Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Series A Convertible Preferred Units^F1,F2	—	Feb 13, 2015	J	164,149	A	—	—	Common Units	164,149	5,909,349	D
Series B Convertible Preferred Units^F3,F4	—	Feb 13, 2015	J	23,086	A	—	—	Common Units	23,086	1,277,772	I

Explanation of responses

F1Represents Series A Convertible Preferred Units (the "Series A 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 Units owned on the distribution record date. The Series A Units have no expiration date and are convertible in whole or in part on a one-for-one basis into common units of the Issuer ("Common Units") at any time after January 1, 2014.
F2Represents the aggregate number of Series A Units held after the acquisition of Series A Units reported in Column 5 of this line item.
F3Represents Series B Convertible Preferred Units (the "Series B Units") held directly by American Midstream GP, LLC (the "General Partner") received on a quarterly basis as payment-in-kind on a pro rata basis with holders of the Issuer's Common Units in lieu of cash distributions on the Series B Units owned on the distribution record date. The Series B Units have no expiration date and are convertible in whole or in part on a one-for-one basis into Common Units at any time after January 22, 2016 or, prior to that date, with the consent of the required lenders under the Issuer's credit agreement, at the reporting person's election.
F4Represents the aggregate number of Series B Units held after the acquisition of Series B 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, through indirectly controlled subsidiaries, 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 HPIP and the General Partner, but disclaim beneficial ownership except to the extent of their respective pecuniary interests therein.