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Employee Incentive Plans (Tables)
 3 Months Ended
Mar. 31, 2019
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
Schedule of Amounts Recognized in Consolidated Financial Statements
Amounts recognized on the consolidated financial statements with respect to these plans are as follows (in millions):
 
Three Months Ended March 31,
 
2019
 
2018
Cost of unit-based compensation charged to operating expense
$
0.3

 
$
2.0

Cost of unit-based compensation charged to general and administrative expense
10.8

 
3.1

Total unit-based compensation expense
$
11.1

 
$
5.1

Non-controlling interest in unit-based compensation
$
0.5

 
$
1.9

Amount of related income tax benefit recognized in net income (1)
$
2.5

 
$
0.7


____________________________
(1)
For the three months ended March 31, 2019 and 2018, the amount of related income tax benefit recognized in net income excluded $0.1 million and $1.6 million, respectively, of income tax expense related to tax deficiencies recorded on vested units.
Summary of Restricted Incentive Unit Activity
A summary of the restricted incentive unit activity for the three months ended March 31, 2019 is provided below:
 
 
Three Months Ended
March 31, 2019
EnLink Midstream Partners, LP Restricted Incentive Units:
 
Number of Units
 
Weighted Average Grant-Date Fair Value
Non-vested, beginning of period
 
2,556,270

 
$
14.43

Vested (1)
 
(722,853
)
 
10.02

Forfeited
 
(4,490
)
 
11.93

Converted to ENLC (2)
 
(1,828,927
)
 
12.18

Non-vested, end of period
 
—

 
$
—

____________________________
(1)
Vested units included 249,201 units withheld for payroll taxes paid on behalf of employees.
(2)
As a result of the Merger, the Legacy ENLK Awards converted into ENLC unit-based awards using the 1.15 exchange ratio (as defined in the Merger Agreement) as the conversion rate.
A summary of the restricted incentive unit activity for the three months ended March 31, 2019 is provided below:
 
 
Three Months Ended
March 31, 2019
EnLink Midstream, LLC Restricted Incentive Units:
 
Number of Units
 
Weighted Average Grant-Date Fair Value
Non-vested, beginning of period
 
2,425,867

 
$
14.62

Granted (1)
 
1,770,170

 
11.45

Vested (1)(2)
 
(1,214,354
)
 
10.35

Forfeited
 
(54,090
)
 
11.71

Converted from ENLK (3)
 
2,103,266

 
10.59

Non-vested, end of period
 
5,030,859

 
$
12.88

Aggregate intrinsic value, end of period (in millions)
 
$
64.3

 
 
____________________________
(1)
Restricted incentive units typically vest at the end of three years. In March 2019, ENLC granted 420,842 restricted incentive units with a fair value of $4.8 million to officers and certain employees as bonus payments for 2018, and these restricted incentive units vested immediately and are included in the restricted incentive units granted and vested line items.
(2)
Vested units included 409,384 units withheld for payroll taxes paid on behalf of employees.
(3)
Represents Legacy ENLK Awards that were converted into ENLC unit-based awards using the 1.15 exchange ratio (as defined in the Merger Agreement) as the conversion rate.
Summary of Restricted Units' Aggregate Intrinsic Value
A summary of the restricted incentive units’ aggregate intrinsic value (market value at vesting date) and fair value of units vested (market value at date of grant) for the three months ended March 31, 2019 and 2018 is provided below (in millions):
 
 
Three Months Ended March 31,
EnLink Midstream, LLC Restricted Incentive Units:
 
2019
 
2018
Aggregate intrinsic value of units vested
 
$
12.4

 
$
8.9

Fair value of units vested
 
$
12.6

 
$
13.1

A summary of the restricted incentive units’ aggregate intrinsic value (market value at vesting date) and fair value of units vested (market value at date of grant) for the three months ended March 31, 2019 and 2018 is provided below (in millions):
 
 
Three Months Ended March 31,
EnLink Midstream Partners, LP Restricted Incentive Units:
 
2019
 
2018
Aggregate intrinsic value of units vested
 
$
8.0

 
$
8.7

Fair value of units vested
 
$
7.2

 
$
12.8
Summary of Performance Units
The following table presents a summary of the performance units:
 
 
Three Months Ended
March 31, 2019
EnLink Midstream, LLC Performance Units:
 
Number of Units
 
Weighted Average Grant-Date Fair Value
Non-vested, beginning of period
 
418,149

 
$
19.15

Granted
 
907,337

 
13.53

Vested (1)
 
(161,286
)
 
11.71

Converted from ENLK (2)
 
333,798

 
22.47

Non-vested, end of period
 
1,497,998

 
$
17.29

Aggregate intrinsic value, end of period (in millions)
 
$
19.1

 
 

____________________________
(1)
Vested units included 62,219 units withheld for payroll taxes paid on behalf of employees.
(2)
As a result of the Merger, the performance-based Legacy ENLK Awards converted into ENLC performance-based awards using the 1.15 exchange ratio (as defined in the Merger Agreement) as the conversion rate.

A summary of the performance units’ aggregate intrinsic value (market value at vesting date) and fair value of units vested (market value at date of grant) for the three months ended March 31, 2019 and 2018 is provided below (in millions):
 
 
Three Months Ended March 31,
EnLink Midstream, LLC Performance Units:
 
2019
 
2018
Aggregate intrinsic value of units vested
 
$
1.8

 
$
1.9

Fair value of units vested
 
$
1.9

 
$
4.2

The following table presents a summary of the performance units:
 
 
Three Months Ended
March 31, 2019
EnLink Midstream Partners, LP Performance Units:
 
Number of Units
 
Weighted Average Grant-Date Fair Value
Non-vested, beginning of period
 
451,669

 
$
17.74

Vested (1)
 
(161,410
)
 
10.54

Converted to ENLC (2)
 
(290,259
)
 
25.84

Non-vested, end of period
 
—

 
$
—


____________________________
(1)
Vested units included 62,403 units withheld for payroll taxes paid on behalf of employees.
(2)
As a result of the Merger, the performance-based Legacy ENLK Awards converted into ENLC performance-based awards using the 1.15 exchange ratio (as defined in the Merger Agreement) as the conversion rate.

A summary of the performance units’ aggregate intrinsic value (market value at vesting date) and fair value of units vested (market value at date of grant) for the three months ended March 31, 2019 and 2018 is provided below (in millions).
 
 
Three Months Ended March 31,
EnLink Midstream Partners, LP Performance Units:
 
2019
 
2018
Aggregate intrinsic value of units vested
 
$
2.1

 
$
2.0

Fair value of units vested
 
$
1.7

 
$
4.1
Schedule of Performance Stock Vesting Levels

The following table sets out the levels at which the Tranche TSR Units may vest (using linear interpolation) based on the ENLC TSR percentile ranking for the applicable performance period relative to the TSR achievement of the Designated Peer Companies:
Performance Level
 
Achieved ENLC TSR
Position Relative to Designated Peer Companies
 
Vesting percentage
of the Tranche TSR Units
Below Threshold
 
Less than 25%
 
0%
Threshold
 
Equal to 25%
 
50%
Target
 
Equal to 50%
 
100%
Maximum
 
Greater than or Equal to 75%
 
200%

Approximately one-third of the Total CF Units (the “Tranche CF Units”) relates to each of the first three performance periods described above (i.e., the Cash Flow performance goal does not relate to the Cumulative Performance Period). The Board will establish the Cash Flow performance targets for purposes of the column in the table below titled “ENLC’s Achieved Cash Flow” for each performance period no later than March 31 of the year in which the relevant performance period begins. Following the end date of a given performance period, the Committee will measure and determine the Cash Flow performance of ENLC to determine the Tranche CF Units that are eligible to vest, subject to the grantee’s continued employment or service with ENLC or its affiliates through the end of the Cumulative Performance Period. In short, the Performance-Based Award Agreement defines Cash Flow for a given performance period as (A)(i) ENLC’s adjusted EBITDA minus (ii) interest expense, current taxes and other, maintenance capital expenditures, and preferred unit accrued distributions divided by (B) the time-weighted average number of ENLC’s common units outstanding during the relevant performance period. The following table sets out the levels at which the Tranche CF Units will be eligible to vest (using linear interpolation) based on the Cash Flow performance of ENLC for the performance period ending December 31, 2019:
Performance Level
 
ENLC’s Achieved Cash Flow
 
Vesting percentage
of the Tranche CF Units
Below Threshold
 
Less than $1.43
 
0%
Threshold
 
Equal to $1.43
 
50%
Target
 
Equal to $1.55
 
100%
Maximum
 
Greater than or Equal to $1.72
 
200%
Summary of Grant-Date Fair Values
The following table presents a summary of the grant-date fair value assumptions by performance unit grant date:
EnLink Midstream, LLC Performance Units:
 
March 2019
Beginning TSR price
 
$
10.92

Risk-free interest rate
 
2.42
%
Volatility factor
 
33.86
%
Distribution yield
 
9.7
%