0000899243-16-033707.txt : 20161116
0000899243-16-033707.hdr.sgml : 20161116
20161116192305
ACCESSION NUMBER: 0000899243-16-033707
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20161114
FILED AS OF DATE: 20161116
DATE AS OF CHANGE: 20161116
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: 2103 CITY WEST BLVD., BLDG 4
STREET 2: SUITE 800
CITY: HOUSTON
STATE: TX
ZIP: 77042
BUSINESS PHONE: (713) 815-3900
MAIL ADDRESS:
STREET 1: 2103 CITY WEST BLVD., BLDG 4
STREET 2: SUITE 800
CITY: HOUSTON
STATE: TX
ZIP: 77042
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: 162003580
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: Revers Daniel R
CENTRAL INDEX KEY: 0001405456
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35257
FILM NUMBER: 162003581
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: 162003582
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: 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: 162003585
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: Magnolia Infrastructure Holdings, LLC
CENTRAL INDEX KEY: 0001673060
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35257
FILM NUMBER: 162003586
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON ST., 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617-531-6300
MAIL ADDRESS:
STREET 1: 200 CLARENDON ST., 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
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: 162003583
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: 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: 162003587
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: 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: 162003584
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
2016-11-14
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
0001673060
Magnolia Infrastructure Holdings, LLC
C/O ARCLIGHT CAPITAL PARTNERS, LLC
200 CLARENDON STREET, 55TH FLOOR
BOSTON
MA
02117
1
0
1
0
0001638285
Magnolia Infrastructure Partners, LLC
C/O ARCLIGHT CAPITAL PARTNERS, LLC
200 CLARENDON STREET, 55TH FLOOR
BOSTON
MA
02117
1
0
1
0
0001575227
High Point Infrastructure Partners, LLC
C/O ARCLIGHT CAPITAL PARTNERS, LLC
200 CLARENDON STREET, 55TH FLOOR
BOSTON
MA
02117
1
0
1
0
0001441290
ArcLight Capital Holdings, LLC
C/O ARCLIGHT CAPITAL PARTNERS, LLC
200 CLARENDON STREET, 55TH FLOOR
BOSTON
MA
02117
1
0
1
0
0001502945
ArcLight Capital Partners, LLC
200 CLARENDON STREET, 55TH FLOOR
BOSTON
MA
02117
1
0
1
0
0001405456
Revers Daniel R
C/O ARCLIGHT CAPITAL PARTNERS, LLC
200 CLARENDON STREET, 55TH FLOOR
BOSTON
MA
02117
1
0
1
0
0001526603
American Midstream GP, LLC
ATTENTION: REGINA GREGORY
2103 CITYWEST BLVD., BLDG. 4 - 7TH FLR
HOUSTON
TX
77042
1
0
1
0
Series A-1 Convertible Preferred Units
2016-11-14
4
J
0
109399
15.92
A
Common Units
120251
7075922
I
See Footnote
Series A-2 Convertible Preferred Units
2016-11-14
4
J
0
46870
15.92
A
Common Units
51520
3031542
I
See Footnote
Series C Convertible Preferred Units
2016-11-14
4
J
0
127737
13.99
A
Common Units
127826
8792205
I
See Footnote
Represents Series A-1 Convertible Preferred Units (the "Series A-1 Units") held directly by High Point Infrastructure Partners, LLC ("HPIP") received on a quarterly basis as payment-in-kind in lieu of cash distributions on the Series A-1 Units owned on the distribution record date. The Series A-1 Units have no expiration date and are convertible in whole or in part into common units of the Issuer ("Common Units") at a conversion ratio of 1:1.0992 at any time.
Represents the aggregate number of Series A-1 Units held after the acquisition of Series A-1 Units reported in Column 5 of this line item.
Represents Series A-2 Convertible Preferred Units (the "Series A-2 Units") held by Magnolia Infrastructure Partners, LLC ("Magnolia") received on a quarterly basis as payment-in-kind in lieu of cash distributions on the Series A-2 Units owned on the distribution record date. The Series A-2 Units have no expiration date and are convertible into Common Units at a conversion ratio of 1:1.0992 at any time.
Represents the aggregate number of Series A-2 Units held after the acquisition of Series A-2 Units reported in Column 5 of this line item.
Represents Series C Convertible Preferred Units (the "Series C Units") held directly by Magnolia Infrastructure Holdings, LLC ("Magnolia Holdings") received on a quarterly basis as payment-in-kind in lieu of cash distributions on the Series C Units owned on the distribution record date. The Series C Units have no expiration date and are convertible into Common Units at anytime at the holder's election, at a conversion ratio of 1:1.0007, subject to anti-dilution and certain other adjustments. Subject to certain restrictions, the Issuer may exercise the right to require Magnolia Holdings to sell, assign and transfer all or a portion of the then outstanding Series C Units to the Issuer.
Represents the aggregate number of Series C Units held after the acquisition of Series C Units reported in Column 5 of this line item.
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 II, LLC ("Busbar") and Magnolia Holdings, which owns Magnolia. Fund V, through indirectly controlled subsidiaries, also owns approximately 90% of the ownership interest in HPIP, which in turn owns 95% of American Midstream GP, LLC (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 Magnolia Holdings, 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
2016-11-16
/s/ Daniel R. Revers, MAGNOLIA INFRASTRUCTURE HOLDINGS, LLC, By: Daniel R. Revers, President
2016-11-16
/s/ Daniel R. Revers, HIGH POINT INFRASTRUCTURE PARTNERS, LLC, By: Daniel R. Revers, President
2016-11-16
/s/ Regina Gregory, AMERICAN MIDSTREAM GP, LLC, By: Regina Gregory, Senior Vice President
2016-11-16
/s/ Daniel R. Revers, ARCLIGHT CAPITAL HOLDINGS, LLC, By: Daniel R. Revers, Managing Partner
2016-11-16
/s/ Daniel R. Revers, ARCLIGHT CAPITAL PARTNERS, LLC, By: Daniel R. Revers, Managing Partner
2016-11-16
/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
2016-11-16
/s/ Daniel R. Revers
2016-11-16