0001209191-15-047608.txt : 20150528 0001209191-15-047608.hdr.sgml : 20150528 20150528172908 ACCESSION NUMBER: 0001209191-15-047608 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150527 FILED AS OF DATE: 20150528 DATE AS OF CHANGE: 20150528 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: 15896478 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: 15896479 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: 15896480 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 2015-05-27 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 143710063 I See Footnote Class E Common Units 2015-05-27 4 A 0 36629888 A Common Units 36629888 36629888 I See Footnote 87,128,717 of these common units ("Common Units") representing limited partner interests in the Issuer are owned directly by Devon Gas Services, L.P. ("Devon Gas Services"), 7,531,883 are owned directly by Southwestern Gas Pipeline, L.L.C. ("Southwestern Gas"), 17,431,152 are owned directly by EnLink Midstream, Inc. (formerly known as Crosstex Energy, Inc.) ("EMI") and 31,618,311 are owned directly by Acacia Natural Gas Corp I, Inc. ("Acacia"). 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"). (continued from Footnote 1) 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. 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. Each of Devon, Devon OK and Devon Gas disclaims beneficial ownership of the Common Units owned by Devon Gas Services and Southwestern Gas in excess of its pecuniary interests therein. Additionally, as the owner of 70.3% 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), (continued from Footnote 2) which is the holder of 100% of the outstanding common stock of EMI and 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 EMI and Acacia. Each of Devon, Devon OK and Devon Gas disclaims beneficial ownership of the Common Units owned by EMI and Acacia in excess of its pecuniary interests therein. On May 27, 2015, the Issuer entered into and consummated a Contribution and Transfer Agreement with Acacia, pursuant to which Acacia sold a 25% limited partner interest in EnLink Midstream Holdings, LP to the Issuer in exchange for 36,629,888 Class E Common Units of the Issuer (the "Class E Units"). Each Class E Unit will automatically convert into one Common Unit 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 June 30, 2015 and has no expiration date. The Class E Common Units are owned directly by Acacia. Due to the relationships discussed in Footnotes (1), (2) and (3), Devon, Devon OK and Devon Gas may be deemed to be beneficial owners of the Class E Common Units owned by Acacia. Each of Devon, Devon OK and Devon Gas disclaims beneficial ownership of the Class E Common Units owned by Acacia in excess of its 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 (1), (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 2015-05-28 /s/ Carla D. Brockman, Vice President and Secretary of Devon Energy Corporation (Okla.) 2015-05-28 /s/ Carla D. Brockman, Vice President and Secretary of Devon Gas Corporation 2015-05-28