UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported):
(Exact name of registrant as specified in its charter)
(State or Other Jurisdiction of Incorporation or Organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
(Address of Principal Executive Offices) | (Zip Code) |
Registrants telephone number, including
area code: (
(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):
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934:
Title of Each Class | Symbol | Name of Exchange on which Registered | ||
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 1.01. | Entry into a Material Definitive Agreement. |
On September 24, 2021 (the “Amendment Date”), EnLink Midstream Funding, LLC, a bankruptcy-remote special purpose entity (the “SPV”) that is an indirect subsidiary of EnLink Midstream, LLC (“ENLC”), entered into the Second Amendment to the Receivables Financing Agreement (the “Second Amendment”), which amended the Receivables Financing Agreement, dated as of October 21, 2020 (as amended by the First Amendment thereto as of February 26, 2021, the “RFA”), in each case among the SPV, as borrower, EnLink Midstream Operating, LP, as initial servicer, PNC Bank, National Association, as administrative agent and lender, and PNC Capital Markets LLC, as structuring agent and sustainability agent.
Under the Second Amendment and related documentation, the SPV’s three-year committed accounts receivable securitization facility was amended to, among other things: (i) increase the facility limit and lender commitments under the RFA by $50 million to $350 million, (ii) extend the Scheduled Termination Date (as defined in the RFA) of the facility to September 24, 2024, and (iii) reduce the currently effective drawn fee to 110 bps from the previous 125 bps.
As of the Amendment Date, there were $300 million of borrowings by the SPV under the RFA and the borrowing base was $350 million.
The foregoing description of the Second Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Second Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
Item 9.01. | Financial Statements and Exhibits. |
(d) | Exhibits. |
EXHIBIT NUMBER |
DESCRIPTION | |
10.1 | — | Second Amendment to the Receivables Financing Agreement, dated as of September 24, 2021, among EnLink Midstream Funding, LLC, as borrower, EnLink Midstream Operating, LP, as initial servicer, PNC Bank, National Association, as administrative agent and as lender, and PNC Capital Markets LLC, as structuring agent and sustainability agent. |
104 | — | Cover Page Interactive Data File, formatted in Inline XBRL (included as Exhibit 101). |
2
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.
ENLINK MIDSTREAM, LLC | |||
By: EnLink Midstream Manager, LLC, its Managing Member | |||
Date: September 27, 2021 | By: | /s/ Pablo G. Mercado | |
Pablo G. Mercado | |||
Executive Vice President and Chief Financial Officer | |||
3