0000899243-16-013074.txt : 20160210
0000899243-16-013074.hdr.sgml : 20160210
20160210212552
ACCESSION NUMBER: 0000899243-16-013074
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160208
FILED AS OF DATE: 20160210
DATE AS OF CHANGE: 20160210
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Revers Daniel R
CENTRAL INDEX KEY: 0001405456
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35257
FILM NUMBER: 161407668
MAIL ADDRESS:
STREET 1: C/O ARCLIGHT CAPITAL PARTNERS, LLC
STREET 2: 200 CLARENDON ST., 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02117
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ArcLight Capital Partners, LLC
CENTRAL INDEX KEY: 0001502945
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35257
FILM NUMBER: 161407669
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON STREET, 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02117
BUSINESS PHONE: 6175316300
MAIL ADDRESS:
STREET 1: 200 CLARENDON STREET, 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02117
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ArcLight Capital Holdings, LLC
CENTRAL INDEX KEY: 0001441290
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35257
FILM NUMBER: 161407670
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON STREET
STREET 2: 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02117
BUSINESS PHONE: 617-531-6300
MAIL ADDRESS:
STREET 1: 200 CLARENDON STREET
STREET 2: 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02117
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Magnolia Infrastructure Partners, LLC
CENTRAL INDEX KEY: 0001638285
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35257
FILM NUMBER: 161407672
BUSINESS ADDRESS:
STREET 1: C/O ARCLIGHT CAPITAL PARTNERS, LLC
STREET 2: 200 CLAREDON STREET, 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02117
BUSINESS PHONE: (617) 531-6300
MAIL ADDRESS:
STREET 1: C/O ARCLIGHT CAPITAL PARTNERS, LLC
STREET 2: 200 CLAREDON STREET, 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02117
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: American Midstream GP, LLC
CENTRAL INDEX KEY: 0001526603
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35257
FILM NUMBER: 161407673
BUSINESS ADDRESS:
STREET 1: 1614 15TH STREET, SUITE 300
CITY: DENVER
STATE: CO
ZIP: 80202
BUSINESS PHONE: (720) 457-6060
MAIL ADDRESS:
STREET 1: 1614 15TH STREET, SUITE 300
CITY: DENVER
STATE: CO
ZIP: 80202
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ARCLIGHT ENERGY PARTNERS FUND V, L.P.
CENTRAL INDEX KEY: 0001502553
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35257
FILM NUMBER: 161407674
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON STREET, 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02117
BUSINESS PHONE: 6175316300
MAIL ADDRESS:
STREET 1: 200 CLARENDON STREET, 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02117
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: American Midstream Partners, LP
CENTRAL INDEX KEY: 0001513965
STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922]
IRS NUMBER: 270855785
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1400 16TH STREET
STREET 2: SUITE 310
CITY: DENVER
STATE: CO
ZIP: 80202
BUSINESS PHONE: (720) 457-6060
MAIL ADDRESS:
STREET 1: 1400 16TH STREET
STREET 2: SUITE 310
CITY: DENVER
STATE: CO
ZIP: 80202
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: High Point Infrastructure Partners, LLC
CENTRAL INDEX KEY: 0001575227
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35257
FILM NUMBER: 161407671
BUSINESS ADDRESS:
STREET 1: C/O ARCLIGHT CAPITAL PARTNERS, LLC
STREET 2: 200 CLARENDON ST, 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02117
BUSINESS PHONE: 617-531-6300
MAIL ADDRESS:
STREET 1: C/O ARCLIGHT CAPITAL PARTNERS, LLC
STREET 2: 200 CLARENDON ST, 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02117
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2016-02-08
0
0001513965
American Midstream Partners, LP
AMID
0001502553
ARCLIGHT ENERGY PARTNERS FUND V, L.P.
C/O ARCLIGHT CAPITAL PARTNERS, LLC
200 CLARENDON STREET, 55TH FLOOR
BOSTON
MA
02117
1
0
1
1
SEE REMARKS
0001526603
American Midstream GP, LLC
ATTENTION: WILLIAM B. MATHEWS
1400 16TH STREET, SUITE 310
DENVER
CO
80202
1
0
1
1
SEE REMARKS
0001638285
Magnolia Infrastructure Partners, LLC
C/O ARCLIGHT CAPITAL PARTNERS, LLC
200 CLARENDON STREET, 55TH FLOOR
BOSTON
MA
02117
1
0
1
1
SEE REMARKS
0001575227
High Point Infrastructure Partners, LLC
C/O ARCLIGHT CAPITAL PARTNERS, LLC
200 CLARENDON STREET, 55TH FLOOR
BOSTON
MA
02117
1
0
1
1
SEE REMARKS
0001441290
ArcLight Capital Holdings, LLC
C/O ARCLIGHT CAPITAL PARTNERS, LLC
200 CLARENDON STREET, 55TH FLOOR
BOSTON
MA
02117
1
0
1
1
SEE REMARKS
0001502945
ArcLight Capital Partners, LLC
200 CLARENDON STREET, 55TH FLOOR
BOSTON
MA
02117
1
0
1
1
SEE REMARKS
0001405456
Revers Daniel R
C/O ARCLIGHT CAPITAL PARTNERS, LLC
200 CLARENDON STREET, 55TH FLOOR
BOSTON
MA
02117
1
0
1
1
SEE REMARKS
Common Units (Limited Partner Interests)
2016-02-08
4
P
0
90943
6.93
A
3360183
I
See Footnote
Common Units (Limited Partner Interests)
2016-02-09
4
P
0
94626
6.29
A
3454809
I
See Footnote
Common Units (Limited Partner Interests)
2016-02-10
4
P
0
30871
6.04
A
3458680
I
See Footnote
Common units were purchased pursuant to a 10b5-1 plan entered into on January 8, 2016.
The price reported in Column 4 is a weighted average price. These common units were purchased in multiple transactions ranging from $6.68 to $6.99, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of common units purchased at each separate price within the range set forth above.
Does not include (i) 6,477,957 Series A-1 Convertible Preferred Units (the "Series A-1 Units") held directly by High Point Infrastructure Partners, LLC ("HPIP"), which do not have an expiration date and are convertible in whole or in part on an approximate 1.098:1 basis into common units at any time after January 1, 2014 and (ii) 2,762,503 Series A-2 Convertible Preferred Units held by Magnolia (as defined below), which do not have an expiration date and are convertible in whole or in part on an approximate 1.098:1 basis into common units at any time.
Busbar II, LLC ("Busbar"), a direct, wholly owned subsidiary of ArcLight Energy Partners Fund V, L.P. ("Fund V"), directly owns 1,391,653 common units out of the 3,360,183 common units reflected in Column 5. Magnolia Infrastructure Partners, LLC, an indirect, wholly owned subsidiary of Fund V ("Magnolia"), directly owns 618,921 common units out of the 3,360,183 common units reflected in Column 5. American Midstream GP, LLC (the "General Partner") directly owns 1,349,609 common units out of the 3,360,183 common units reflected in Column 5.
The price reported in Column 4 is a weighted average price. These common units were purchased in multiple transactions ranging from $5.86 to $6.64, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of common units purchased at each separate price within the range set forth above.
Busbar directly owns 1,486,279 common units out of the 3,454,809 common units reflected in Column 5. Magnolia directly owns 618,921 common units out of the 3,454,809 common units reflected in Column 5. The General Partner directly owns 1,349,609 common units out of the 3,454,809 common units reflected in Column 5.
The price reported in Column 4 is a weighted average price. These common units were purchased in multiple transactions ranging from $5.91 to $6.32, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of common units purchased at each separate price within the range set forth above.
Busbar directly owns 1,517,150 common units out of the 3,458,680 common units reflected in Column 5. Magnolia directly owns 618,921 common units out of the 3,458,680 common units reflected in Column 5. The General Partner directly owns 1,349,609 common units out of the 3,458,680 common units reflected in Column 5.
ArcLight Capital Holdings, LLC ("ArcLight Holdings") is the sole manager and member of ArcLight Capital Partners, LLC ("ArcLight Partners" and, together with ArcLight Holdings and Fund V, the "ArcLight Entities"). ArcLight Partners is the investment adviser to Fund V. ArcLight Holdings is the manager of the general partner of Fund V. Mr. Revers is a manager of ArcLight Holdings and a managing partner of ArcLight Partners and has certain voting and dispositive rights as a member of ArcLight Partners' investment committee. Fund V directly owns Busbar, indirectly owns Magnolia and, through indirectly controlled subsidiaries, Fund V owns approximately 90% of the ownership interest in HPIP, which in turn owns 95% of the General Partner. As a result, the ArcLight Entities and Mr. Revers may be deemed to indirectly beneficially own the securities of the Issuer held by Busbar, Magnolia, HPIP and the General Partner, but disclaim beneficial ownership except to the extent of their respective pecuniary interests therein.
/s/ Daniel R. Revers, MAGNOLIA INFRASTRUCTURE PARTNERS, LLC, By: Daniel R. Revers, President
2016-02-10
/s/ Daniel R. Revers, HIGH POINT INFRASTRUCTURE PARTNERS, LLC, By: Daniel R. Revers, President
2016-02-10
/s/ William B. Mathews, AMERICAN MIDSTREAM GP, LLC, By: William B. Mathews, Senior Vice President
2016-02-10
/s/ Daniel R. Revers, ARCLIGHT CAPITAL HOLDINGS, LLC, By: Daniel R. Revers, Managing Partner
2016-02-10
/s/ Daniel R. Revers, ARCLIGHT CAPITAL PARTNERS, LLC, By: Daniel R. Revers, Managing Partner
2016-02-10
/s/ Daniel R. Revers, ARCLIGHT ENERGY PARTNERS FUND V, L.P., By: ArcLight PEF GP V, LLC, its General Partner, By: ArcLight Capital Holdings, LLC, its Manager, By: Daniel R. Revers, Managing Partner
2016-02-10
/s/ Daniel R. Revers, Daniel R. Revers
2016-02-10