Item 5.03.
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On September 21, 2017, EnLink Midstream Partners, LP (the Partnership) issued 400,000 of its 6.000% Series C Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units representing limited partner interests in the Partnership (the Series C Preferred Units), at a price to the public of $1,000 per unit, pursuant to the previously reported Underwriting Agreement, dated as of September 14, 2017, between the Partnership and J.P. Morgan Securities LLC, as representative of the several underwriters named therein. The Series C Preferred Units entitle their holders to certain rights that are senior to the rights of holders of common units representing limited partner interests in the Partnership (Common Units), such as rights to certain distributions and rights upon liquidation of the Partnership.
On September 21, 2017, in connection with the issuance of the Series C Preferred Units, EnLink Midstream Partners GP, LLC, the general partner of the Partnership (the General Partner), adopted the Ninth Amended and Restated Agreement of Limited Partnership of the Partnership (the Amended Partnership Agreement) to (i) establish the rights and obligations of the Series C Preferred Units in connection with the issuance of such units, (ii) delete certain provisions that were no longer applicable to the Partnership, and (iii) make other miscellaneous revisions.
The Series C Preferred Units rank senior to the Common Units and to any other class or series of the Partnerships equity interests that may be established after the original issue date of the Series C Preferred Units (the Original Issue Date) and that are not expressly made senior to or on parity with the Series C Preferred Units as to the payment of distributions and amounts payable upon a liquidation event. The Series C Preferred Units rank junior to (i) the Partnerships Series B Cumulative Convertible Preferred Units and (ii) any other class or series of the Partnerships equity interests that may be established after the Original Issue Date and that are expressly made senior to the Series C Preferred Units to the payment of distributions and amounts payable upon a liquidation event (collectively, the Senior Securities). The Series C Preferred Units have no stated maturity and are not subject to mandatory redemption or any sinking fund and will remain outstanding indefinitely unless repurchased or redeemed by the Partnership, as described below.
Distributions on the Series C Preferred Units are cumulative from the Original Issue Date and will be payable semi-annually in arrears on the 15th day of June and December of each year until December 15, 2022, and thereafter on the 15th day of March, June, September, and December of each year, in each case, when, as, and if declared by the General Partner. The initial distribution on the Series C Preferred Units will be payable on December 15, 2017 in an amount equal to approximately $14.00 per Series C Preferred Unit. Distributions on the Series C Preferred Units will be payable out of amounts legally available therefor from and including the Original Issue Date to, but not including, December 15, 2022 at a rate equal to 6.000% per annum of the $1,000 liquidation preference. On and after December 15, 2022, distributions on the Series C Preferred Units will accumulate for each distribution period at a percentage of the $1,000 liquidation preference equal to an annual floating rate of the three-month LIBOR plus a spread of 4.11%.
The Series C Preferred Units may be redeemed by the Partnership at its option (i) following the occurrence of certain ratings agency events, in whole but not in part, out of funds legally available for such redemption, at a redemption price in cash of $1,020 per Series C Preferred Unit plus an amount equal to all accumulated and unpaid distributions thereon to, but not including, the date of redemption, whether or not declared, or (ii) at any time on or after December 15, 2022, in whole or in part, out of funds legally available for such redemption, at a redemption price in cash of $1,000 per Series C Preferred Unit plus an amount equal to all accumulated and unpaid distributions thereon to, but not including, the date of redemption, whether or not declared.
Holders of Series C Preferred Units will generally have no voting rights, except for limited voting rights with respect to (i) potential amendments to the Partnership Agreement that would have a material adverse effect on the existing terms of the Series C Preferred Units, (ii) the creation or issuance of any securities on parity with the Series C Preferred
2