0001513965-17-000119.txt : 20170822
0001513965-17-000119.hdr.sgml : 20170822
20170822162148
ACCESSION NUMBER: 0001513965-17-000119
CONFORMED SUBMISSION TYPE: 4/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170814
FILED AS OF DATE: 20170822
DATE AS OF CHANGE: 20170822
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Revers Daniel R
CENTRAL INDEX KEY: 0001405456
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35257
FILM NUMBER: 171045376
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: Magnolia Infrastructure Holdings, LLC
CENTRAL INDEX KEY: 0001673060
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35257
FILM NUMBER: 171045383
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 ENERGY PARTNERS FUND V, L.P.
CENTRAL INDEX KEY: 0001502553
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35257
FILM NUMBER: 171045384
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: AMID GP Holdings, LLC
CENTRAL INDEX KEY: 0001715051
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35257
FILM NUMBER: 171045380
BUSINESS ADDRESS:
STREET 1: C/O ARCLIGHT CAPITAL PARTNERS, LLC
STREET 2: 200 CLARENDON 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 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/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35257
FILM NUMBER: 171045382
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: ArcLight Capital Holdings, LLC
CENTRAL INDEX KEY: 0001441290
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35257
FILM NUMBER: 171045378
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 Capital Partners, LLC
CENTRAL INDEX KEY: 0001502945
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35257
FILM NUMBER: 171045377
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: American Midstream GP, LLC
CENTRAL INDEX KEY: 0001526603
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35257
FILM NUMBER: 171045379
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: High Point Infrastructure Partners, LLC
CENTRAL INDEX KEY: 0001575227
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35257
FILM NUMBER: 171045381
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
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
4/A
1
wf-form4a_150343329349954.xml
FORM 4/A
X0306
4/A
2017-08-14
2017-08-16
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
1
See Remarks
0001715051
AMID GP Holdings, LLC
C/O ARCLIGHT CAPITAL PARTNERS, LLC
200 CLARENDON STREET, 55TH FLOOR
BOSTON
MA
02117
1
0
1
0
0001526603
American Midstream GP, LLC
2103 CITYWEST BLVD. BLDG. 4, SUITE 800
HOUSTON
TX
77042
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
Series A-1 Convertible Preferred Units
2017-08-14
4
J
0
95701
15.69
A
Common Units (limited partner interests)
106745.0
7376568
I
(1)
Series A-2 Convertible Preferred Units
2017-08-14
4
J
0
41001
15.69
A
Common Units (limited partner interests)
45733.0
3160347
I
(3)
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 American Midstream Partners, LP (the "Issuer") ("Common Units") at a conversion ratio of 1:1.1154 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 1:1.1154 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.
(A) This Form 4 is amended to include AMID GP Holdings, LLC ("AMID GP Holdings") a wholly owned subsidiary of Magnolia Infrastructure Partners, LLC ("Magnolia Holdings"), as a reporting person following receipt of its filing codes and to correct inadvertent errors in the signature blocks. (B) ArcLight Capital Holdings, LLC ("ArcLight Holdings") is the sole manager and member of ArcLight Capital Parnters, LLC ("ArcLight Partners" and, together with ArcLight Holdings and ArcLight Energy Partners Fund V, L.P. ("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 Magnolia, also owns approximately 90% of the ownership interest in HPIP. HPIP and AMID GP Holdings, own respectively, approximately 77% and approximately 23% of American Midstream GP, LLC, (the "General Partner"), the general partner of the Issuer. 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. (C) Some of the entity names in the signature blocks have been abbreviated due to the limitations of the electronic filing system. Please refer to the text above for the complete legal names of such entities.
/s/ Daniel R. Revers
MAGNOLIA INFRASTRUCTURE PARTNERS, LLC
By: Daniel R. Revers, President
2017-08-22
/s/ Daniel R. Revers, President
MAGNOLIA INFRASTRUCTURE HOLDINGS, LLC
By: Daniel R. Revers, President
2017-08-22
/s/ Daniel R. Revers
HIGH POINT INFRASTRUCTURE PARTNERS, LLC
By: Daniel R. Revers, President
2017-08-22
/s/ Daniel R. Revers
AMID GP HOLDINGS, LLC
By: Arclight PEF GP V, LLC, its General Partner
By: Arclight Capital Holdings, LLC, its Manager
By: ACHP II L.P. its Managing Member
By: ACH GP, LLC, its General Partner
By: Daniel R. Revers, Manager
2017-08-22
/s/ Eric T. Kalamaras
AMERICAN MIDSTREAM GP, LLC
Eric T. Kalamaras, Senior Vice President and Chief Financial Officer
2017-08-22
/s/ Daniel R. Revers
ARCLIGHT CAPITAL HOLDINGS, LLC
By: ACHP II, L.P., its Managing Member
By: ACH GP, LLC, its General Partner
By: Daniel Revers, Manager
2017-08-22
/s/ Daniel R. Revers
ARCLIGHT CAPITAL PARTNERS, LLC
By: Daniel R. Revers, Managing Partner
2017-08-22
/s/ Daniel R. Revers
FUND V
By: ArcLight PEF GP V, LLC, its General Partner
By: ArcLight Capital Holdings, LLC, its Manager
By: ACHP II, L.P., its Managing Member
By: ACH GP, LLC, its General Partner
By: Daniel R. Revers, Manager
2017-08-22
/s/ Daniel R. Revers
Daniel R. Revers
2017-08-22