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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported):
May 15, 2024
ENLINK
MIDSTREAM, LLC
(Exact name of registrant as specified in its
charter)
| Delaware |
|
001-36336 |
|
46-4108528 |
(State
or Other Jurisdiction of
Incorporation or Organization) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer Identification No.) |
1722
ROUTH STREET, SUITE
1300
DALLAS,
Texas |
|
75201 |
| (Address
of Principal Executive Offices) |
|
(Zip
Code) |
Registrant’s telephone number, including
area code: (214) 953-9500
(Former name or former address, if changed since
last report)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see
General Instruction A.2. below):
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
SECURITIES REGISTERED PURSUANT TO SECTION 12(b)
OF THE SECURITIES EXCHANGE ACT OF 1934:
| Title of Each Class |
|
Symbol |
|
Name of Exchange on which Registered |
Common
Units Representing Limited Liability Company Interests |
|
ENLC |
|
The
New York Stock Exchange |
Indicate by check mark whether the registrant is
an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ¨
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
¨
| Item 4.01. | Changes in Registrant’s Certifying Accountant. |
| (a) | Resignation of Independent Registered Public Accounting Firm |
On May 15, 2024, EnLink Midstream, LLC (the
“Company”) was notified by KPMG LLP (“KPMG”) of its decision to resign as the Company’s independent registered
accounting firm, effective as of such date, due to the fact that KPMG will no longer be considered independent with respect to the Company
under the rules of the Securities and Exchange Commission (the “SEC”) after the closing of the definitive agreement announced
publicly on January 12, 2024, pursuant to which Blackrock, Inc. has agreed to acquire all of the business and assets of Global
Infrastructure Partners.
KPMG’s audit reports on the consolidated
financial statements of the Company and its subsidiaries as of and for the fiscal years ended December 31,
2023 and 2022 did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit
scope, or accounting principles. The audit reports of KPMG on the effectiveness of internal control over financial reporting as of December 31,
2023 and 2022 did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit
scope, or accounting principles.
During
the fiscal years ended December 31, 2023 and 2022, and through the effective date of KPMG’s resignation, there were
no (i) disagreements (as defined in Item 304(a)(1)(iv) of Regulation S-K) between the Company and KPMG on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or procedure which, if not resolved to KPMG’s satisfaction,
would have caused it to make reference to the subject matter of the disagreement in connection with its report on the Company’s
consolidated financial statements for the applicable year, or (ii) reportable events as defined in Item 304(a)(1)(v) of Regulation
S-K.
The Company provided KPMG
with a copy of the disclosures in this Current Report on Form 8-K (this “Current Report”) and requested that KPMG furnish
the Company with a letter addressed to the SEC stating whether or not KPMG agrees with the disclosures made herein. A copy of KPMG’s
letter, dated May 16, 2024, is filed as Exhibit 16.1 to this Current Report.
| (b) | Appointment of Independent Registered Public Accounting Firm |
On May 16, 2024,
the Audit Committee engaged PricewaterhouseCoopers LLP (“PwC”) as the Company’s new independent registered public accounting
firm effective as of May 16, 2024. During the fiscal years ended December 31, 2023 and 2022, and through the effective date
of PwC’s engagement, neither the Company, nor anyone on behalf of the Company, consulted with PwC with respect to either (i) the
application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might
be rendered on the Company’s consolidated financial statements, and no written report or oral advice was provided by PwC to the
Company that PwC concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing, or
financial reporting issue or (ii) any matter that was the subject of either a disagreement (as defined in Item 304(a)(1)(iv) of
Regulation S-K) or a reportable event (as described in Item 304(a)(1)(v) of Regulation S-K).
| Item 9.01. |
Financial Statements and Exhibits. |
| |
|
| (d) |
Exhibits. |
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| |
ENLINK MIDSTREAM, LLC |
| |
|
| |
By: EnLink Midstream Manager, LLC,
its Managing Member |
| |
|
| Date: May 16, 2024 |
By: |
/s/ Benjamin D. Lamb |
| |
|
Benjamin D. Lamb |
| |
|
Executive Vice President and Chief Financial Officer |
