ENLINK MIDSTREAM, LLC (NYSE:ENLC) Files An 8-K Other Events
Item 8.01. Other Events.
EnLink Midstream, LLC (“ENLC”) is filing this Current Report on Form8-K (this “Current Report”) to provide certain unaudited pro forma condensed consolidated financial information giving effect to the closing of the Merger (as defined below). As previously disclosed in ENLC’s Current Report on Form8-K filed on October22, 2018, ENLC, EnLink Midstream Manager,LLC (the managing member of ENLC), NOLA Merger Sub,LLC, a wholly-owned subsidiary of ENLC (“Merger Sub”), EnLink Midstream Partners, LP (“ENLK”), and EnLink MidstreamGP,LLC, the general partner of ENLK, entered into an Agreement and Plan of Merger, dated as of October21, 2018, to which Merger Sub (subject to the satisfaction or waiver of certain conditions therein) will merge with and into ENLK (the “Merger”), with ENLK surviving the Merger as a subsidiary of ENLC. The Merger is expected to close in late January2019, subject to such conditions.
Included in this Current Report as Exhibit99.1 are the unaudited pro forma condensed consolidated financial statements of ENLC, and the related notes thereto, which give effect to the Merger as if it had occurred on (i)September30, 2018, in the case of the unaudited pro forma condensed consolidated balance sheet and (ii)January1, 2017, in the case of the unaudited pro forma condensed consolidated statements of operations for the nine months ended September30, 2018 and for the year ended December31, 2017, each as previously filed by ENLC with the Securities and Exchange Commission (the “SEC”).
Item 9.01. Financial Statements and Exhibits.
(b)Pro Forma Financial Information.
The unaudited pro forma condensed consolidated financial statements of ENLC, and the related notes thereto, are filed with this Current Report as Exhibit99.1 and incorporated into this Item 9.01(b)by reference.
(d)Exhibits.
Forward-Looking Statements
This Current Report contains forward-looking statements within the meaning of the federal securities laws. Although these statements reflect the current views, assumptions, and expectations of our management, the matters addressed herein involve certain assumptions, risks, and uncertainties that could cause actual activities, performance, outcomes, and results to differ materially from those indicated herein. Therefore, you should not rely on any of these forward-looking statements. All statements, other than statements of historical fact, included in this Current Report constitute forward-looking statements, including but not limited to statements identified by the words “forecast,” “may,” “believe,” “will,” “should,” “plan,” “predict,” “anticipate,” “intend,” “estimate,” and “expect” and similar expressions. Such forward-looking statements include, but are not limited to, statements about the Merger, the timing of the consummation of the Merger, if it will be consummated at all, and other statements that are not historical facts. Such statements are subject to a number of assumptions, risks, and uncertainties, many of which are beyond the control of ENLK and ENLC, which may cause the actual results to differ materially from those implied or expressed by the forward-looking statements. These and other applicable uncertainties, factors, and risks are described more fully in ENLK’s and ENLC’s filings with the SEC, including ENLK’s and ENLC’s Annual Reports on Form10-K, Quarterly Reports on Form10-Q, and Current Reports on Form8-K. Neither ENLK nor ENLC assumes any obligation to update any forward-looking statements.
Important Information for Investors and Unitholders
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. In connection with the proposed transaction referred to in this press release, on November8, 2018, ENLC filed with the SEC a registration statement on FormS-4, as amended on December6, 2018, that included a preliminary joint information statement and proxy statement of ENLC and ENLK and that also constitutes a preliminary prospectus of ENLC. The registration statement was declared effective by the SEC on December10, 2018. ENLK and ENLC commenced mailing the definitive joint information statement/proxy
statement/prospectus to their respective unitholders on or about December10, 2018. This press release is not a substitute for the joint information statement/proxy statement/prospectus or registration statement or for any other document that ENLC or ENLK may file with the SEC and send to ENLC’s and/or ENLK’s unitholders in connection with the proposed transaction.
INVESTORS AND SECURITY HOLDERS OF ENLC AND ENLK ARE URGED TO READ THE JOINT INFORMATION STATEMENT/PROXY STATEMENT/PROSPECTUS AND OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION.
Investors and security holders will be able to obtain free copies of the joint information statement/proxy statement/prospectus and other documents filed with the SEC by ENLC or ENLK through the website maintained by the SEC at http://www.sec.gov. Copies of the documents filed with the SEC by ENLC and ENLK will be available free of charge on ENLC’s and ENLK’s website at www.enlink.com, in the “Investors” tab, or by contacting ENLC’s and ENLK’s Investor Relations Department at 214-721-9696.
Participants in the Solicitation
ENLC and the directors and executive officers of the managing member of ENLC and the directors and executive officers of the general partner of ENLK may be considered participants in the solicitation of proxies with respect to the proposed transactions under the rulesof the SEC. Information about the directors and executive officers of the managing member of ENLC may be found in its Annual Report on Form10-K for the year ended December31, 2017 filed with the SEC on February21, 2018. Information about the directors and executive officers of the general partner of ENLK may be found in its Annual Report on Form10-K for the year ended December31, 2017 filed with the SEC on February21, 2018. These documents can be obtained free of charge from the sources indicated above. Additional information regarding the participants in the proxy solicitations and a description of their direct and indirect interests, by security holdings or otherwise, will also be included in any proxy statement and other relevant materials to be filed with the SEC when they become available.
EnLink Midstream, LLC Exhibit
EX-99.1 2 a18-42096_2ex99d1.htm EX-99.1 Exhibit 99.1 INDEX TO UNAUDITED ENLINK MIDSTREAM,…
To view the full exhibit click here
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.