Sec Form 4 Filing - ArcLight Capital Partners, LLC @ Enable Midstream Partners, LP - 2014-04-16

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
ArcLight Capital Partners, LLC
2. Issuer Name and Ticker or Trading Symbol
Enable Midstream Partners, LP [ ENBL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
200 CLARENDON STREET, 55TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
04/16/2014
(Street)
BOSTON, MA02117
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Units Representing Limited Partner Interests 04/16/2014 S 3,750,000 ( 1 ) D $ 20 47,777,730 ( 2 ) ( 3 ) I See Footnotes ( 2 ) ( 3 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ArcLight Capital Partners, LLC
200 CLARENDON STREET, 55TH FLOOR
BOSTON, MA02117
X
ArcLight Capital Holdings, LLC
200 CLARENDON STREET, 55TH FLOOR
BOSTON, MA02117
X
Bronco Midstream Infrastructure, LLC
200 CLARENDON STREET, 55TH FLOOR
BOSTON, MA02117
X
Enogex Holdings LLC
200 CLARENDON STREET, 55TH FLOOR
BOSTON, MA02117
X
ArcLight Energy Partners Fund IV LP
200 CLARENDON STREET, 55TH FLOOR
BOSTON, MA02117
X
ARCLIGHT ENERGY PARTNERS FUND V, L.P.
200 CLARENDON STREET, 55TH FLOOR
BOSTON, MA02117
X
Bronco Midstream Partners, L.P.
200 CLARENDON STREET, 55TH FLOOR
BOSTON, MA02117
X
Signatures
ArcLight Capital Partners, LLC, /s/ Daniel R. Revers, Managing Partner 04/16/2014
Signature of Reporting Person Date
ArcLight Capital Holdings, LLC, /s/ Daniel R. Revers, Manager 04/16/2014
Signature of Reporting Person Date
Bronco Midstream Infrastructure, LLC, /s/ Daniel R. Revers, President 04/16/2014
Signature of Reporting Person Date
Enogex Holdings LLC, /s/ Daniel R. Revers, President 04/16/2014
Signature of Reporting Person Date
ArcLight Energy Partners Fund IV, L.P., By: ArcLight PEF GP IV, LLC, its general partner, By: ArcLight Capital Holdings, LLC, its manager, /s/ Daniel R. Revers, Managing Partner 04/16/2014
Signature of Reporting Person Date
ArcLight Energy Partners Fund V, L.P., By: ArcLight PEF GP V, LLC, its general partner, By: ArcLight Capital Holdings, LLC, its manager, /s/ Daniel R. Revers, Managing Partner 04/16/2014
Signature of Reporting Person Date
Bronco Midstream Partners, L.P., By: Bronco Partners GP, LLC, /s/ Daniel R. Revers, President 04/16/2014
Signature of Reporting Person Date
Explanation of Responses:
( 1 )As described in the Registration Statement on Form S-1 (File No. 333-192542) (the "Registration Statement") filed by Enable Midstream Partners, LP (the "Issuer") in connection with the closing of the initial public offering of the Issuer, Enogex Holdings LLC ("Enogex Holdings") granted the underwriters a 30-day option to purchase up to an aggregate of 3,750,000 additional comment units, which the underwriters exercised in full.
( 2 )This Form 4 is being filed jointly by ArcLight Capital Partners, LLC, ArcLight Capital Holdings, LLC, ArcLight Energy Partners Fund V, L.P., ArcLight Energy Partners Fund IV, L.P., Bronco Midstream Partners, L.P., Bronco Midstream Infrastructure LLC ("Bronco") and Enogex Holdings (collectively with the foregoing and their respective general partners and subsidiaries, "ArcLight"). The common units reported herein are held by Enogex Holdings and Bronco. ArcLight Energy Partners Fund V, L.P., ArcLight Energy Partners Fund IV, L.P. and Bronco Midstream Partners, L.P. have monetary interests in the shares reported on this Form 4.
( 3 )(Continued from Footnote 2) ArcLight Capital Partners, LLC is the investment advisor for, and ArcLight Capital Holdings, LLC is the managing partner of the general partner of ArcLight Energy Partners Fund V, L.P. and ArcLight Energy Partners Fund IV, L.P. ArcLight Capital Holding, LLC is the sole member of the general partner of Bronco Midstream Partners, L.P. Each Reporting Person disclaims beneficial ownership except to the extent of their monetary interest therein.

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