EnLink Midstream LLC

10/15/2024 | Press release | Distributed by Public on 10/15/2024 15:16

Management Change/Compensation Form 8 K

Item 5.01. Changes in Control of Registrant.

On October 15, 2024, the transactions (collectively, the "Transactions") contemplated by that certain Purchase Agreement, dated August 28, 2024 (the "Purchase Agreement"), by and among GIP III Stetson I, L.P. ("Seller I") and GIP III Stetson II, L.P. ("Seller II" and together with Seller I, collectively, the "Sellers"), each of which is an affiliate of Global Infrastructure Management, LLC, EnLink Midstream Manager, LLC (the "Manager"), acting solely in its individual capacity and not in its capacity as managing member of EnLink Midstream, LLC ("ENLC"), and ONEOK, Inc. ("ONEOK") (NYSE: OKE), were consummated (the "Closing"). Pursuant to the Purchase Agreement, ONEOK acquired (i) approximately 43% of the outstanding common units representing limited liability company interests in ENLC ("Common Units"), consisting of 97,207,538 Common Units from Seller I and 103,133,215 Common Units from Seller II, in exchange for consideration equal to $14.90 in cash per Common Unitand (ii) all of the outstanding limited liability company interests in the Manager from Seller I in exchange for $300.0 million in cash, for a total cash consideration of approximately $3.285 billion. As a result of the Transactions, ONEOK acquired control of the operations of ENLC and its subsidiaries.

ONEOK used a portion of the net proceeds from its underwritten public offering of senior notes, completed on September 24, 2024, to fund the purchase price for the Transactions.

The information set forth in Item 5.02 below under the subheading "Director Resignations and Appointments" is incorporated herein by reference.