015 · 4:06 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001179060
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common UnitsF2,F3 | Aug 3, 2015 | C | 36,629,888 | — | A | 85,679,351 | I | See Footnote |
| Common UnitsF1 | holding | — | — | — | 87,128,717 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class E Common UnitsF2,F3 | — | Aug 3, 2015 | C | 36,629,888 | A | — | — | Common Units | 36,629,888 | 0 | I |
Explanation of responses
- F1Devon Gas Operating, Inc. ("Devon Gas Operating"), the general partner of Devon Gas Services, L.P. ("Devon Gas Services"), may be deemed to beneficially own common units ("Common Units") representing limited partner interests of the Issuer that are directly owned by Devon Gas Services through Devon Gas Operating's ability to control Devon Gas Services. Devon Gas Operating disclaims beneficial ownership of the Common Units owned by Devon Gas Services in excess of its pecuniary interest therein.
- F2On May 27, 2015, the Issuer entered into and consummated a Contribution and Transfer Agreement with Acacia Natural Gas Corp I, Inc. ("Acacia"), pursuant to which Acacia sold a 25% limited partner interest in EnLink Midstream Holdings, LP to the Issuer in exchange for 36,629,888 Class E common units ("Class E Units") representing limited partner interests of the Issuer. Each Class E Unit automatically converted into one Common Unit on August 3, 2015, the first business day following the record date for distribution payments with respect to the distribution of the quarter ended June 30, 2015 and had no expiration date.
- F317,431,152 Common Units are owned directly by EnLink Midstream, Inc. ("EMI") and 68,248,199 Common Units are owned directly by Acacia. Of the 68,248,199 Common Units owned directly by Acacia, 36,629,888 Common Units converted from Class E Units as described in Footnote (2). As the owner of 70.32% of the outstanding membership interest in EnLink Midstream, LLC ("EnLink Midstream") (as well as 100% of the outstanding membership interest in EnLink Midstream Manager, LLC, EnLink Midstream's managing member), which is the holder of 100% of the outstanding common stock of each of EMI and Acacia, Devon Gas Services and Devon Gas Operating may be deemed to be the beneficial owner of the Common Units owned by EMI and Acacia. Each of Devon Gas Services and Devon Gas Operating disclaims beneficial ownership of the Common Units owned by EMI and Acacia in excess of its pecuniary interests therein.
Remarks
EMI has the right to appoint all of the directors of EnLink Midstream GP, LLC, the general partner of the Issuer. Due to the relationships described in Footnotes (1) and (3), each of Devon Gas Services and Devon Gas Operating may be deemed a director by deputization.