8-KAcquisitions & DispositionsRegulation FDExhibits & Filings

ONEOK INC /NEW/ 8-K Report, Acquisition Completed (Jan 31, 2025)

Filed January 31, 2025For Securities:OKE

Summary

ONEOK Inc. (OKE) announced the successful completion of its acquisition of EnLink Midstream, LLC through a series of mergers (the "Mergers"). Effective January 30, 2025, holders of EnLink common units received 0.1412 shares of ONEOK common stock for each EnLink unit, with cash to be paid in lieu of fractional shares. This strategic acquisition, previously holding a significant stake in EnLink, is now fully integrated, aiming to enhance ONEOK's position in the midstream energy sector. The completion of the Mergers also involved an internal reorganization, where ONEOK assumed obligations related to EnLink's and ENLK's outstanding senior notes and credit agreements. Furthermore, the acquired entities are now guaranteeing ONEOK's existing debt obligations. Investors should note that the issuance of ONEOK shares in connection with the merger was registered under a Form S-4 registration statement filed earlier. This filing primarily confirms the transaction's closing and its immediate financial implications.

Key Highlights

  • 1ONEOK has successfully completed its acquisition of EnLink Midstream.
  • 2EnLink unitholders received 0.1412 shares of ONEOK common stock per EnLink unit.
  • 3Cash will be paid in lieu of fractional ONEOK shares.
  • 4Outstanding EnLink restricted and performance unit awards were converted into ONEOK restricted stock units.
  • 5ONEOK assumed obligations for EnLink and ENLK's senior notes and credit agreements post-merger.
  • 6EnLink and ENLK will now guarantee ONEOK's debt obligations.
  • 7The transaction was previously registered under a Form S-4 filing.

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