SEC Form 4 · accession 0001104659-15-056517
EnLink Midstream Partners, LP · ENLK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Acacia Natural Gas Corp I, Inc.
10% Owner
Period of report
Aug 3, 2015
Accepted (ET)
Aug 5, 2015 · 4:25 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 | Aug 3, 2015 | C | 36,629,888 | — | A | 68,248,199 | 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 UnitsF1 | — | Aug 3, 2015 | J | 36,629,888 | D | — | — | COMMON UNITS | 36,629,888 | 0 | D |
Explanation of responses
- F1On May 27, 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, LLC ("EnLink Midstream"), for which EnLink Midstream Manager, LLC ("EnLink Midstream Manager") is the managing member, pursuant to which Acacia sold its remaining 25% limited partner interest in EnLink Midstream Holdings, LP to the Issuer in exchange for 36,629,888 Class E Common Units of the Issuer (the "Class E Common Units"). The Class E Common Units converted into Common Units on a one-for-one basis on August 3, 2015.
- F2The total number of securities beneficially owned by Acacia reported on the Form 4 filed by Acacia on May 6, 2015 inadvertently included 17,431,152 Common Units held of record by EnLink Midstream, Inc. ("EMI"), a wholly owned subsidiary of EnLink Midstream. The total number of securities beneficially owned by Acacia on May 6, 2015 was actually 31,618,311. The Common Units reported above as beneficially owned by Acacia include these 31,618,311 Common Units, as well as the 36,629,888 Common Units held as a result of conversion of Class E Common Units on August 3, 2015.
Remarks
Acacia is part of a group that includes EMI, EnLink Midstream, LLC, 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. Acacia disclaims beneficial ownership of any securities other than those reported above.