United States securities and exchange commission logo
March 17, 2023
Benjamin Lamb
Chief Financial Officer
EnLink Midstream, LLC
1722 Routh St., Suite 1300
Dallas, Texas 75201
Re: EnLink Midstream,
LLC
Form 10-K for the
Fiscal Year ended December 31, 2022
Filed February 15,
2023
File No. 001-36336
Dear Benjamin Lamb:
We have limited our review of your filing to the financial
statements and related
disclosures and have the following comments. In some of our comments, we
may ask you to
provide us with information so we may better understand your disclosure.
Please respond to these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your
response to these comments, we may have additional comments.
Form 10-K for the Fiscal Year ended December 31, 2022
Management's Discussion and Analysis of Financial Condition and Results
of Operations
Results of Operations, page 73
1. We note your discussion
and analysis begins with a tabulation of activity having gross
margin on a segment and
consolidated basis as the first line item, without showing the
composition of the
measure, excluding revenues, cost of sales, and other material items,
although you identify
depreciation and amortization as a reconciling item in arriving at
your non-GAAP measure
of segment profit, and operating expenses as a reconciling item
in arriving at your
non-GAAP measure of adjusted gross margin.
We also note that
content following your tabulation includes no discussion and analysis of
revenues or cost of
revenues, on either a segment or consolidated basis, and no discussion
and analysis of
operating expenses or depreciation and amortization on a consolidated
basis. However, in your
Statements of Operations on page 92, you report revenues from
Benjamin Lamb
FirstName LastNameBenjamin Lamb
EnLink Midstream, LLC
Comapany
March NameEnLink Midstream, LLC
17, 2023
March2 17, 2023 Page 2
Page
FirstName LastName
product sales and midstream services, and in Note 16 on pages 135-137,
you report
revenues from natural gas sales, NGL sales, crude oil and condensate
sales, gathering and
transportation, processing, NGL services, crude services, and other
services.
The guidance in Item 303(a) and (b)(2) of Regulation S-K requires a
discussion and
analysis of the consolidated financial statements, including (i)
significant components of
revenues and expenses that would be material to an understanding of
the results of
operations; (ii) known trends or uncertainties that have had or that
are reasonably likely to
have a material favorable or unfavorable impact on revenues; (iii)
events that are
reasonably likely to cause a material change in the relationship
between costs and
revenues; and (iv) the extent to which material changes in revenues
are attributable to
changes in prices or to changes in the volume or amount of goods or
services being sold.
Please expand your discussion and analysis to address revenues and
cost of sales on a
consolidated and segment basis, including details that are responsive
to the requirements
referenced above, and consistent with the activity reported in your
financial statements.
Given your disclosure on page 81, stating that certain of your revenue
generating contracts
contain clauses that increase your fees based on changes in inflation
metrics, also quantify
the extent to which such inflation metrics have changed and impacted
revenues.
Operating Expenses, page 74
2. We note that you identify several reasons for changes in your
operating expenses in the
various segment oriented disclosures, though do not separately
quantify the impact of each
driver or component, e.g. changes attributed to materials and supplies
expense,
construction fees and services, utility costs, and labor and benefits
costs.
Under Item 303(b) of Regulation S-K, when the consolidated financial
statements reflect
material changes from period-to-period in one or more line items, or
where material
changes within a line item offset one another, you are required to
describe the underlying
reasons in quantitative and qualitative terms.
Please revise to quantify the impact of each factor or component
associated with material
changes, including the impact of inflation associated with any
material changes.
In closing, we remind you that the company and its management are
responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review,
comments, action or
absence of action by the staff.
Benjamin Lamb
EnLink Midstream, LLC
March 17, 2023
Page 3
You may contact Robert Babula, Staff Accountant at (202) 551-3339, or
Gus Rodriguez,
Staff Accountant at (202) 551-3752 with any questions.
FirstName LastNameBenjamin Lamb Sincerely,
Comapany NameEnLink Midstream, LLC
Division of Corporation
Finance
March 17, 2023 Page 3 Office of Energy &
Transportation
FirstName LastName