0001209191-15-030829.txt : 20150401
0001209191-15-030829.hdr.sgml : 20150401
20150401173847
ACCESSION NUMBER: 0001209191-15-030829
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20140506
FILED AS OF DATE: 20150401
DATE AS OF CHANGE: 20150401
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: EnLink Midstream Partners, LP
CENTRAL INDEX KEY: 0001179060
STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922]
IRS NUMBER: 161616605
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 2501 CEDAR SPRINGS RD.
CITY: DALLAS
STATE: TX
ZIP: 75201
BUSINESS PHONE: 214-953-9500
MAIL ADDRESS:
STREET 1: 2501 CEDAR SPRINGS RD.
CITY: DALLAS
STATE: TX
ZIP: 75201
FORMER COMPANY:
FORMER CONFORMED NAME: CROSSTEX ENERGY LP
DATE OF NAME CHANGE: 20020731
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Devon Gas Corp
CENTRAL INDEX KEY: 0001602762
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36340
FILM NUMBER: 15744441
BUSINESS ADDRESS:
STREET 1: 333 W. SHERIDAN AVENUE
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73102
BUSINESS PHONE: (405) 235-3611
MAIL ADDRESS:
STREET 1: 333 W. SHERIDAN AVENUE
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73102
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: DEVON ENERGY CORP /OK/
CENTRAL INDEX KEY: 0000837330
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
STATE OF INCORPORATION: OK
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36340
FILM NUMBER: 15744442
BUSINESS ADDRESS:
STREET 1: 20 N BROADWAY STE 1500
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73102-8260
BUSINESS PHONE: 4052353611
MAIL ADDRESS:
STREET 1: 20 NORTH BROADWAY SUITE 1500
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73102-8260
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: DEVON ENERGY CORP/DE
CENTRAL INDEX KEY: 0001090012
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36340
FILM NUMBER: 15744443
BUSINESS ADDRESS:
STREET 1: 333 W. SHERIDAN AVENUE
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73102
BUSINESS PHONE: 4055528183
MAIL ADDRESS:
STREET 1: 333 W. SHERIDAN AVENUE
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73102
FORMER NAME:
FORMER CONFORMED NAME: DEVON DELAWARE CORP
DATE OF NAME CHANGE: 19990707
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2014-05-06
0
0001179060
EnLink Midstream Partners, LP
ENLK
0001090012
DEVON ENERGY CORP/DE
333 WEST SHERIDAN AVE.
OKLAHOMA CITY
OK
73102
0
0
1
0
0000837330
DEVON ENERGY CORP /OK/
333 WEST SHERIDAN AVE.
OKLAHOMA CITY
OK
73102
0
0
1
0
0001602762
Devon Gas Corp
333 WEST SHERIDAN AVE.
OKLAHOMA CITY
OK
73102
0
0
1
0
Common Units
2014-05-06
4
C
0
120542441
A
136957271
I
See Footnotes
Common Units
2014-10-22
4
A
0
1016322
A
137973593
I
See Footnotes
Common Units
2015-03-30
4
S
0
22800000
24.94
D
115173593
I
See Footnotes
Common Units
2015-04-01
4
A
0
338159
A
115511752
I
See Footnotes
Class B Common Units
2014-05-06
4
C
0
120542441
D
Common Units
120542441
0
D
Class D Common Units
2015-02-17
4
A
0
31618311
A
Common Units
31618311
31618311
I
See footnote
Each 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.
86,790,558 of these Common Units are owned directly by Devon Gas Services, L.P. ("Devon Gas Services"), 33,751,883 were owned directly by Southwestern Gas Pipeline, L.L.C. ("Southwestern Gas") and 16,414,830 are owned directly by EnLink Midstream, Inc. (formerly known as Crosstex Energy, Inc.) ("EMI"). Both Devon Gas Services and Southwestern Gas are indirect wholly owned subsidiaries of Devon Energy Corporation ("Devon"). Devon is a public company and owns 100% of the outstanding common stock of Devon Energy Corporation (Oklahoma) ("Devon OK"). Devon OK owns 100% of the outstanding common stock of Devon Gas Corporation ("Devon Gas"). Devon Gas owns 100% of the limited partner interests of Devon Gas Services and 100% of the outstanding common stock of Devon Gas Operating, Inc. ("Devon Gas Operating"), the general partner of Devon Gas Services. Devon Gas also owns 100% of the outstanding limited liability company interests of Southwestern Gas.
(Continued From Footnote 2) Due to these ownership interests, Devon, Devon OK and Devon Gas may be deemed to be beneficial owners of the Common Units owned by Devon Gas Services and Southwestern Gas. Additionally, 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, Devon OK and Devon Gas may be deemed to be beneficial owners of the Common Units owned by EMI. Each of Devon, Devon OK and Devon Gas disclaim beneficial ownership of the Common Units owned by EMI in excess of their pecuniary interests therein.
These Common Units were acquired by EMI pursuant to that certain Contribution and Transfer Agreement, dated as of October 22, 2014, by and among the Issuer and EMI. Due to the relationships addressed in footnotes (2) and (3), Devon, Devon OK and Devon Gas may be deemed to be beneficial owners of the Common Units owned by EMI.
Southwestern Gas sold 22,800,000 Common Units to the public in an underwritten public offering on March 30, 2015. Due to the relationships addressed in footnote (2), Devon, Devon OK and Devon Gas may be deemed to be beneficial owners of the remaining Common Units owned by Southwestern Gas. Each of Devon, Devon OK and Devon Gas disclaim beneficial ownership of the Common Units owned by Southwestern Gas in excess of their pecuniary interests therein.
These 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. Due to the relationships addressed in footnote (2), Devon, Devon OK and Devon Gas may be deemed to be beneficial owners of the Common Units owned by Devon Gas Services. Each of Devon, Devon OK and Devon Gas disclaim beneficial ownership of the Common Units owned by Devon Gas Services in excess of their pecuniary interests therein.
Each Class D Common Unit will automatically convert into one Common Unit in the Issuer 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.
The 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.
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, Devon OK and Devon Gas may be deemed to be beneficial owners of the Common Units owned by Acacia. Each of Devon, Devon OK and Devon Gas disclaim beneficial ownership of the Common Units owned by Acacia in excess of their pecuniary interests therein.
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 footnotes (2) and (3), each of Devon, Devon OK and Devon Gas may be deemed a director by deputization.
/s/ Carla D. Brockman, Vice President Corporate Governance and Secretary of Devon Energy Corporation
2015-04-01
/s/ Carla D. Brockman, Vice President and Secretary of Devon Energy Corporation (Okla.)
2015-04-01
/s/ Carla D. Brockman, Vice President and Secretary of Devon Gas Corporation
2015-04-01