EnLink Midstream Partners, LP (NYSE:ENLK), EnLink Midstream, LLC (NYSE:ENLC) and EnLink Energy GP, LLC entered into an agreement to acquire TOMPC, LLC from Tall Oak Midstream, LLC for approximately $210 million on December 6, 2015. Under the terms of deal, buyers will pay $150 million at closing and will pay $61.4 million at one year anniversary of the deal. Buyer will also repay any third party debt of the TOMPC outstanding at closing. Approximately 84% of the combined acquisition will be acquired by the EnLink Midstream Partners, LP and EnLink Midstream, LLC the remainder will be acquired by EnLink Energy GP, LLC. In a related transaction, EnLink Midstream Partners, LP (NYSE:ENLK), EnLink Midstream, LLC (NYSE:ENLC) and EnLink Energy GP, LLC is acquiring TOM-STACK, LLC.

EnLink Midstream Partners plans to fund the first installment through its issuance of $750 million aggregate amount of convertible preferred units to TPG, and via the revolving credit facility in an amount equal to $50 million. EnLink Midstream Partners plans to fund the second installment with proceeds from the monetization of non-core assets, preferred equity issuances or other equity issuances. The transaction is subject to the satisfaction of customary closing conditions, including applicable regulatory approvals, as well as the completion of TOM-STACK, LLC acquisition. The deal is subject to HSR act, third party approval and obtaining financing, and execution of escrow agreement. Deal is also subject to listing approval from NYSE. As of December 18, 2015, the transaction received early termination of waiting period from the Federal Trade Commission. The transaction is expected to be closed in the first quarter of 2016. The transaction is expected to be accretive for 2016.

Jefferies LLC acted as financial advisor for EnLink Midstream Partners, EnLink Midstream and EnLink Energy GP. Morgan Stanley & Co. LLC acted as financial advisor and was the primary advisor for the financing transactions. Evercore acted as financial advisor to EnLink Midstream Partners, EnLink Midstream and EnLink Energy GP. Wells Fargo Bank acted as escrow agent in the deal. Monty Ward and Rodney L. Moore of Weil, Gotshal & Manges LLP acted as legal advisor to buyers. Jimmy Vallee, Kim Hicks Will Mabry, Andrew Deas, Greg Nelson, Sparks Lindsay, Scott Hataway, William DeGrandis, Lisa Ruston and Mark Poerio of Paul Hastings LLP acted as legal advisor to Tall Oak Midstream, LLC. Tim Kisling, Michael Jamieson and Claudio Sauer of Citi acted as financial advisors to Tall Oak Midstream. Sarah E. McLean of Thompson & Knight LLP acted as legal advisor to EnCap Flatrock, a shareholder of Tall Oak Midstream. Ryan Maierson, Thomas Brandt, Carolyn Check, Sara-Ashley Hernandez, Jayne Wabeke, Tim Fenn and Bryant Lee of Latham & Watkins acted as legal advisors to the buyers and TPG. John B. Connally, Shay Kuperman, Ramey Layne, Tom Crichton, Todd Way, Sean Becker, Darin Schultz and Larry Pechacek of Vinson & Elkins acted as legal advisors for Devon Energy, parent of EnLink Midstream. Robert Schwenkel, Mark Lucas, Tobias Caspary, Michelle Gold, Nathaniel Asker, Nathan Erickson of Fried, Frank, Harris, Shriver & Jacobson LLP acted as legal advisors for Goldman Sachs' Merchant Banking Division in its proposed convertible preferred unit investment in EnLink Midstream Partners, LP, alongside TPG Capital, in connection with current transaction.

EnLink Midstream Partners, LP (NYSE:ENLK), EnLink Midstream, LLC (NYSE:ENLC) and EnLink Energy GP, LLC completed the acquisition of acquire TOMPC, LLC from Tall Oak Midstream, LLC on January 7, 2016.