Certain Provisions of the ENLK Partnership Agreement

6 Months Ended

Jun. 30, 2022

Certain Provisions of the ENLK Partnership Agreement

(7) Certain Provisions of the ENLK Partnership Agreement

a.Series B Preferred Units

As of June 30, 2022 and December 31, 2021, there were 54,168,359 and 57,501,693 Series B Preferred Units issued and outstanding, respectively.

In January 2022, we redeemed 3,333,334 Series B Preferred Units for total consideration of $50.5 million plus accrued distributions. In addition, upon such redemption, a corresponding number of ENLC Class C Common Units were automatically cancelled. The redemption price represents 101% of the preferred units’ par value. In connection with the Series B Preferred Unit redemption, we have agreed with the holders of the Series B Preferred Units that we will pay cash in lieu of making a quarterly PIK distribution through the distribution declared for the fourth quarter of 2022.

A summary of the distribution activity relating to the Series B Preferred Units during the six months ended June 30, 2022 and 2021 is provided below:


Declaration period	Distribution paid as additional Series B Preferred Units	Cash distribution (in millions)		Date paid/payable
2022
Fourth Quarter of 2021	—	$	19.2	February 11, 2022 (1)
First Quarter of 2022	—	$	17.5	May 13, 2022 (2)
Second Quarter of 2022	—	$	17.3	August 12, 2022


2021
Fourth Quarter of 2020	150,494	$	16.9	February 12, 2021
First Quarter of 2021	150,871	$	17.0	May 14, 2021
Second Quarter of 2021	151,248	$	17.0	August 13, 2021

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(1)In December 2021 and January 2022, we paid $0.9 million and $1.0 million, respectively, of accrued distributions on the Series B Preferred Units redeemed.

(2)In January 2022, we paid $0.3 million of accrued distributions on the Series B Preferred Units redeemed. The remaining distribution of $17.2 million related to the first quarter of 2022 was paid on May 13, 2022.

b.Series C Preferred Units

As of June 30, 2022 and December 31, 2021, there were 400,000 Series C Preferred Units issued and outstanding, respectively. ENLK distributed $12.0 million to holders of Series C Preferred Units during the three and six months ended June 30, 2022 and 2021, respectively.