Long-Term Debt

9 Months Ended

Sep. 30, 2024

(5) Long-Term Debt

As of September 30, 2024 and December 31, 2023, long-term debt consisted of the following (in millions):


	September 30, 2024						December 31, 2023
	Outstanding Principal		Premium (Discount)		Long-Term Debt		Outstanding Principal		Premium (Discount)		Long-Term Debt

Revolving Credit Facility due 2027	$	—	$	—	$	—	$	—	$	—	$	—
AR Facility due 2025 (1)	260.0		—		260.0		300.0		—		300.0
ENLK’s 4.40% Senior unsecured notes due 2024	—		—		—		97.9		—		97.9
ENLK’s 4.15% Senior unsecured notes due 2025	421.6		—		421.6		421.6		—		421.6
ENLK’s 4.85% Senior unsecured notes due 2026	491.0		(0.1)		490.9		491.0		(0.2)		490.8
ENLC’s 5.625% Senior unsecured notes due 2028	500.0		—		500.0		500.0		—		500.0
ENLC’s 5.375% Senior unsecured notes due 2029	498.7		—		498.7		498.7		—		498.7
ENLC’s 6.50% Senior unsecured notes due 2030	1,000.0		(2.4)		997.6		1,000.0		(2.7)		997.3
ENLC’s 5.650% Senior unsecured notes due 2034	500.0		(1.9)		498.1		—		—		—
ENLK’s 5.60% Senior unsecured notes due 2044	340.0		(0.2)		339.8		350.0		(0.2)		349.8
ENLK’s 5.05% Senior unsecured notes due 2045	413.4		(4.4)		409.0		450.0		(5.0)		445.0
ENLK’s 5.45% Senior unsecured notes due 2047	448.2		(0.1)		448.1		500.0		(0.1)		499.9
Debt classified as long-term, including current maturities of long-term debt	$	4,872.9	$	(9.1)	4,863.8		$	4,609.2	$	(8.2)	4,601.0
Debt issuance cost (2)					(32.3)						(32.1)
Less: Current maturities of long-term debt (3)(4)(5)					(681.3)						(97.9)
Long-term debt, net of unamortized issuance cost					$	4,150.2					$	4,471.0

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(1)The effective interest rate was 5.9% and 6.4% at September 30, 2024 and December 31, 2023, respectively.

(2)Net of accumulated amortization of $23.8 million and $20.0 million at September 30, 2024 and December 31, 2023, respectively.

(3)The outstanding balance, net of debt issuance costs, of ENLK’s 4.40% senior unsecured notes due 2024 are classified as “Current maturities of long-term debt” in the consolidated balance sheet as of December 31, 2023 as these notes matured on April 1, 2024.

(4)The outstanding balance, net of debt issuance costs, of ENLK’s 4.15% senior unsecured notes are classified as “Current maturities of long-term debt” in the consolidated balance sheet as of September 30, 2024 as these notes mature on June 1, 2025.

(5)The AR Facility is classified as “Current maturities of long-term debt” in the consolidated balance sheet as of September 30, 2024 as the AR Facility is scheduled to terminate on August 1, 2025.

Revolving Credit Facility

The Revolving Credit Facility permits ENLC to borrow up to $1.4 billion on a revolving credit basis and includes a $500.0 million letter of credit subfacility. There were no outstanding borrowings under the Revolving Credit Facility and $14.6 million in outstanding letters of credit as of September 30, 2024.

On September 12, 2024, we amended the change of control provisions of the Revolving Credit Facility to, among other things, designate ONEOK as Qualifying Owners (as defined in the Revolving Credit Facility), such that the GIP/ONEOK Transaction did not result in a change of control under the Revolving Credit Agreement.At September 30, 2024, we were in compliance with the financial covenants of the Revolving Credit Facility.

AR Facility

On October 21, 2020, the SPV entered into the AR Facility. We are the primary beneficiary of the SPV, and we consolidate its assets and liabilities, which consist primarily of billed and unbilled accounts receivable of $496.4 million as of September 30, 2024. As of September 30, 2024, the AR Facility had a borrowing base of $383.3 million and there were $260.0 million in outstanding borrowings under the AR Facility.

The amount available for borrowings at any one time under the AR Facility is limited to a borrowing base amount calculated based on the outstanding balance of eligible receivables held as collateral, subject to certain reserves, concentration limits, and other limitations. Depending on our operational needs, we may not borrow the total amount available for borrowings. At September 30, 2024, we were in compliance with the financial covenants of the AR Facility.

Senior Unsecured Notes

On August 15, 2024, ENLC completed the sale of $500.0 million in aggregate principal amount of ENLC’s 5.650% senior unsecured notes due September 1, 2034 (the “2034 Notes”) at 99.618% of their face value. Interest on the 2034 Notes is payable on March 1 and September 1 of each year beginning on March 1, 2025. ENLC used the net proceeds for general limited liability company purposes, including to repay the borrowings under the Revolving Credit Facility and a portion of the borrowings under the AR Facility. A portion of these borrowings were incurred to purchase outstanding Series B Preferred Units on August 5, 2024. The 2034 Notes are fully and unconditionally guaranteed by ENLK.

Additionally, for the three and nine months ended September 30, 2024, we repurchased a portion of ENLK’s 5.60% senior unsecured notes due 2044 (the “2044 Notes”), ENLK’s 5.05% senior unsecured notes due 2045 (the “2045 Notes”), and ENLK’s 5.45% senior unsecured notes due 2047 (the “2047 Notes”) in open market transactions. As a result, we recognized a $9.5 million gain on extinguishment of debt, which is included in the consolidated statements of operations for the three and nine months ended September 30, 2024. We did not repurchase any senior unsecured notes in open market transactions during the three and nine months ended September 30, 2023.