(1) Organization and Summary of Significant Agreements

(a) Organization of Business and Nature of Business

The Business Combination with Devon

ENLC is a publicly traded Delaware limited liability company formed in 2013. Effective as of March 7, 2014, EMI merged with and into a wholly-owned subsidiary of ENLC, and Acacia, formerly a wholly-owned subsidiary of Devon, merged with and into a wholly-owned subsidiary of ENLC (collectively, the “Devon Mergers”). Pursuant to the Devon Mergers, each of EMI and Acacia became wholly-owned subsidiaries of ENLC, and ENLC became publicly held. ENLC owns all of ENLK’s common units and also owns all of the membership interests of the General Partner. Upon closing of the Business Combination (as defined below), ENLC issued 115,495,669 units to a wholly-owned subsidiary of Devon. Concurrently with the consummation of the Devon Mergers, a wholly-owned subsidiary of ENLK acquired 50% of the outstanding limited partner interests in Midstream Holdings and all of the outstanding equity interests in EnLink Midstream Holdings GP, LLC, the general partner of Midstream Holdings (together with the Devon Mergers, the “Business Combination”). In 2015, ENLK acquired the remaining 50% of the outstanding limited partner interest in Midstream Holdings. The Company’s common units are traded on the New York Stock Exchange under the symbol “ENLC.”

On December 31, 2018, each of EMI and Acacia merged with and into ENLC, with ENLC continuing as the surviving entity. As of December 31, 2018, ENLC owned common units representing an approximate 21.4% limited partner interest in ENLK. Subsequent to the close of the Merger on January 25, 2019, ENLC owns all outstanding ENLK common units.

EOGP Acquisition

On January 7, 2016, EOGP, an indirect subsidiary of ENLK, completed its acquisition of 100% of the issued and outstanding membership interests of TOMPC LLC and TOM-STACK, LLC. As a result of the acquisition, the Operating Partnership acquired an 83.9% limited partner interest in EOGP, and ENLC acquired the remaining 16.1% limited partner interest in EOGP. On January 31, 2019, ENLC transferred its 16.1% limited partner interest in EOGP to the Operating Partnership in exchange for 55,827,221 ENLK common units, resulting in the Operating Partnership owning 100% of the limited partner interests in EOGP. See “Note 3—Acquisition” for further discussion.

GIP Transaction

On July 18, 2018, subsidiaries of Devon closed a transaction to sell all of their equity interests in ENLK, ENLC, and the Managing Member to GIP. As a result of the transaction:


•	GIP, through GIP III Stetson I, L.P., acquired all of the equity interests held by subsidiaries of Devon in ENLK and the Managing Member, which, as of the closing date, amounted to 100% of the outstanding limited liability company interests in the Managing Member and approximately 23.1% of the outstanding limited partner interests in ENLK;


•	GIP, through GIP III Stetson II, L.P., acquired all of the equity interests held by subsidiaries of Devon in ENLC, which, as of the closing date, amounted to approximately 63.8% of the outstanding limited liability company interests in ENLC; and


•	Through this transaction, GIP acquired control of (i) the Managing Member, (ii) ENLC, and (iii) ENLK, as a result of ENLC’s ownership of the General Partner.

Simplification of the Corporate Structure

On October 21, 2018, ENLK, ENLC, the General Partner, the Managing Member, and NOLA Merger Sub entered into the Merger Agreement pursuant to which, on January 25, 2019, NOLA Merger Sub merged with and into ENLK, with ENLK continuing as the surviving entity and as a subsidiary of ENLC. See “Note 19—Subsequent Events” for more information on the Merger and related transactions.

Our assets as of December 31, 2018 consisted of equity interests in ENLK and EOGP. ENLK is a Delaware limited partnership formed on July 12, 2002 and is engaged in the gathering, transmission, processing, and marketing of natural gas and natural gas liquids, or natural gas liquids (“NGLs”), condensate, and crude oil, as well as providing crude oil, condensate, and brine services to producers. EOGP is a partnership that was held by us and ENLK, and is engaged in the gathering and processing of natural gas. As of December 31, 2018, our interests in ENLK consisted of the following:


•	88,528,451 common units representing an aggregate 21.4% limited partner interest in ENLK;


•	100% ownership interest in EnLink Midstream GP, LLC, the General Partner, which owns the general partner interest and all of the incentive distribution rights in ENLK; and


•	16.1% limited partner interest in EOGP.

On January 31, 2019, we transferred our limited partner interest in EOGP to ENLK. Our ownership of ENLK consists of 144,535,672 common units representing all outstanding ENLK common units and an aggregate 71.1% limited partner interest in ENLK and a 100% ownership interest of the General Partner.

(b) Nature of Business

We primarily focus on providing midstream energy services, including:


•	gathering, compressing, treating, processing, transporting, storing, and selling natural gas;


•	fractionating, transporting, storing, and selling NGLs; and


•	gathering, transporting, stabilizing, storing, trans-loading, and selling crude oil and condensate, in addition to brine disposal services.

Our midstream energy asset network includes approximately 11,000 miles of pipelines, 20 natural gas processing plants with approximately 4.9 Bcf/d of processing capacity, seven fractionators with approximately 280,000 Bbls/d of fractionation capacity, barge and rail terminals, product storage facilities, purchasing and marketing capabilities, brine disposal wells, a crude oil trucking fleet, and equity investments in certain joint ventures. Our operations are based in the United States, and our sales are derived primarily from domestic customers.

Our natural gas business includes connecting the wells of producers in our market areas to our gathering systems. Our gathering systems consist of networks of pipelines that collect natural gas from points at or near producing wells and transport it to our processing plants or to larger pipelines for further transmission. We operate processing plants that remove NGLs from the natural gas stream that is transported to the processing plants by our own gathering systems or by third-party pipelines. In conjunction with our gathering and processing business, we may purchase natural gas and NGLs from producers and other supply sources and sell that natural gas or NGLs to utilities, industrial consumers, marketers, and pipelines. Our transmission pipelines receive natural gas from our gathering systems and from third-party gathering and transmission systems and deliver natural gas to industrial end-users, utilities, and other pipelines.

Our fractionators separate NGLs into separate purity products, including ethane, propane, isobutane, normal butane, and natural gasoline. Our fractionators receive NGLs primarily through our transmission lines that transport NGLs from East Texas and from our South Louisiana processing plants. Our fractionators also have the capability to receive NGLs by truck or rail terminals. We also have agreements pursuant to which third parties transport NGLs from our West Texas and Central Oklahoma operations to our NGL transmission lines that then transport the NGLs to our fractionators. In addition, we have NGL storage capacity to provide storage for customers.

Our crude oil and condensate business includes the gathering and transmission of crude oil and condensate via pipelines, barges, rail, and trucks, in addition to condensate stabilization and brine disposal. We also purchase crude oil and condensate from producers and other supply sources and sell that crude oil and condensate through our terminal facilities to various markets.

Across our businesses, we primarily earn our fees through various fee-based contractual arrangements, which include stated fee-only contract arrangements or arrangements with fee-based components where we purchase and resell commodities in connection with providing the related service and earn a net margin as our fee. We earn our net margin under our purchase and resell contract arrangements primarily as a result of stated service-related fees that are deducted from the price of the commodities purchased. While our transactions vary in form, the essential element of most of our transactions is the use of our assets to transport a product or provide a processed product to an end-user or marketer at the tailgate of the plant, pipeline, or barge, truck, or rail terminal.