SEC Form 4 · accession 0000903423-19-000048
EnLink Midstream Partners, LP · ENLK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Jan 25, 2019
Accepted (ET)
Jan 29, 2019 · 7:05 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001179060
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series B Cumulative Convertible Preferred UnitsF1,F2,F3,F4 | — | Jan 25, 2019 | J | 58,728,994 | D | — | — | Common Units | 0 | 0 | I |
Explanation of responses
- F1On January 25, 2019, EnLink Midstream Partners, LP (the "Issuer") became a wholly owned subsidiary of EnLink Midstream, LLC ("ENLC") as the result of a merger between NOLA Merger Sub, LLC, a wholly owned subsidiary of ENLC, and the Issuer (the "Merger"). In connection with the Merger, the Issuer entered into the Tenth Amended and Restated Agreement of Limited Partnership, which amended the terms of the Series B Cumulative Convertible Preferred Units (the "Series B Units") to, among other things, make the Series B Units reported herein exchangeable for common units of ENLC at a ratio of 1 to 1.15 (subject to certain adjustments). The Series B Units reported herein are no longer convertible into common units of the Issuer.
- F2Enfield Holdings Advisors, Inc. ("Enfield Holdings Advisors") is the general partner of Enfield Holdings, L.P. (together with Enfield Holdings Advisors, the "Reporting Persons") which directly holds the Series B Units reported herein.
- F3Affiliates of The Goldman Sachs Group, Inc. and affiliates of TPG Global, LLC own interests in Enfield Holdings Advisors and are making separate Form 4 filings.
- F4Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.
Remarks
5. The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act.