| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | ENLC | Series B Cumulative Convertible Preferred Units | Sale | -60.5M | -100% | 0 | Aug 4, 2021 | Common Units | 69.6M | See Explanation of Responses | F1, F2, F3, F4, F5 |
TPG Advisors VII, Inc. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | Pursuant to the terms of the Tenth Amended and Restated Agreement of Limited Partnership of EnLink MidStream Partners, LP ("ENLK"), dated as of January 25, 2019, Enfield Holdings had the right to exchange all or a portion of its Series B Cumulative Convertible Preferred Units ("Series B Preferred Units") of EnLink Midstream, LLC (the "Issuer") (along with a corresponding number of Class C Common Units of the Issuer ("Class C Common Units")) at any time for Common Units of the Issuer on a 1-for-1.15 basis, subject to certain adjustments. The right to exchange was not subject to an expiration date. |
| F2 | In connection with the sale of Series B Preferred Units, the Reporting Persons (as defined below) sold an equal number of Class C Common Units. The aggregate consideration received by the Reporting Persons was $841,344,238.80. |
| F3 | David Bonderman and James G. Coulter are sole shareholders of TPG Advisors VII, Inc. ("TPG Advisors VII" and, together with Messrs. Bonderman and Coulter, the "Reporting Persons"), which holds 100 shares of common stock, and has appointed one of the two directors, of Enfield Holdings Advisors, Inc., which was the general partner of Enfield Holdings, which directly held the Series B Preferred Units and Class C Common Units reported herein. |
| F4 | Because of the relationship between the Reporting Persons and Enfield Holdings, the Reporting Persons may have been deemed to have beneficially owned the securities reported herein to the extent of the greater of their respective direct or indirect pecuniary interests in the profits or capital accounts of Enfield Holdings. |
| F5 | Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests. |
(6) The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. (7) Gerald Neugebauer is signing on behalf of Messrs. Bonderman and Coulter pursuant to the authorization and designation letters dated February 26, 2020, which were previously filed with the Securities and Exchange Commission. * If the form is filed by more than one reporting person, see Instruction 4(b)(v). ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).