M&A - EnLink Midstream Partners, LP

Form Type: 15-15D

Filing Date: 2025-02-10

Corporate Action: Merger

Type: New

Accession Number: 000121390025011809

Filing Summary: On January 31, 2025, a significant corporate reorganization occurred involving EnLink Midstream, LLC. Elk Merger Sub I, L.L.C., a subsidiary of ONEOK, Inc., merged with EnLink Midstream, LLC in a First Merger. EnLink survived this merger, but immediately after, it engaged in a Second Merger where it merged into Elk Merger Sub II, L.L.C., another subsidiary of ONEOK, which survived. As a result of these transactions, the separate corporate existence of EnLink ceased on the Closing Date, ultimately transitioning ownership to ONEOK as a wholly-owned subsidiary. The filing serves as a termination of registration under the Securities Exchange Act due to the elimination of reporting obligations following the mergers. Additionally, there are no holders of record for common units as of the certification date, while there are a few holders for the outstanding senior notes.

Form Type: 15-15D

Filing Date: 2025-02-10

Corporate Action: Merger

Type: New

Accession Number: 000121390025011812

Filing Summary: On January 31, 2025, EnLink Midstream, LLC underwent a merger where Elk Merger Sub I, L.L.C. merged with and into EnLink. Following this, EnLink then merged into Elk Merger Sub II, L.L.C. both of which are subsidiaries of ONEOK, Inc. The First Merger resulted in EnLink surviving, but the Second Merger led to the termination of EnLink's corporate existence. This action is consistent with the Agreement and Plan of Merger dated November 24, 2024, involving multiple parties including ONEOK and EnLink Midstream Manager, LLC. The document indicates that as of the certification or notice date, the record holders of common units were zero, while 69 and 52 holders of the 5.375% and 5.650% Senior Notes were documented, respectively. The filing serves as a certification and notice of termination of registration under the Securities Exchange Act of 1934.

Form Type: POSASR

Filing Date: 2025-01-31

Corporate Action: Merger

Type: Update

Accession Number: 000121390025008924

Filing Summary: On January 31, 2025, EnLink Midstream Partners, LP and Elk Merger Sub II, L.L.C. filed a post-effective amendment to deregister securities previously registered but unissued under Form S-3 (No. 333-281344). This amendment was necessitated by the completion of a merger process involving EnLink and Elk Merger Sub I, L.L.C., a wholly-owned subsidiary of ONEOK, Inc. The first merger involved Elk Merger Sub I merging with EnLink, with EnLink surviving. In the second merger, EnLink was merged into Elk Merger Sub II, with Elk Merger Sub II surviving as a wholly-owned subsidiary of ONEOK. As a result of these mergers, all offerings of securities pursuant to the prior registration statement were terminated and any registered securities that remain unsold were deregistered, terminating the effectiveness of the registration.