EnLink Midstream Partners (ENLK) Form 3 Initial statement of insider ownership

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Global Infrastructure Investors III, LLC

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS,

30TH FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/18/2018

3. Issuer Name and Ticker or Trading Symbol
EnLink Midstream Partners, LP [ ENLK ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Units	183,189,051	I	See footnotes(1)(2)(3)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

Global Infrastructure Investors III, LLC

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS,

30TH FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Global Infrastructure GP III, L.P.

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS,

30TH FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

GIP III Stetson Aggregator II, L.P.

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS,

30TH FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

GIP III Stetson Aggregator I, L.P.

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS,

30TH FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

GIP III Stetson GP, LLC

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS,

30TH FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

GIP III Stetson I, L.P.

(Last) (First) (Middle)

1345 AVENUE OF THE AMERICAS,

30TH FLOOR

(Street)

NEW YORK NY 10105

(City) (State) (Zip)

Explanation of Responses:

1. Acacia Natural Gas Corp I, Inc. ("Acacia") and EnLink Midstream, Inc. ("EMI") are the record holders of 68,248,199 and 20,280,252 Common Units, respectively. EnLink Midstream Manager, LLC ("EnLink Midstream Manager") is the managing member of EnLink Midstream, LLC ("EnLink Midstream"), which is the sole shareholder of each of Acacia and EMI. As a result, each of EnLink Midstream Manager and EnLink Midstream may be deemed to share beneficial ownership of the Common Units held by Acacia and EMI.

2. GIP III Stetson I, L.P. ("Stetson I") is the record holder of 94,660,600 Common Units. In addition, Stetson I is the sole member of EnLink Midstream Manager and may be deemed to share beneficial ownership of the Common Units beneficially owned by EnLink Midstream Manager.

3. Global Infrastructure Investors III, LLC ("Global Investors") is the sole general partner of Global Infrastructure GP III, L.P. ("Global GP"), which is the general partner of each of GIP III Stetson Aggregator I, L.P. ("Aggregator I") and GIP III Stetson Aggregator II, L.P. ("Aggregator II"), which are the managing members of GIP III Stetson GP, LLC ("Stetson GP"), which is the general partner of Stetson I. As a result, Global Investors, Global GP, Aggregator I, Aggregator II and Stetson GP may be deemed to share beneficial ownership of the Common Units beneficially owned by Stetson I. Adebayo Ogunlesi, Jonathan Bram, William Brilliant, Matthew Harris, Michael McGhee, Rajaram Rao, William Woodburn, Salim Samaha and Robert O'Brien, as the voting members of the Investment Committee of Global Investors, may be deemed to share beneficial ownership of the Common Units beneficially owned by Global Investors. Such individuals expressly disclaim any such beneficial ownership.

	GLOBAL INFRASTRUCTURE INVESTORS III, LLC By: /s/ Matthew Harris, Partner	07/30/2018
	GLOBAL INFRASTRUCTURE GP III, L.P. By: Global Infrastructure Investors III, LLC, its general partner By: /s/ Matthew Harris, Partner	07/30/2018
	GIP III STETSON AGGREGATOR II, L.P. By: Global Infrastructure GP III, L.P., its general partner By: Global Infrastructure Investors III, LLC, its general partner By: /s/ Matthew Harris, Partner	07/30/2018
	GIP III STETSON AGGREGATOR I, L.P. By: Global Infrastructure GP III, L.P., its general partner By: Global Infrastructure Investors III, LLC, its general partner By: /s/ Matthew Harris, Partner	07/30/2018
	GIP III STETSON GP, LLC By: /s/ Matthew Harris, Partner	07/30/2018
	GIP III STETSON I, L.P. By: GIP III Stetson GP, LLC, its general partner By: /s/ Matthew Harris, Partner	07/30/2018
	** Signature of Reporting Person	Date
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