ENLINK MIDSTREAM, LLC (NYSE:ENLC) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.
On February22, 2019, EnLink Midstream, LLC (the “Company”) entered into an Equity Distribution Agreement (the “Agreement”) with RBC Capital Markets, LLC, Merrill Lynch, Pierce, Fenner& Smith Incorporated, Barclays Capital Inc., BMO Capital Markets Corp., Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC, Jefferies LLC, Mizuho Securities USA LLC, MUFG Securities Americas Inc., SunTrust Robinson Humphrey,Inc., and Wells Fargo Securities, LLC (collectively, the “Sales Agents”) to sell up to $400 million in aggregate gross sales of common units representing limited liability company interests in the Company (the “Common Units”) from time to time through an “at the market” equity offering program.
to the Agreement, the Common Units may be offered and sold through the Sales Agents in transactions that are deemed to be “at the market” offerings as defined in Rule415 of the Securities Act of 1933, as amended (the “Securities Act”), including sales made by means of ordinary brokers’ transactions through the facilities of the New York Stock Exchange at market prices, in block transactions, or as otherwise agreed by the Company and the Sales Agents. The Agreement provides that any Sales Agent, when it is acting as the Company’s agent, will be entitled to compensation of up to 2% of the gross sales price of the Common Units sold through such Sales Agent from time to time. The Company may also sell Common Units to any Sales Agent as principal for the Sales Agent’s own account at a price agreed upon at the time of sale. The Company has no obligation to sell any of the Common Units under the Agreement and may at any time suspend solicitation and offers under the Agreement.
The offer and sale of the Common Units will be registered under the Securities Act, to the Company’s shelf registration statement on FormS-3 (Registration No.333-229806) (the “Registration Statement”), which became effective automatically upon filing with the Securities and Exchange Commission on February22, 2019, including the prospectus contained therein, as supplemented by the prospectus supplement filed with the Securities and Exchange Commission to Rule424(b)under the Securities Act on February22, 2019.
In the Agreement, the Company agreed to indemnify the Sales Agents against certain liabilities, including liabilities under the Securities Act, or to contribute to payments that the Sales Agents may be required to make because of any of those liabilities.
The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement, a copy of which is filed as Exhibit1.1 to this Current Report on Form8-K and is incorporated herein by reference.
Item 8.01. Other Events.
The opinion of Baker Botts L.L.P. relating to the Common Units is filed herewith as Exhibit5.1 and is incorporated herein by reference.
EnLink Midstream, LLC Exhibit
EX-1.1 2 a19-5266_1ex1d1.htm EX-1.1 Exhibit 1.1 ENLINK MIDSTREAM,…
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About ENLINK MIDSTREAM, LLC (NYSE:ENLC)
EnLink Midstream, LLC is a midstream energy services company. The Company’s assets include its equity interests in EnLink Midstream Partners, LP (the Partnership) and EnLink TOM Holdings, LP (TOM Holdings). The Partnership is engaged in the gathering, transmission, processing and marketing of natural gas and natural gas liquids (NGLs), condensate and crude oil, as well as providing crude oil, condensate and brine services to producers. TOM Holdings and its subsidiaries are controlled by the Partnership and have similar operations to the Partnership. The Partnership has five reportable segments: Texas, Oklahoma, Louisiana, Crude and Condensate, and Corporate. The Partnership’s assets consist of gathering systems, transmission pipelines, processing facilities, fractionation facilities, stabilization facilities, storage facilities and ancillary assets.