ENLK and EnLink Midstream’s $13 Billion Merger Agreement

Baker Botts L.L.P. acted as legal advisor and Citi acted as financial advisor to ENLC. Gibson, Dunn & Crutcher LLP acted as legal advisor to ENLK. Potter Anderson & Corroon LLP acted as legal counsel, and Evercore acted as financial advisor to ENLK’s Conflicts Committee. Richards Layton & Finger, P.A. acted as legal counsel, and Barclays acted as financial advisor to ENLC’s Conflicts Committee. Latham & Watkins acted as legal advisor and Intrepid Partners, LLC acted as financial advisor to GIP. Bracewell LLP advised Evercore, financial advisor to the Conflicts Committee of the Board of Directors of the general partner of EnLink Midstream Partners, LP (NYSE: ENLK)

The EnLink Midstream companies, EnLink Midstream, LLC (NYSE: ENLC) and EnLink Midstream Partners, LP (NYSE: ENLK) have entered into a merger agreement whereby ENLC will acquire all outstanding common units of ENLK not already owned by ENLC in a unit-for-unit exchange transaction to simplify its corporate structure. The transaction is expected to close in the first quarter of 2019, and upon closing, EnLink will continue to operate as ENLC, a leading midstream energy provider with diversified service offerings across key supply basins and demand regions in the United States.

At closing, the pro forma company will retain the name EnLink Midstream, LLC (“PF ENLC”) and will continue to trade on the New York Stock Exchange as ENLC. Under the terms of the merger agreement, ENLK common unitholders will be entitled to receive 1.15 common units of PF ENLC for each common unit of ENLK owned. In connection with the transaction, ENLC’s incentive distribution rights (IDRs) in ENLK will be eliminated.

The transaction was approved by the Conflicts Committees and Boards of Directors of both ENLC and ENLK.

Baker Botts advised EnLink Midstream, LLC with Preston Bernhisel (Picture), Joshua Davidson, Jon Platt, Rachel Ratcliffe, Rosemary Maberry, Michelle Matthews, Allison Lancaster, Sumair Sangha (M&A) Steve Marcus and Eric Winwood (Tax).

Gibson, Dunn & Crutcher LLP advised EnLink Midstream Partners, LP with a team led by Doug Rayburn.

Potter Anderson & Corroon LLP acted as legal counsel to ENLK’s Conflicts Committee with a team led by Thomas A. Mullen.

Bracewell LLP advised Evercore with a team including William S. Anderson and Charlotte Keenan.

Richards, Layton & Finger advised ENLC’s Conflicts Committee with a team including Srinivas M. Raju.


Involved fees earner: Thomas Mullen – Potter Anderson & Corroon LLP; Srinivas Raju – Richards, Layton & Finger; William Anderson – Bracewell; Charlotte Keenan – Bracewell; Preston Bernhisel – Baker Botts; Joshua Davidson – Baker Botts; Jonathan Platt – Baker Botts; Rachel Ratcliffe – Baker Botts; Rosemary Parravano Maberry – Baker Botts; Michelle Matthews – Baker Botts; Allison Lancaster – Baker Botts; Sumair Sangha – Baker Botts; Eric Winwood – Baker Botts; Stephen Marcus – Baker Botts; Doug Rayburn – Gibson Dunn & Crutcher;

Law Firms: Potter Anderson & Corroon LLP; Richards, Layton & Finger; Bracewell; Baker Botts; Gibson Dunn & Crutcher;

Clients: Evercore Partners; EnLink Midstream, LLC; EnLink Midstream Partners, LP; EnLink Midstream Partners, LP – Conflicts Committee ; EnLink Midstream LLC – Conflicts Committee;


Author: Ambrogio Visconti