SEC Form 4 · accession 0001104659-15-025063
EnLink Midstream Partners, LP · ENLK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
EnLink Midstream, LLC
Director · 10% Owner
Period of report
Oct 22, 2014
Accepted (ET)
Apr 1, 2015 · 4:35 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 UnitsF1,F2 | Oct 22, 2014 | J | 1,016,322 | — | A | 17,431,152 | I | See Footnote 2 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class D Common UnitsF3,F4 | — | Feb 17, 2015 | J | 31,618,311 | A | — | — | Common Units | 31,618,311 | 31,618,311 | I |
Explanation of responses
- F1On October 22, 2014, the Issuer entered into and consummated a Contribution and Transfer Agreement with EnLink Midstream, Inc. ("EMI"), a wholly owned subsidiary of EnLink Midstream, LLC ("EnLink Midstream"), pursuant to which EMI sold 100% of the Class A Units and 50% of the Class B Units of E2 Appalachian Compression, LLC to the Issuer in exchange for $150 million in cash and 1,016,322 Common Units of the Issuer.
- F2The Common Units are owned by EMI, a wholly owned subsidiary of EnLink Midstream.
- F3On February 17, 2015, the Issuer entered into and consummated a Contribution and Transfer Agreement with Acacia Natural Gas Corp I, Inc. ("Acacia"), a wholly owned subsidiary of EnLink Midstream, pursuant to which Acacia sold a 25% limited partner interest in EnLink Midstream Holdings, LP to the Issuer in exchange for 31,618,311 Class D Common Units of the Issuer (the "Class D Common Units"). The Class D Common Units (i) are substantially similar in all respects to the Common Units, except that they will only be entitled to a pro rata distribution for the fiscal quarter ended March 31, 2015 ("Q1 2015") and (ii) will automatically convert into Common Units on a one-for-one basis on the first business day following the record date for distribution payments with respect to Q1 2015.
- F4The Class D Common Units are owned by Acacia, a wholly owned subsidiary of EnLink Midstream.
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 relationship described in Footnote 2, EnLink Midstream may be deemed a director by deputization. Additionally, EnLink Midstream is part of a group that includes EMI, EnLink Midstream Manager, LLC, Devon Energy Corporation ("Devon") and certain of Devon's wholly-owned subsidiaries that collectively own more than 10% of the outstanding units of the Issuer. EnLink Midstream disclaims beneficial ownership of any securities other than those reported above.