Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Series C Convertible Preferred Units^F2,F1	—	Apr 25, 2016	P	8,571,429	A	—	—	Common Units	8,571,429	8,571,429	I
Warrant^F3,F2	$7.25	Apr 25, 2016	P	800,000	A	Apr 25, 2016	Apr 25, 2023	Common Units	800,000	800,000	I

Explanation of responses

F1Represents Series C Convertible Preferred Units (the "Series C Units") purchased by Magnolia Infrastructure Holdings, LLC ("Magnolia Holdings"). The Series C Units have no expiration date and are convertible into common units of the Issuer at anytime at the holder's election, initially on a one-for-one basis, 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.
F2ArcLight Energy Partners Fund V, L.P. ("Fund V") directly owns Magnolia Holdings.
F3As an inducement to enter into that certain Securities Purchase Agreement, dated April 25, 2016, the Issuer has agreed to issue to Magnolia Holdings a warrant to purchase up to 800,000 Common Units of the Issuer (subject to adjustment in accordance with the warrant) at an exercise price of $7.25 per Common Unit.

Remarks

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 Infrastructure Partners, LLC ("Magnolia"). Fund V, through indirectly controlled subsidiaries, also owns approximately 90% of the ownership interest in High Point Infrastructure Partners, LLC ("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.