SEC Form SC 13D/A filed by EnLink Midstream, LLC (Amendment)

  UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549  

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

ENLINK MIDSTREAM, LLC

(Name of Issuer)

Common Units, no par value

(Title of Class of Securities)

29336T100

(CUSIP Number)

Michael LaGatta

301 Commerce Street, Suite 3300

Fort Worth, TX 76102

(817) 871-4000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

August 4, 2021

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7(b) for other parties to whom copies are to be sent.

(Continued on following pages)

____________

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

This Amendment No. 1 (the “Amendment”) amends and supplements the Schedule 13D filed by the Reporting Persons on February 4, 2019 (the “Original Schedule 13D” and as amended by this Amendment, the “Schedule 13D”) with respect to the Common Units of the Issuer. Capitalized terms used in this Amendment and not otherwise defined shall have the same meanings ascribed to them in the Original Schedule 13D.

Item 4. Purpose of Transaction.

This Amendment amends the Original Schedule 13D by adding the following immediately before the penultimate paragraph of Item 4:

“On August 4, 2021, Enfield Holdings sold 60,499,149 Series B Preferred Units and an equivalent amount of Class C Common Units in a privately negotiated transaction at an aggregate price of $841,344,238.80 (the “Sale Transaction”). Following the Sale Transaction, the Reporting Persons do not beneficially own any securities of the Issuer.  In connection with the Sale Transaction, the director appointed to the Manager Board by TPG VII pursuant to the Amended and Restated Board Representation Agreement resigned.  Additionally, in connection with the Sale Transaction, the Registration Rights Agreement, Board Representation Agreement, Information Rights Letter and Coordination Agreement and Margin Loan Facility Terminated.”

Item 5. Interest in Securities of the Issuer.

This Amendment amends and restates the second and third paragraphs of Item 5 of the Original Schedule 13D in their entirety as set forth below:

“(a)-(b) As a result of the Sale Transaction, the Reporting Persons no longer beneficially own any Common Units.”

This Amendment amends and restates the sixth paragraph of Item 5 of the Original Schedule 13D in its entirety as set forth below:

“(e)       As a result of the closing of the Sale Transaction, on August 4, 2021, the Reporting Persons ceased to be the beneficial owner of more than five percent of the Common Units.”

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: August 6, 2021

Enfield Holdings Advisors, Inc.

By: /s/ Michael LaGatta          

Name: Michael LaGatta

Title: Vice President

Enfield Holdings, L.P.

By: Enfield Holdings Advisors, Inc.,

its general partner

By: /s/ Michael LaGatta         

Name: Michael LaGatta

Title: Vice President