SEC Form 4 · accession 0000899243-15-004954
American Midstream Partners, LP · AMID
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common UnitsF2,F1 | — | Sep 15, 2015 | J | 618,921 | A | — | — | Common Units | 618,921 | 618,921 | D |
Explanation of responses
- F1Represents common units representing limited partnership interests of the Issuer (the "Common Units") held directly by Magnolia Infrastructure Partners, LLC ("Magnolia"). Represents Common Units purchased by Magnolia in the Issuer's underwritten public offering of 7,500,000 Common Units, which closed on September 15, 2015.
- F2Represents the aggregate number of Common Units held after the acquisition of Common Units reported in Column 5 of this line item.
Remarks
ArcLight Capital Holdings, LLC ("ArcLight Holdings") is the sole manager and member of ArcLight Capital Partners, LLC ("ArcLight Partners"). ArcLight Partners is the investment adviser to ArcLight Energy Partners Fund V, L.P. ("Fund V" and together with ArcLight Holdings and ArcLight Partners, the "ArcLight Entities"). 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 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 Magnolia, HPIP and the General Partner, but disclaim beneficial ownership except to the extent of their respective pecuniary interests therein.