SEC Form 4 · accession 0001513965-17-000127
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series D Convertible Preferred UnitsF2,F1 | — | Oct 2, 2017 | D | 2,333,333 | D | — | — | Common Units (limited partner interests) | 2,333,333 | 0 | I |
Explanation of responses
- F1Pursuant to the Agreement of Limited Partnership of the Issuer (as amended, the "Partnership Agreement"), the Issuer exercised its call right to repurchase all of the 2,333,333 outstanding Series D Convertible Preferred Units (the "Series D Units") from Magnolia Infrastructure Holdings, LLC ("Magnolia Holdings). On October 2, 2017, the Issuer purchased the Series D Units from Magnolia Holdings in a transaction in accordance with the Partnership Agreement and Rule 16b-3. As a result, none remain outstanding.
- F2Held directly by Magnolia Holdings.
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 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; he also is a director on the board of American Midstream GP, LLC, (the "General Partner"), the general partner of the Issuer. Fund V directly owns Magnolia Holdings. Fund V, through Magnolia, also indirectly owns approximately 90% 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 Holdings and the General Partner, but disclaim beneficial ownership except to the extent of their respective pecuniary interests therein. 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.