Current Report Filing (8-k)
August 06 2021 - 5:02PM
Edgar (US Regulatory)
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2021-08-04
2021-08-04
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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):
August 4, 2021
ENLINK MIDSTREAM, LLC
(Exact name of registrant as specified in
its charter)
Delaware
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001-36336
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46-4108528
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(State or Other Jurisdiction of
Incorporation or Organization)
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(Commission File
Number)
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(I.R.S. Employer Identification No.)
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1722
ROUTH STREET, SUITE 1300
DALLAS,Texas
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75201
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrants 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
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Symbol
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Name of Exchange on which Registered
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Common Units Representing Limited Liability Company Interests
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ENLC
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The New York Stock Exchange
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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 5.02.
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Departure of Director or Certain Officer; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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On August 4,
2021, Richard P. Schifter resigned as a director of the Board of Directors (the “Board”) of EnLink Midstream Manager, LLC
(the “Manager”), the managing member of EnLink Midstream, LLC (“ENLC”). Mr. Schifter’s resignation
was delivered pursuant to the terms of the Amended and Restated Board Representation Agreement, dated as of January 25, 2019, by
and among ENLC, the Manager, GIP III Stetson I, L.P., and TPG VII Management, LLC, in connection with the sale by Enfield Holdings, L.P.
(“Enfield”) of all of its Series B Cumulative Convertible Preferred Units representing limited partner interests in EnLink
Midstream Partners, LP (the “Series B Units”) and Class C Common Units representing limited liability company interests
in ENLC (the “Class C Units”), which sale resulted in a “Designation Right Termination Event” under such
agreement. As a result of such Designation Right Termination Event, the right of holders of Series B Units and Class C Units
to designate a representative to the Board has terminated. Enfield’s Series B Units and Class C Units were purchased by
Brookfield Infrastructure Partners and funds managed by Oaktree Capital Management, L.P. Mr. Schifter’s resignation from the
Board did not result from a disagreement with the Manager or ENLC.
GIP III
Stetson I, L.P., in its capacity as the sole member of the Manager, has reduced the number of directors on the Board to eight to reflect
the departure of Mr. Schifter and the recent untimely death of James C. Crain, who had served ENLC and its predecessors as a director
since 2005. We extend our heartfelt condolences to Mr. Crain’s family.
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.
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By:
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EnLink Midstream Manager, LLC,
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Date: August 6, 2021
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By:
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/s/ Pablo G. Mercado
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Pablo G. Mercado
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Executive Vice
President and Chief Financial Officer
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