Explanatory Note:
This Amendment No. 10 (this
Amendment
) amends and
supplements the Statement on Schedule 13D filed on June 9, 2014, as amended by Amendment No. 1 on Schedule 13D/A filed on February 1, 2016, Amendment No. 2 on Schedule 13D/A filed on February 22, 2016, Amendment No. 3
on Schedule 13D/A filed on July 21, 2016, Amendment No. 4 on Schedule 13D/A filed on November 30, 2016, Amendment No. 5 on Schedule 13D/A filed on July 18, 2017, Amendment No. 6 on Schedule 13D/A filed on August 4,
2017, Amendment No. 7 on Schedule 13D/A filed on August 30, 2017, Amendment No. 8 on Schedule 13D/A filed on February 27, 2018 and Amendment No. 9 on Schedule 13D/A filed on September 10, 2018 (
Amendment
No.
9
) (as previously amended, the
Original Schedule 13D
, and as further amended by this Amendment, the
Schedule 13D/A
), with the Securities and
Exchange Commission (the
Commission
) relating to the limited partner interests in Enable Midstream Partners, LP, a Delaware limited partnership (the
Issuer
or
Partnership
). Prior to Amendment No. 9 filed jointly by CenterPoint and CenterPoint Energy Midstream, Inc., a Delaware Corporation (
CNP Midstream
), the Original Schedule 13D was filed jointly
by CenterPoint Energy, Inc., a Texas corporation (
CenterPoint
), and CenterPoint Energy Resources Corp., a Delaware corporation (
CERC
). Unless set forth below, all previous Items of the Original
Schedule 13D are unchanged. Capitalized terms used herein which are not defined herein have the meanings set forth in the Original Schedule 13D.
Item 4.
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Purposes of Transactions
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This Item 4 shall be deemed to amend and supplement Item 4 of the Original Schedule 13D as set forth below.
(a) As previously disclosed, CenterPoint has evaluated various strategic alternatives for its investment in the Partnership, including the reduction of its
ownership of the Common Units it holds in the Partnership over time through sales in the public equity markets, or otherwise, subject to market conditions, in accordance with the applicable provisions of the Partnership Agreement. CenterPoint has no
intention to reduce its ownership of Common Units in the Partnership and currently plans to hold such Common Units and to utilize any cash distributions received on such Common Units to finance a portion of CenterPoints capital expenditure
program.
(j) Except as described in this Item 4, the Reporting Persons do not have, as of the date of this Amendment, any other plans or proposals that
relate to or would result in any of the actions or events specified in clauses (a) through (i) of Item 4 of Schedule 13D. The Reporting Persons may consider or alter their plans or proposals in respect of any such enumerated plans in the
future.
Item 5.
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Interest in Securities of the Issuer
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This Item 5 shall be deemed to amend and restate Item 5 of the Original Schedule 13D in its entirety.
(a)
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CNP Midstream holds directly 233,856,623 Common Units, representing approximately 53.8% of the outstanding Common
Units of the Partnership.
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CenterPoint, as the sole stockholder of CNP Midstream, may, pursuant to Rule
13d-3,
be deemed to beneficially own the 233,856,623 Common Units held of record by CNP Midstream, representing approximately 53.8% of the outstanding Common Units.
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Through their ownership interest in the General Partner, CenterPoint and CNP Midstream may be deemed to
beneficially own an interest in the General Partners
non-economic
general partner interest and incentive distribution rights (which represent the right to receive increasing percentages of quarterly
distributions).
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In addition, as of the date of this report, certain of the Listed Persons beneficially own the number and
percentage of Common Units set forth in the following table.
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4