SEC Form 4 · accession 0001209191-15-030827
EnLink Midstream Partners, LP · ENLK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
May 6, 2014
Accepted (ET)
Apr 1, 2015 · 5:37 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 | May 6, 2014 | C | 86,790,558 | — | A | 86,790,558 | D | |
| Common UnitsF3,F4 | Oct 22, 2014 | A | 1,016,322 | — | A | 17,431,152 | I | See footnote |
| Common UnitsF5,F2 | Apr 1, 2015 | A | 338,159 | — | A | 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 B Common UnitsF1 | — | May 6, 2014 | C | 86,790,558 | D | — | — | Common Units | 86,790,558 | 0 | D |
| Class D Common UnitsF7,F8,F6 | — | Feb 17, 2015 | A | 31,618,311 | A | — | — | Common Units | 31,618,311 | 31,618,311 | I |
Explanation of responses
- F1Each Class B Common Unit automatically converted into one common unit ("Common Unit") representing limited partner interests in the Issuer on the first business day following the record date for distribution payments with respect to the distribution of the quarter ended March 31, 2014 and had no expiration date.
- F2Devon Gas Operating, Inc. ("Devon Gas Operating"), as the general partner of Devon Gas Services, L.P. ("Devon Gas Services"), may be deemed to beneficially own Common Units of the Issuer 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.
- F3These Common Units were acquired by Devon Gas Services pursuant to that certain Contribution and Transfer Agreement, dated as of October 22, 2014, by and among the Issuer and EnLink Midstream, Inc. (formerly known as Crosstex Energy, Inc.) ("EMI").
- F4These Common Units are owned directly by EMI. As the owner of 70.33% 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 ("EnLink Midstream Manager")), which is the holder of 100% of the outstanding common stock of EMI, Devon Gas Services and its general partner Devon Gas Operating may be deemed to be the beneficial owner of the Common Units owned by EMI. Each of Devon Gas Services and Devon Gas Operating disclaim beneficial ownership of the Common Units owned by EMI in excess of their pecuniary interests therein.
- F5These Common Units were acquired by Devon Gas Services pursuant to that certain Contribution, Conveyance and Assumption Agreement, dated as of March 23, 2015, by and between Devon Gas Services and the Issuer.
- F6Each Class D Common Unit will automatically convert into one Common Unit on a one-to-one basis on the first business day following the record date for distribution payments with respect to the distribution of the quarter ended March 31, 2015 and has no expiration date.
- F7The Class D Common Units were acquired by Acacia Natural Gas Corp I, Inc. ("Acacia") pursuant to that certain Contribution and Transfer Agreement, dated as of February 17, 2015, by and among Acacia and the Issuer.
- F8The Class D Common Units are owned directly by Acacia. As the owner of 70.33% of the outstanding membership interest in EnLink Midstream (as well as 100% of the outstanding membership interest in EnLink Midstream Manager, EnLink Midstream's managing member), which is the holder of 100% of the outstanding common stock of Acacia, Devon Gas Services and its general partner Devon Gas Operating may be deemed to beneficially own the reported Class D Common Units. Each of Devon Gas Services and Devon Gas Operating disclaim beneficial ownership of the Common Units owned by Acacia in excess of their 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 footnote (4), each of Devon Gas Services and Devon Gas Operating may be deemed a director by deputization.