Grundläggande statistik
| LEI | 549300LL2C1YGSJO0P82 |
| CIK | 1513965 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to EA Series Trust - Argent Mid Cap ETF
SEC Filings (Chronological Order)
Denna sida innehåller en komplett, kronologisk lista över SEC-arkiveringar, exklusive ägande-arkiveringar som vi tillhandahåller på andra ställen.
| August 12, 2019 |
AMID / American Midstream Partners LP / Invesco Ltd. - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* American Midstream Partners LP (Name of Issuer) Partnership Interest (Title of Class of Securities) 02752P100 (CUSIP Number) July 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant t |
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| August 2, 2019 |
AMID / American Midstream Partners LP 15-12B - - 15-12B 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-35257 THIRD COAST MIDSTREAM, LLC (Exact name of registrant as spe |
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| August 1, 2019 |
Regulation FD Disclosure, Entry into a Material Definitive Agreement 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): July 26, 2019 THIRD COAST MIDSTREAM, LLC (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation) (Commis |
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| July 23, 2019 |
AMID / American Midstream Partners LP S-8 POS - - S-8 POS S-8 POS As filed with the Securities and Exchange Commission on July 23, 2019 Registration No. |
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| July 23, 2019 |
AMID / American Midstream Partners LP S-8 POS - - S-8 POS S-8 POS As filed with the Securities and Exchange Commission on July 23, 2019 Registration No. |
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| July 23, 2019 |
AMID / American Midstream Partners LP S-8 POS - - S-8 POS S-8 POS As filed with the Securities and Exchange Commission on July 23, 2019 Registration No. |
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| July 23, 2019 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on August 5, 2019, pursuant to the provisions of Rule 12d2-2 (a). |
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| July 23, 2019 |
AMID / American Midstream Partners LP S-8 POS - - S-8 POS S-8 POS As filed with the Securities and Exchange Commission on July 23, 2019 Registration No. |
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| July 23, 2019 |
Certificate of Formation of Third Coast Midstream, LLC dated July 23, 2019. EX-3.3 Exhibit 3.3 Execution Version STATE OF DELAWARE CERTIFICATE OF FORMATION OF THIRD COAST MIDSTREAM, LLC July 23, 2019 This Certificate of Formation of Third Coast Midstream, LLC, dated as of July 23, 2019, is being duly executed and filed by the undersigned, an authorized person, to form a limited liability company under Sections 18-201 and 18-204 of the Delaware Limited Liability Company Ac |
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| July 23, 2019 |
Limited Liability Company Agreement of Third Coast Midstream, LLC dated July 23, 2019. EX-3.4 Exhibit 3.4 Execution Version THE LIMITED LIABILITY COMPANY INTERESTS DESCRIBED IN THIS LIMITED LIABILITY COMPANY AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY STATE SECURITIES ACTS IN RELIANCE UPON EXEMPTIONS UNDER THOSE ACTS. THE SALE OR OTHER DISPOSITION OF SUCH LIMITED LIABILITY COMPANY INTERESTS IS PROHIBITED UNLESS SUCH SALE OR DISPOSITI |
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| July 23, 2019 |
EX-3.5 Exhibit 3.5 State of Delaware Secretary of State Division of Corporations Delivered 08:04 AM 07/23/2019 FILED 08:07 AM 07/23/2019 SR 20196098668 – File Number 4721359 Execution Version CERTIFICATE OF MERGER OF ANCHOR MIDSTREAM ACQUISITION, LLC (a Delaware limited liability company) WITH AND INTO THIRD COAST MIDSTREAM HOLDINGS, LLC (a Delaware limited liability company) July 23, 2019 Pursuan |
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| July 23, 2019 |
Certificate of Conversion of Third Coast Midstream, LLC, dated July 23, 2019. EX-3.6 Exhibit 3.6 State of Delaware Secretary of State Division of Corporations Delivered 08:04 AM 07/23/2019 FILED 08:05 AM 07/23/2019 SR 20196098666 – File Number 4720325 Execution Version STATE OF DELAWARE CERTIFICATE OF CONVERSION FROM A LIMITED PARTNERSHIP TO A LIMITED LIABILITY COMPANY PURSUANT TO SECTION 18-214 OF THE LIMITED LIABILITY COMPANY ACT July 23, 2019 Pursuant to the provisions o |
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| July 23, 2019 |
EX-3.2 Exhibit 3.2 State of Delaware Secretary of State Division of Corporations Delivered 08:04 AM 07/23/2019 FILED 08:04 AM 07/23/2019 SR 20196098621 – File Number 4720325 Execution Version CERTIFICATE OF MERGER OF ANCHOR MIDSTREAM MERGER SUB, LLC (a Delaware limited liability company) WITH AND INTO AMERICAN MIDSTREAM PARTNERS, LP (a Delaware limited partnership) July 23, 2019 Pursuant to Sectio |
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| July 23, 2019 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): July 18, 2019 THIRD COAST MIDSTREAM, LLC (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation) (Commis |
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| July 23, 2019 |
EX-2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER This Agreement and Plan of Merger, dated as of July 23, 2019 (this “Agreement”), is entered into by and between Anchor Midstream Acquisition, LLC, a Delaware limited liability company (“Parent”), and Third Coast Midstream Holdings, LLC, a Delaware limited liability company (“Third Coast Holdings”). W I T N E S S E T H WHEREAS, Paren |
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| July 23, 2019 |
EX-10.1 Exhibit 10.1 Execution Version REDEMPTION AGREEMENT July 18, 2019 This Redemption Agreement (this “Agreement”), dated as of July 18, 2019 (the “Effective Date”), is entered into by and between American Midstream GP, LLC, a Delaware limited liability company (the “Holder”), and American Midstream Partners, LP, a Delaware limited partnership (the “Partnership”). The Holder and the Partnershi |
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| July 23, 2019 |
EX-3.1 Exhibit 3.1 Execution Version SIXTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN MIDSTREAM PARTNERS, LP Dated as of July 23, 2019 TABLE OF CONTENTS Page ARTICLE I. Defined Terms 2 Section 1.1 Definitions 2 Section 1.2 Construction 5 Section 1.3 Conflicts 5 ARTICLE II. Organization 5 Section 2.1 Formation 5 Section 2.2 Name 6 Section 2.3 Registered Office; Registered Age |
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| July 23, 2019 |
SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 31)* Third Coast Midstream, LLC (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 02752P 100 (CUSIP Number) Christine Miller Magnolia Infrastructure Partners, LLC c/o ArcLight Capital Partners 200 Cl |
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| July 23, 2019 |
EX-99.(D)(8) Exhibit (d)(8) Execution Version FIFTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN MIDSTREAM PARTNERS, LP NOTICE OF CONVERSION This Notice of Conversion is executed by the undersigned holder (the “Holder”) in connection with the conversion of Series C Preferred Units of American Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), pursuant |
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| July 23, 2019 |
American Midstream Announces Completion of Merger EX-99.(A)(5) Exhibit (a)(5) American Midstream Announces Completion of Merger HOUSTON July 23, 2019 – American Midstream Partners, LP (NYSE: AMID) (the “Partnership”) today announced the completion of the previously announced merger transactions (the “Merger”) contemplated by that certain Agreement and Plan of Merger, dated March 17, 2019, by and among the Partnership, American Midstream GP, LLC a |
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| July 23, 2019 |
EX-99.(A)(4) Exhibit (a)(4) American Midstream Announces Anticipated Closing Date of Merger with ArcLight Affiliate and Intention to Delist Its Common Units HOUSTON July 15, 2019 /PRNewswire/ – American Midstream Partners, LP (NYSE: AMID) (the “Partnership”) today announced that it has notified the New York Stock Exchange (“NYSE”) of the anticipated closing date of the previously-announced merger |
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| July 23, 2019 |
EX-99.(D)(6) Exhibit (d)(6) Execution Version FIFTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN MIDSTREAM PARTNERS, LP NOTICE OF CONVERSION This Notice of Conversion is executed by the undersigned holder (the “Holder”) in connection with the conversion of Series A-1 Preferred Units of American Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), pursuan |
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| July 23, 2019 |
AMENDED AND RESTATED WARRANT TO PURCHASE UNITS OF AMERICAN MIDSTREAM PARTNERS, LP EX-99.(D)(9) Exhibit (d)(9) Execution Version THIS WARRANT HAS NOT BEEN REGISTERED OR QUALIFIED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE (THE “STATE LAWS”). THIS WARRANT MAY NOT BE SOLD, ASSIGNED, TRANSFERRED, ENCUMBERED OR OTHERWISE DISPOSED OF, IN WHOLE OR IN PART, IN THE ABSENCE OF SUCH REGISTRATION OR QUALIFICATION OR THE AVAILABILITY OF AN |
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| July 23, 2019 |
AMID / American Midstream Partners LP / American Midstream Partners, Lp - SC 13E3/A SC 13E3/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 AND RULE 13e-3 THEREUNDER Rule 13e-3 Transaction Statement Under Section 13(e) of the Securities Exchange Act of 1934 (Amendment No. 3) THIRD COAST MIDSTREAM, LLC (Name of Issuer) Third Coast Midstream, LLC Anchor Midstream Acquisition, |
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| July 23, 2019 |
EX-99.1 Exhibit 1 Execution Version MASTER CONTRIBUTION AGREEMENT This MASTER CONTRIBUTION AGREEMENT, dated as of July 22, 2019 (this Agreement), is entered into by and among (a) Anchor Midstream Acquisition, LLC, a Delaware limited liability company (Anchor Acquisition), (b) High Point Infrastructure Partners, LLC, a Delaware limited liability company (3CM Holdings), (c) American Midstream |
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| July 23, 2019 |
PLAN OF CONVERSION AMERICAN MIDSTREAM PARTNERS, LP EX-99.2 Exhibit 2 Execution Version PLAN OF CONVERSION OF AMERICAN MIDSTREAM PARTNERS, LP This Plan of Conversion (this “Plan”) is dated and effective as of July 23, 2019 (the “Effective Date”) and adopted by American Midstream Partners, LP, a Delaware limited partnership (the “Partnership”). W I T N E S S E T H WHEREAS, the Partnership is a limited partnership duly organized and existing under th |
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| July 23, 2019 |
EX-99.(D)(7) Exhibit (d)(7) Execution Version FIFTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN MIDSTREAM PARTNERS, LP NOTICE OF CONVERSION This Notice of Conversion is executed by the undersigned holder (the “Holder”) in connection with the conversion of Series A-2 Preferred Units of American Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), pursuan |
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| July 19, 2019 |
EX-99.2 Exhibit 2 Execution Version FIFTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN MIDSTREAM PARTNERS, LP NOTICE OF CONVERSION This Notice of Conversion is executed by the undersigned holder (the “Holder”) in connection with the conversion of Series A-2 Preferred Units of American Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), pursuant to the t |
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| July 19, 2019 |
EX-99.3 Exhibit 3 Execution Version FIFTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN MIDSTREAM PARTNERS, LP NOTICE OF CONVERSION This Notice of Conversion is executed by the undersigned holder (the “Holder”) in connection with the conversion of Series C Preferred Units of American Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), pursuant to the ter |
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| July 19, 2019 |
AMENDED AND RESTATED WARRANT TO PURCHASE UNITS OF AMERICAN MIDSTREAM PARTNERS, LP EX-99.4 Exhibit 4 Execution Version THIS WARRANT HAS NOT BEEN REGISTERED OR QUALIFIED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE (THE “STATE LAWS”). THIS WARRANT MAY NOT BE SOLD, ASSIGNED, TRANSFERRED, ENCUMBERED OR OTHERWISE DISPOSED OF, IN WHOLE OR IN PART, IN THE ABSENCE OF SUCH REGISTRATION OR QUALIFICATION OR THE AVAILABILITY OF AN APPLICABLE |
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| July 19, 2019 |
SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 30)* American Midstream Partners, LP (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 02752P 100 (CUSIP Number) Christine Miller Magnolia Infrastructure Partners, LLC c/o ArcLight Capital Partners 2 |
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| July 19, 2019 |
EX-99.1 Exhibit 1 Execution Version FIFTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN MIDSTREAM PARTNERS, LP NOTICE OF CONVERSION This Notice of Conversion is executed by the undersigned holder (the “Holder”) in connection with the conversion of Series A-1 Preferred Units of American Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), pursuant to the t |
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| July 3, 2019 |
AMID / American Midstream Partners LP RW - - FORM S-1 RW Form S-1 RW American Midstream Partners, LP 2103 CityWest Blvd. Bldg. 4, Suite 800 Houston, TX 77042 July 3, 2019 Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Re: American Midstream Partners, LP Request for Withdrawal of Registration Statement on Form S-1 (File Number 333-224383) Ladies and Gentlemen: Pursuant to Rule 477 of the Rules a |
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| July 3, 2019 |
AMID / American Midstream Partners LP RW - - FORM S-4 RW Form S-4 RW American Midstream Partners, LP 2103 CityWest Blvd. Bldg. 4, Suite 800 Houston, TX 77042 July 3, 2019 Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Re: American Midstream Partners, LP Request for Withdrawal of Registration Statement on Form S-4 (File Number 333-220548) Ladies and Gentlemen: Pursuant to Rule 477 of the Rules a |
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| July 3, 2019 |
AMID / American Midstream Partners LP DEFM14C - - DEFM14C DEFM14C Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| July 3, 2019 |
AMID / American Midstream Partners LP / American Midstream Partners, Lp - SC 13E3/A SC 13E3/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 AND RULE 13e-3 THEREUNDER Rule 13e-3 Transaction Statement Under Section 13(e) of the Securities Exchange Act of 1934 (Amendment No. 2) AMERICAN MIDSTREAM PARTNERS, LP (Name of Issuer) American Midstream Partners, LP Anchor Midstream Ac |
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| July 2, 2019 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report: June 28, 2019 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation) (Commission File No.) (IRS Employer |
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| July 2, 2019 |
EX-10.1 Exhibit 10.1 Execution Version FOURTH AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT This FOURTH AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) dated as of June 28, 2019, is by and among AMERICAN MIDSTREAM, LLC, a Delaware limited liability company (the “AMID Borrower”), BLACKWATER INVESTMENTS, INC., a Delaware corporation (the “Blackwater Borrower” |
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| June 10, 2019 |
Invesco Joint Filing Agreement JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) (l) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing of the attached Schedule 13G, and any and all amendments thereto, and expressly authorize Invesco Ltd. |
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| June 10, 2019 |
AMID / American Midstream Partners LP / Invesco Ltd. - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* American Midstream Partners LP ** (Name of Issuer) Partnership Interest (Title of Class of Securities) 02752P100 ** (CUSIP Number) May 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuan |
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| June 6, 2019 |
EX-99.1 Exhibit 99.1 American Midstream Announces Successful Completion of Consent Solicitation with respect to 8.500% Senior Notes due 2021 HOUSTON – (PRNewswire) June 5, 2019 – American Midstream Partners, LP (NYSE: AMID) (“American Midstream” or the “Partnership”) today announced the successful completion of the previously announced consent solicitation that it and American Midstream Finance Co |
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| June 6, 2019 |
EX-4.1 Exhibit 4.1 AMERICAN MIDSTREAM PARTNERS, LP AMERICAN MIDSTREAM FINANCE CORPORATION and the Guarantors named herein 8.500% SENIOR NOTES DUE 2021 SIXTH SUPPLEMENTAL INDENTURE DATED AS OF JUNE 5, 2019 WELLS FARGO BANK, NATIONAL ASSOCIATION, Trustee This SIXTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of June 5, 2019, is among American Midstream Partners, LP, a Delaware l |
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| June 6, 2019 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): June 5, 2019 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation) (Co |
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| June 3, 2019 |
AMID / American Midstream Partners LP PRER14C - - PRER14C PRER14C Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| June 3, 2019 |
AMID / American Midstream Partners LP / American Midstream Partners, Lp - SC 13E3/A SC 13E3/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 AND RULE 13e-3 THEREUNDER Rule 13e-3 Transaction Statement Under Section 13(e) of the Securities Exchange Act of 1934 (Amendment No. 1) AMERICAN MIDSTREAM PARTNERS, LP (Name of Issuer) American Midstream Partners, LP Anchor Midstream Ac |
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| May 28, 2019 |
EX-10.1 Exhibit 10.1 PERSONAL AND CONFIDENTIAL May 25, 2019 Eric T. Kalamaras Re: Retention and Separation Plan Dear Eric: As you know, American Midstream Partners, LP (the “Partnership”) is in the process of transition. We want you to know that your continued employment with American Midstream GP, LLC (the “Company”) through certain transition activities is very important. We are offering you thi |
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| May 28, 2019 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): May 25, 2019 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation) (Co |
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| May 28, 2019 |
EX-10.3 Exhibit 10.3 PERSONAL AND CONFIDENTIAL May 25, 2019 Louis Dorey Re: Retention and Separation Plan Dear Louis: As you know, American Midstream Partners, LP is in the process of transition. We want you to know that your continued employment with American Midstream GP, LLC (the “Company”) through certain transition activities is very important. We are offering you this Retention and Separatio |
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| May 28, 2019 |
EX-10.2 Exhibit 10.2 PERSONAL AND CONFIDENTIAL May 25, 2019 Chris Dial Re: Retention and Separation Plan Dear Chris: As you know, American Midstream Partners, LP (the “Partnership”) is in the process of transition. We want you to know that your continued employment with American Midstream GP, LLC (the “Company”) through certain transition activities is very important. We are offering you this Rete |
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| May 15, 2019 |
SC 13D Amendment No. 29 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 29)* American Midstream Partners, LP (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 02752P 100 (CUSIP Number) Christine Miller Magnolia Infrastructure Partners, LLC c/o ArcLight Cap |
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| May 13, 2019 |
American Midstream Reports First Quarter 2019 Results EX-99.1 Exhibit 99.1 American Midstream Reports First Quarter 2019 Results HOUSTON, TX – May 10, 2019 – American Midstream Partners, LP (NYSE: AMID) (“American Midstream” or the “Partnership”) today reported financial and operational results for the three months ended March 31, 2019. Net loss attributable to the Partnership was $13.2 million for the three months ended March 31, 2019 compared to $1 |
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| May 13, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): May 10, 2019 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation) (Co |
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| May 10, 2019 |
AMID / American Midstream Partners LP 10-Q Quarterly Report 10-Q 10-Q 1 a2019q1form10-q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number |
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| May 10, 2019 |
EXHIBIT 3.15 AMENDMENT NO. 10 TO FIFTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN MIDSTREAM PARTNERS, LP This Amendment No. 10 (this “Amendment”) to the Fifth Amended and Restated Agreement of Limited Partnership of American Midstream Partners, LP (the “Partnership”), dated as of April 25, 2016, as amended by Amendment No. 1 to the Fifth Amended and Restated Agreement of Lim |
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| April 30, 2019 |
EX-10.1 Exhibit 10.1 SEPARATION AND RELEASE AGREEMENT THIS SEPARATION AND RELEASE AGREEMENT (this “Separation Agreement”) is made as of April 24, 2019 (the “Effective Date”) by and among American Midstream GP, LLC (the “Company”), Lynn L. Bourdon III (the “Executive”), and for the purposes of Section 3 and Section 16 only, LB3 Services, a Texas general partnership (“LB3”). WHEREAS, the Executive s |
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| April 30, 2019 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): April 24, 2019 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation) ( |
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| April 24, 2019 |
AMID / American Midstream Partners LP PREM14C PREM14C Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| April 24, 2019 |
EX-99.(c)(11) Exhibit (c)(11) Discussion Materials Prepared for The Conflicts Committee of the Board of Directors of American Midstream GP, LLC March 16, 2019 These materials have been prepared by Evercore Group L.L.C. (“Evercore”) for the Conflicts Committee of the Board of Directors of American Midstream GP, LLC (the “Conflicts Committee”), the general partner of American Midstream Partners, L.P |
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| April 24, 2019 |
EX-99.(C)(3) 3 d733891dex99c3.htm EX-99.(C)(3) Exhibit (c)(3) Preliminary Draft Subject to Change Discussion Materials Prepared for The Conflicts Committee of the Board of Directors of American Midstream Partners GP, LLC Regarding Project Harpoon December 20, 2018Preliminary Draft Subject to Change These materials have been prepared by Evercore Group L.L.C. (“Evercore”) for the Conflicts Committee |
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| April 24, 2019 |
EX-99.(c)(6) Exhibit (c)(6) Preliminary Draft Subject to Change Discussion Materials Prepared for The Conflicts Committee of the Board of Directors of American Midstream GP, LLC Debt Considerations January 21, 2019Preliminary Draft Subject to Change These materials have been prepared by Evercore Group L.L.C. (“Evercore”) for the Conflicts Committee of the Board of Directors of American Midstream G |
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| April 24, 2019 |
EX-99.(c)(8) Exhibit (c)(8) Preliminary Draft Subject to Change Discussion Materials Prepared for The Conflicts Committee of the Board of Directors of American Midstream GP, LLC Regarding Project Harpoon February 5, 2019Preliminary Draft Subject to Change These materials have been prepared by Evercore Group L.L.C. (“Evercore”) for the Conflicts Committee of the Board of Directors of American Midst |
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| April 24, 2019 |
AMID / American Midstream Partners LP / American Midstream Partners, Lp - SC 13E3 SC 13E3 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 AND RULE 13e-3 THEREUNDER Rule 13e-3 Transaction Statement Under Section 13(e) of the Securities Exchange Act of 1934 (Amendment No. ) AMERICAN MIDSTREAM PARTNERS, LP (Name of Issuer) American Midstream Partners, LP Anchor Midstream Acqui |
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| April 24, 2019 |
CAPITAL CONTRIBUTION AGREEMENT EX-99.(d)(4) Exhibit (d)(4) Execution Version CAPITAL CONTRIBUTION AGREEMENT THIS CAPITAL CONTRIBUTION AGREEMENT, dated as of March 28, 2019 (this “Agreement”), is entered into by and between High Point Infrastructure Partners, LLC, a Delaware limited liability company (“HPIP”), and American Midstream GP, LLC, a Delaware limited liability company (“AMID GP”, and together with HPIP, collectively, t |
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| April 24, 2019 |
EX-99.(C)(7) 7 d733891dex99c7.htm EX-99.(C)(7) Exhibit (c)(7) Preliminary Draft Subject to Change Discussion Materials Prepared for The Conflicts Committee of the Board of Directors of American Midstream GP, LLC Regarding Project Harpoon January 22, 2019 Preliminary Draft Subject to Change These materials have been prepared by Evercore Group L.L.C. (“Evercore”) for the Conflicts Committee of the B |
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| April 24, 2019 |
EX-99.(c)(2) Exhibit (c)(2) Confidential Discussion Materials Comparison of American Midstream Partners, LP and TransMontaigne Partners L.P. Equity Market Capitalization and Enterprise Value ($ in millions, except per unit amounts) Equity Value and Enterprise Value Comparison AMID TLP Total LP Units Outstanding (Millions) 53.0 16.2 Total GP Units Outstanding (Millions) 0.7 0.3 Common Unit Price $6 |
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| April 24, 2019 |
EX-99.(c)(10) Exhibit (c)(10) Preliminary Draft Subject to Change Valuation Impact Analysis March 13, 2019 Discussion Materials Prepared for The Conflicts Committee of the Board of Directors of American Midstream GP, LLC Preliminary Draft Subject to Change These materials have been prepared by Evercore Group L.L.C. (“Evercore”) for the Conflicts Committee of the Board of Directors of American Mids |
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| April 24, 2019 |
ARCLIGHT ENERGY PARTNERS FUND V, L.P. March 17, 2019 EX-99.(D)(2) 13 d733891dex99d2.htm EX-99.(D)(2) Exhibit (d)(2) Execution Version ARCLIGHT ENERGY PARTNERS FUND V, L.P. March 17, 2019 Anchor Midstream Acquisition, LLC c/o ArcLight Capital Partners, LLC 200 Clarendon Street, 55th Floor Boston, MA 02116 Ladies and Gentlemen: This letter agreement sets forth the commitment of ArcLight Energy Partners Fund V, L.P., a Delaware limited partnership (the |
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| April 24, 2019 |
EX-99.(c)(12) Strictly Confidential Exhibit (c)(12) Plan X Illustrative Valuation Analysis March 14, 2019Strictly Confidential Exhibit (c)(12) Plan X Illustrative Valuation Analysis March 14, 2019 Strictly Confidential Notice to Recipient Confidential “Bank of America Merrill Lynch” is the marketing name for the global banking and global markets businesses of Bank of America Corporation. Lending, |
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| April 24, 2019 |
EX-99.(c)(4) Exhibit (c)(4) Preliminary Draft Subject to Change Discussion Materials Prepared for The Conflicts Committee of the Board of Directors of American Midstream GP, LLC Regarding Project Harpoon January 15, 2019Preliminary Draft Subject to Change These materials have been prepared by Evercore Group L.L.C. (“Evercore”) for the Conflicts Committee of the Board of Directors of American Midst |
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| April 24, 2019 |
EX-99.(d)(3) Exhibit (d)(3) Execution Version LIMITED GUARANTEE This LIMITED GUARANTEE, dated as of March 17, 2019 (this “Limited Guarantee”), is made by ArcLight Energy Partners Fund V, L.P., a Delaware limited partnership (the “Guarantor”), in favor of American Midstream Partners, LP, a Delaware limited partnership (the “Guaranteed Party”). Capitalized terms used but not defined herein shall hav |
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| April 24, 2019 |
EX-99.(c)(5) Exhibit (c)(5) Confidential Discussion Materials Prepared for The Conflicts Committee of the Board of Directors of American Midstream GP, LLC Debt Discussion Materials January 17, 2019Confidential These materials have been prepared by Evercore Group L.L.C. (“Evercore”) for the Conflicts Committee of the Board of Directors of American Midstream GP, LLC (the “Conflicts Committee”), the |
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| April 24, 2019 |
EX-99.(C)(9) 9 d733891dex99c9.htm EX-99.(C)(9) Exhibit (c)(9) Preliminary Draft Subject to Change Discussion Materials Prepared for The Conflicts Committee of the Board of Directors of American Midstream GP, LLC March 11, 2019 Preliminary Draft Subject to Change These materials have been prepared by Evercore Group L.L.C. (“Evercore”) for the Conflicts Committee of the Board of Directors of America |
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| April 8, 2019 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): April 5, 2019 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporatio |
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| April 8, 2019 |
EX-10.1 Exhibit 10.1 Execution Version THIRD AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT This THIRD AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) dated as of April 5, 2019, is by and among AMERICAN MIDSTREAM, LLC, a Delaware limited liability company (the “AMID Borrower”), BLACKWATER INVESTMENTS, INC., a Delaware corporation (the “Blackwater Borrower” a |
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| April 1, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): April 1, 2019 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporatio |
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| April 1, 2019 |
American Midstream Reports Fourth Quarter and Full Year 2018 Results EX-99.1 Exhibit 99.1 American Midstream Reports Fourth Quarter and Full Year 2018 Results HOUSTON, TX - April 1, 2019 - American Midstream Partners, LP (NYSE: AMID) (“American Midstream” or the “Partnership”) today reported financial and operational results for the three and twelve months ended December 31, 2018. Net loss attributable to the Partnership was $7.8 million for the year ended December |
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| April 1, 2019 |
American Midstream Partners, LP, List of Subsidiaries. exhibit211amidlistofsubs Exhibit 21.1 American Midstream Partners, LP Subsidiaries As of December 31, 2018 Name Jurisdiction of Organization AMID Crude Oil Services LLC Delaware AMID Crude Oil Storage LLC Oklahoma AMID Crude Trucking LLC Delaware AMID Energy Products Supply LLC Delaware AMID Liquids Trucking LLC Delaware AMID Merger LP Delaware AMID Payment Services LLC Delaware AMID Silver Dollar |
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| April 1, 2019 |
AMID / American Midstream Partners LP 10-K (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 Or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35257 AMERICAN MIDSTREAM PARTNE |
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| April 1, 2019 |
2018 Delta House FPS, LLC Financial Statements exhibit992deltahousefps |
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| April 1, 2019 |
2018 Delta House Oil and Gas Lateral, LLC Financial Statements exhibit993deltahouseoglf |
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| April 1, 2019 |
exhibit1021membershipint |
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| April 1, 2019 |
exhibit1023secondamendme |
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| April 1, 2019 |
exhibit24destinpurchasea |
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| April 1, 2019 |
exhibit1022firstamendmen |
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| April 1, 2019 |
2018 Pinto Offshore Holdings, LLC Financial Statements exhibit991pintofs |
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| March 29, 2019 |
CAPITAL CONTRIBUTION AGREEMENT EX-99.1 Exhibit 1 Execution Version CAPITAL CONTRIBUTION AGREEMENT THIS CAPITAL CONTRIBUTION AGREEMENT, dated as of March 28, 2019 (this “Agreement”), is entered into by and between High Point Infrastructure Partners, LLC, a Delaware limited liability company (“HPIP”), and American Midstream GP, LLC, a Delaware limited liability company (“AMID GP”, and together with HPIP, collectively, the “Partie |
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| March 29, 2019 |
SC 13D Amendment No. 28 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 28)* American Midstream Partners, LP (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 02752P 100 (CUSIP Number) Christine Miller Magnolia Infrastructure Partners, LLC c/o ArcLight Cap |
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| March 19, 2019 |
EX-99.1 Exhibit 1 Joint Filing Agreement The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or ac |
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| March 19, 2019 |
ARCLIGHT ENERGY PARTNERS FUND V, L.P. March 17, 2019 EX-99.3 3 d725380dex993.htm EX-99.3 Exhibit 3 Execution Version ARCLIGHT ENERGY PARTNERS FUND V, L.P. March 17, 2019 Anchor Midstream Acquisition, LLC c/o ArcLight Capital Partners, LLC 200 Clarendon Street, 55th Floor Boston, MA 02116 Ladies and Gentlemen: This letter agreement sets forth the commitment of ArcLight Energy Partners Fund V, L.P., a Delaware limited partnership (the “Sponsor”), on t |
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| March 19, 2019 |
SC 13D/A 1 d725380dsc13da.htm SC 13D/AMENDMENT NO. 27 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 27)* American Midstream Partners, LP (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 02752P 100 (CUSIP Number) Christine Miller Magnolia Infrastructure |
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| March 18, 2019 |
EX-99.1 Exhibit 99.1 American Midstream Announces Agreement for the Purchase of its Outstanding Common Units by an Affiliate of ArcLight Energy Partners HOUSTON – (PRNewswire) March 18, 2019 – American Midstream Partners, LP (NYSE: AMID) (“AMID” or “Partnership”) today announced that it has entered into a definitive agreement and plan of merger (“Merger Agreement”) with an affiliate (the “Purchase |
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| March 18, 2019 |
EX-2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER DATED AS OF MARCH 17, 2019 BY AND AMONG ANCHOR MIDSTREAM ACQUISITION, LLC, ANCHOR MIDSTREAM MERGER SUB, LLC, HIGH POINT INFRASTRUCTURE PARTNERS, LLC, AMERICAN MIDSTREAM PARTNERS, LP AND AMERICAN MIDSTREAM GP, LLC TABLE OF CONTENTS Page ARTICLE I DEFINED TERMS; CONSTRUCTION 2 Section 1.1 Definitions 2 Section 1.2 Interpretation 12 AR |
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| March 18, 2019 |
8-K 1 d719556d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): March 17, 2019 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdictio |
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| March 18, 2019 |
AMID / American Midstream Partners LP NT 10-K NT 10-K SEC FILE NUMBER 001-35257 CUSIP NUMBER 02752P UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 19, 2019 |
SC 13D Amendment No. 26 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 26)* American Midstream Partners, LP (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 02752P 100 (CUSIP Number) Christine Miller Magnolia Infrastructure Partners, LLC c/o ArcLight Cap |
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| January 14, 2019 |
AMID / American Midstream Partners LP / OPPENHEIMER FUNDS INC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 12)* American Midstream Partners, LP (Name of Issuer) Common Units (Title of Class of Securities) 02752P100 (CUSIP Number) 12/31/2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th |
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| January 3, 2019 |
SC 13D/A 1 d682305dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 25)* American Midstream Partners, LP (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 02752P 100 (CUSIP Number) Christine Miller Magnolia Infrastructure Partners, LLC c |
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| January 3, 2019 |
EX-99.1 Exhibit 1 Privileged & Confidential Magnolia Infrastructure Holdings, LLC c/o ArcLight Capital Partners, LLC 200 Clarendon Street, 55th Floor Boston, MA 02116 January 2, 2019 American Midstream Partners, LP c/o American Midstream GP, LLC, its general partner 2103 CityWest Blvd. Building #4, Suite 800 Houston, TX 77042 Attn: Members of the Conflicts Committee of the Board of Directors of Am |
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| December 31, 2018 |
Entry into a Material Definitive Agreement 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): December 27, 2018 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation |
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| December 21, 2018 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 d671827d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): December 20, 2018 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdic |
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| December 21, 2018 |
EX-4.1 2 d671827dex41.htm EX-4.1 Exhibit 4.1 AMERICAN MIDSTREAM PARTNERS, LP AMERICAN MIDSTREAM FINANCE CORPORATION and the Guarantors named herein 8.500% SENIOR NOTES DUE 2021 FIFTH SUPPLEMENTAL INDENTURE DATED AS OF DECEMBER 20, 2018 WELLS FARGO BANK, NATIONAL ASSOCIATION, Trustee This FIFTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 20, 2018, is among American |
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| December 14, 2018 |
Unregistered Sales of Equity Securities 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): December 10, 2018 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation |
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| December 11, 2018 |
SC 13D Amendment No. 24 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 24)* American Midstream Partners, LP (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 02752P 100 (CUSIP Number) Christine Miller Magnolia Infrastructure Partners, LLC c/o ArcLight Cap |
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| December 6, 2018 |
SC 13D/A 1 d679376dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 23)* American Midstream Partners, LP (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 02752P 100 (CUSIP Number) Christine Miller Magnolia Infrastructure Partners, LLC c |
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| November 21, 2018 |
Entry into a Material Definitive Agreement 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): November 15, 2018 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation |
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| November 9, 2018 |
AMID / American Midstream Partners LP 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended September 30, 2018 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35257 AMERICAN MIDSTREA |
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| November 9, 2018 |
Cash Retention Award Program - Letter Template cashretentionawardprogra EXHIBIT 10.1 PERSONAL & CONFIDENTAL Dear, We recognize that there have been a number of strategic company decisions made recently that have been impactful to the value of certain awards made under AMID’s long term incentive plan. We also recognize that retention of our Key Employees is critical to our ongoing growth and success as an organization. Therefore, we are putting |
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| November 8, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 d640036d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): November 8, 2018 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other juri |
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| November 8, 2018 |
American Midstream Reports Third Quarter 2018 Results EX-99.1 Exhibit 99.1 American Midstream Reports Third Quarter 2018 Results HOUSTON, TX—November 8, 2018—American Midstream Partners, LP (NYSE: AMID) (“American Midstream” or the “Partnership”) today reported financial and operational results for the three and nine months ended September 30, 2018. Highlights Financial • Net income attributable to the Partnership was $38.2 million for the three mont |
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| September 28, 2018 |
EX-99.2 Exhibit 2 Magnolia Infrastructure Holdings, LLC c/o ArcLight Capital Partners, LLC 200 Clarendon Street, 55th Floor Boston, MA 02116 September 27, 2018 American Midstream Partners, LP c/o American Midstream GP, LLC, its general partner 2103 CityWest Blvd. Building #4, Suite 800 Houston, TX 77042 Attn: Members of the Board of Directors of American Midstream GP, LLC (the “Board”) Re: Possibl |
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| September 28, 2018 |
SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 22)* American Midstream Partners, LP (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 02752P 100 (CUSIP Number) Christine Miller Magnolia Infrastructure Partners, LLC c/o ArcLight Capital Partners 2 |
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| August 20, 2018 |
SC 13D Amendment No. 21 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 21)* American Midstream Partners, LP (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 02752P 100 (CUSIP Number) Christine Miller Magnolia Infrastructure Partners, LLC c/o ArcLight Cap |
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| August 14, 2018 |
Form of Officer Indemnity Agreement. Form of Officer (Non-Director) Indemnification Agreement EXHIBIT 10.3 OFFICER INDEMNIFICATION AGREEMENT This Indemnification Agreement (this “Agreement”) is made and entered into as of this [●] day of May, 2018, by and among American Midstream GP, LLC, a Delaware limited liability company (the “General Partner”); American Midstream Partners, LP, a Delaware limited partnership (the “Partnership,” a |
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| August 14, 2018 |
AMID / American Midstream Partners LP 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended June 30, 2018 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35257 AMERICAN MIDSTREAM PAR |
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| August 14, 2018 |
Form of Director Indemnity Agreement. EX-10.4 5 formofdirectorindemnityagr.htm EXHIBIT 10.4 EXHIBIT 10.4 DIRECTOR INDEMNIFICATION AGREEMENT This Indemnification Agreement (this “Agreement”) is made and entered into as of this day of , , by and among American Midstream GP, LLC, a Delaware limited liability company (the “General Partner”); American Midstream Partners, LP, a Delaware limited partnership (the “Partnership,” and together w |
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| August 14, 2018 |
Execution Version EXHIBIT 10.2 FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT This FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) dated as of June 29, 2018, is by and among AMERICAN MIDSTREAM, LLC, a Delaware limited liability company (the “AMID Borrower”), BLACKWATER INVESTMENTS, INC., a Delaware corporation (the “Blackwater Borrower” and, toge |
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| August 14, 2018 |
Execution Version EXHIBIT 10.1 ACTIVE 232007246 EQUITY PURCHASE AGREEMENT dated as of June 16, 2018 by and among Blackwater Investments, Inc. and American Midstream, LLC as Sellers and IIF Blackwater Holdings, LLC, as Buyer TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND DEFINITIONAL PROVISIONS 1 Section 1.1 Defined Terms 1 Section 1.2 Other Defined Terms 13 Section 1.3 Other Definitional Provisi |
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| August 9, 2018 |
AMID / American Midstream Partners LP NT 10-Q NT 10-Q SEC FILE NUMBER 001-35257 CUSIP NUMBER 02752P UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 9, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 d596103d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): August 9, 2018 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisd |
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| August 9, 2018 |
American Midstream Reports Second Quarter 2018 Results EX-99.1 2 d596103dex991.htm EX-99.1 Exhibit 99.1 American Midstream Reports Second Quarter 2018 Results HOUSTON, TX - August 9, 2018 - American Midstream Partners, LP (NYSE: AMID) (“American Midstream” or the “Partnership”) today reported financial results for the three and six months ended June 30, 2018. Highlights Financial • Net loss attributable to the Partnership was $17.3 million for the thr |
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| August 6, 2018 |
EX-4.1 Exhibit 4.1 AMERICAN MIDSTREAM PARTNERS, LP AMERICAN MIDSTREAM FINANCE CORPORATION and the Guarantors named herein 8.500% SENIOR NOTES DUE 2021 FOURTH SUPPLEMENTAL INDENTURE DATED AS OF JULY 31, 2018 WELLS FARGO BANK, NATIONAL ASSOCIATION, Trustee This FOURTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of July 31, 2018, is among American Midstream Partners, LP, a Delawa |
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| August 6, 2018 |
AMID / American Midstream Partners LP 8-K (Current Report) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): July 31, 2018 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation) (C |
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| August 6, 2018 |
EX-99.1 Exhibit 99.1 AMERICAN MIDSTREAM PARTNERS, LP AND SUBSIDIARIES UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS On July 31, 2018, American Midstream Partners, LP (“AMID”) completed the sale of the Capital Stock of American Midstream Terminaling, LLC, (“AMID Terminaling”), Blackwater Midstream Corp., (“Blackwater Midstream”), Blackwater Georgia, L.L.C., (“Blackwater Georgia”), |
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| July 30, 2018 |
Termination of a Material Definitive Agreement 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): July 29, 2018 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation) (C |
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| July 6, 2018 |
Entry into a Material Definitive Agreement 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): June 29, 2018 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation) (C |
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| June 28, 2018 |
AMID / American Midstream Partners LP CORRESP CORRESP American Midstream Partners, LP 2103 CityWest Blvd., Bldg. 4, Suite 800 Houston, Texas 77042 (346) 241-3400 June 28, 2018 Via EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Consumer Products 100 F Street, NE Washington, D.C. 20549-3561 Attn: William H. Thompson, Accounting Branch Chief Adam Phippen, Staff Accountant RE: American Midstream P |
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| June 21, 2018 |
Entry into a Material Definitive Agreement 8-K 1 d617020d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): June 16, 2018 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction |
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| June 11, 2018 |
AMID / American Midstream Partners LP CORRESP CORRESP American Midstream Partners, LP 2103 CityWest Blvd., Bldg. 4, Suite 800 Houston, Texas 77042 (346) 241-3400 June 11, 2018 Via EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Consumer Products 100 F Street, NE Washington, D.C. 20549-3561 Attn: William H. Thompson, Accounting Branch Chief Adam Phippen, Staff Accountant RE: American Midstream P |
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| June 1, 2018 |
EX-2.2 Exhibit 2.2 EXECUTION COPY AMENDMENT NO 1. TO CONTRIBUTION AGREEMENT THIS AMENDMENT NO. 1 TO CONTRIBUTION AGREEMENT (this “Amendment”), dated as of June 1, 2018, is by and among American Midstream Partners, LP, American Midstream GP, LLC and Southcross Holdings LP. WHEREAS, the Parties entered into that certain Contribution Agreement, dated as of October 31, 2017 (the “Contribution Agreemen |
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| June 1, 2018 |
EX-2.1 Exhibit 2.1 EXECUTION COPY AMENDMENT NO 1. TO MERGER AGREEMENT THIS AMENDMENT NO. 1 TO THE MERGER AGREEMENT (this “Amendment”), dated as of June 1, 2018, is by and between American Midstream Partners, LP, American Midstream GP, LLC, Southcross Energy Partners, L.P., Southcross Energy Partners GP, LLC and Cherokee Merger Sub LLC. WHEREAS, the Parties entered into that certain Agreement and P |
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| June 1, 2018 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 d586500d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): June 1, 2018 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction |
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| May 15, 2018 |
AMID / American Midstream Partners LP 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended March 31, 2018 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35257 AMERICAN MIDSTREAM PA |
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| May 15, 2018 |
EX-10.1 2 a2018q1exhibit101membershi.htm EXHIBIT 10.1 Exhibit 10.1 MEMBERSHIP INTEREST PURCHASE AGREEMENT dated as of February 16, 2018 by and between AMID MERGER LP, as the Seller and DKGP ENERGY TERMINALS LLC, as the Buyer TABLE OF CONTENTS ARTICLE I DEFINITIONS AND DEFINITIONAL PROVISIONS.................................1 Section 1.1 Defined Terms................................................ |
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| May 15, 2018 |
American Midstream Reports First Quarter 2018 Results EX-99.1 Exhibit 99.1 American Midstream Reports First Quarter 2018 Results HOUSTON, TX - May 15, 2018 - American Midstream Partners, LP (NYSE: AMID) (“American Midstream” or the “Partnership”) today reported financial results for the three months ended March 31, 2018. In the first quarter of 2018, American Midstream produced strong results, driven by meaningful growth across its core segments. The |
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| May 15, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2018 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation) (Commi |
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| May 11, 2018 |
AMID / American Midstream Partners LP NT 10-Q NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 001-35257 NOTIFICATION OF LATE FILING CUSIP NUMBER 02752P (Check one): ☐ Form 10-K ☐ Form 20 F ☐ Form 11 K ☒ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2018 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Re |
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| May 4, 2018 |
EX-3.1 Exhibit 3.1 AMENDMENT NO. 9 TO FIFTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN MIDSTREAM PARTNERS, LP This Amendment No. 9 (this “Amendment”) to the Fifth Amended and Restated Agreement of Limited Partnership of American Midstream Partners, LP (the “Partnership”), dated as of April 25, 2016, as amended by Amendment No. 1 to the Fifth Amended and Restated Agreement of |
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| May 4, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2018 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation) (Commis |
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| April 20, 2018 |
AMID / American Midstream Partners LP S-1 S-1 Table of Contents As filed with the Securities and Exchange Commission on April 20, 2018 Registration No. |
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| April 20, 2018 |
EX-12.1 Exhibit 12.1 American Midstream Partners, LP Ratio of Earnings to Combined Fixed Charges and Preferred Units Distributions (In Millions) Fiscal Year Ended December 31, 2017 2016 2015 2014 2013 Earnings: Loss from continuing operations before income taxes, adjusted for income from equity investees $ (324.4 ) $ (81.4 ) $ (205.7 ) $ (55.0 ) $ (48.1 ) Add: Fixed charges 68.3 35.0 22.6 17.3 15. |
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| April 20, 2018 |
AMID / American Midstream Partners LP RW RW American Midstream Partners, LP 2103 CityWest Blvd., Bldg. 4, Suite 800 Houston, Texas 77042 April 20, 2018 Via EDGAR Securities and Exchange Commission 100 F Street N.E. Washington, DC 20549 Re: American Midstream Partners, LP Registration Statement on Form S-3 (Registration No. 333-222810) Ladies and Gentlemen: Pursuant to Rule 477 of the Rules and Regulations promulgated under the Securities |
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| April 20, 2018 |
Financial Statements and Exhibits, Other Events 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 20, 2018 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation) |
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| April 20, 2018 |
SXH COMBINED FINANCIAL STATEMENTS DECEMBER 31, 2017, 2016 and 2015 EX-99.1 Exhibit 99.1 SXH COMBINED FINANCIAL STATEMENTS DECEMBER 31, 2017, 2016 and 2015 SOUTHCROSS HOLDINGS INTERMEDIARY LLC, SOUTHCROSS HOLDINGS GUARANTOR GP LLC AND SOUTHCROSS HOLDINGS GUARANTOR LP INDEX TO COMBINED FINANCIAL STATEMENTS Page Independent Auditors’ Report 3 Combined Balance Sheets as of December 31, 2017 and December 31, 2016 5 Combined Statements of Operations for the Year Ended |
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| April 16, 2018 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): April 10, 2018 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation) ( |
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| April 16, 2018 |
American Midstream Strengthens Management Team with Veteran Chief Accounting Officer Karen Acree EX-99.1 Exhibit 99.1 American Midstream Strengthens Management Team with Veteran Chief Accounting Officer Karen Acree HOUSTON – April 16, 2018 – American Midstream Partners, LP (NYSE: AMID) (“American Midstream” or the “Partnership”) announced today that the general partner of the Partnership has hired industry veteran Karen S. Acree as Vice President and Chief Accounting Officer to further streng |
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| April 9, 2018 |
2017 Delta House Oil and Gas Lateral, LLC Financial Statements Exhibit 99.2 DELTA HOUSE OIL AND GAS LATERAL, LLC Financial Statements Years Ended December 31, 2017, 2016 and 2015 The report accompanying these financial statements was issued by BDO USA, LLP, a Delaware limited liability partnership and the U.S. member of BDO International Limited, a UK company limited by guarantee. Exhibit 99.2 DELTA HOUSE OIL AND GAS LATERAL, LLC Financial Statements Years En |
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| April 9, 2018 |
2017 Delta House FPS, LLC Financial Statements Exhibit 99.3 DELTA HOUSE FPS, LLC Financial Statements Years Ended December 31, 2017, 2016 and 2015 The report accompanying these financial statements was issued by BDO USA, LLP, a Delaware limited liability partnership and the U.S. member of BDO International Limited, a UK company limited by guarantee. Exhibit 99.3 DELTA HOUSE FPS, LLC Financial Statements Years Ended December 31, 2017, 2016 and |
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| April 9, 2018 |
2017 Pinto Offshore Holdings, LLC Financial Statements EX-99.1 9 financialspohexhibit991.htm EXHIBIT 99.1 Exhibit 99.1 PINTO OFFSHORE HOLDINGS, LLC Financial Statements Years Ended December 31, 2017 and 2016 and for the Period from September 9, 2015 (Inception) through December 31, 2015 The report accompanying these financial statements was issued by BDO USA, LLP, a Delaware limited liability partnership and the U.S. member of BDO International Limite |
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| April 9, 2018 |
AMID / American Midstream Partners LP 10-K (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 Or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35257 AMERICAN MIDSTREAM PARTNE |
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| April 9, 2018 |
American Midstream Partners, LP, List of Subsidiaries. Exhibit 21.1 List of Subsidiaries American Midstream Partners, LP As of December 31, 2017 Name Jurisdiction of Organization AMID Caddo LLC Delaware AMID Crude Oil Services LLC Delaware AMID Crude Oil Storage LLC Oklahoma AMID Crude Trucking LLC Delaware AMID Energy Products Supply LLC Delaware AMID Liquids Trucking LLC Delaware AMID Merger LP Delaware AMID NLR LLC Delaware AMID Payment Services LL |
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| April 9, 2018 |
Exhibit 10.25 UNIT PURCHASE OPTION GRANT NOTICE Capitalized terms not specifically defined in this Unit Purchase Option Grant Notice (the "Grant Notice") have the meanings given to them in the American Midstream GP, LLC Long-Term Incentive Plan (as amended and restated from time to time, the "Plan") of American Midstream GP, LLC (the "Company"), the general partner of American Midstream Partners, |
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| April 9, 2018 |
Form of American Midstream GP, LLC Long-Term Incentive Plan Grant of Phantom Units. Exhibit 10.24 American Midstream GP, LLC Long-Term Incentive Plan Grant of Phantom Units Grantee: Grant Date: 1. Grant of Phantom Units. American Midstream GP, LLC (the “Company”), general partner of American Midstream Partners, LP (the “Partnership”) hereby grants to you, [], a target award of [] Performance-Based Phantom Units (the “Target Award”) under the American Midstream GP, LLC Long-Term I |
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| March 16, 2018 |
AMID / American Midstream Partners LP NT 10-K NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 001-35257 NOTIFICATION OF LATE FILING CUSIP NUMBER 02752P (Check One): ☒ Form 10-K ☐ Form 20 F ☐ Form 11 K ☐ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2017 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition |
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| March 12, 2018 |
AMID / American Midstream Partners LP 8-K (Current Report) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): March 11, 2018 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation) ( |
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| March 12, 2018 |
EX-10.1 Exhibit 10.1 Execution Copy CAPITAL CONTRIBUTION AGREEMENT CAPITAL CONTRIBUTION AGREEMENT, dated as of March 11, 2018 (this “Agreement”), by and among AMERICAN MIDSTREAM PARTNERS, LP, a Delaware limited partnership (“AMID”), AMERICAN MIDSTREAM GP, LLC, a Delaware limited liability company and the general partner of AMID (“AMID GP”), and MAGNOLIA INFRASTRUCTURE HOLDINGS, LLC, a Delaware lim |
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| March 12, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): March 12, 2018 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation) ( |
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| March 12, 2018 |
American Midstream Reports Fourth Quarter and Full Year 2017 Results EX-99.1 Exhibit 99.1 American Midstream Reports Fourth Quarter and Full Year 2017 Results HOUSTON, TX - March 12, 2018 - American Midstream Partners, LP (NYSE: AMID) (“American Midstream” or the “Partnership”) today reported financial results for the three and twelve months ended December 31, 2017. During 2017, American Midstream made considerable progress in executing on a capital redeployment st |
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| February 20, 2018 |
AMID / American Midstream Partners LP 425 (Prospectus) 425 1 d501828d425.htm 425 Filed by American Midstream Partners LP Pursuant to Rule 425 under the Securities Act of 1933 and Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Southcross Energy Partners, L.P. Commission File No.: 001-35719 American Midstream Enters Definitive Agreement to Sell Refined Products Terminals HOUSTON – (PRNewswire) February 20, 2018 – American Midstre |
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| February 20, 2018 |
Entry into a Material Definitive Agreement 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): February 16, 2018 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation |
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| February 14, 2018 |
AMID / American Midstream Partners LP / Swank Capital, LLC - SC 13G/A Passive Investment SC 13G/A 1 d518129dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A (Rule 13d-102) (Amendment No. 1) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) American Midstream Partners, LP (Name of Issuer) Common Units Representing Limited Partnership Interests (Title of |
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| February 13, 2018 |
TO THE UNITHOLDERS OF SOUTHCROSS ENERGY PARTNERS, L.P. MERGER PROPOSALYOUR VOTE IS VERY IMPORTANT 424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-222501 TO THE UNITHOLDERS OF SOUTHCROSS ENERGY PARTNERS, L.P. ?MERGER PROPOSAL?YOUR VOTE IS VERY IMPORTANT Dear Unitholder of Southcross Energy Partners, L.P., On October 31, 2017, American Midstream Partners, LP, a Delaware limited partnership (?AMID?), American Midstream GP, LLC, a Delaware limited liability company an |
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| February 12, 2018 |
CONSENT OF INDEPENDENT AUDITORS EX-23.12 Exhibit 23.12 CONSENT OF INDEPENDENT AUDITORS We consent to the reference to our firm under the caption “Experts” in Amendment No. 1 to the Registration Statement (Form S-4 No. 333-222501) and related Prospectus of American Midstream Partners, LP for the registration of Common Units representing limited partner interests and to the incorporation by reference therein of our report dated Ju |
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| February 12, 2018 |
AMID / American Midstream Partners LP CORRESP CORRESP American Midstream Partners, LP 2103 CityWest Blvd. Bldg. 4, Suite 800 Houston, TX 77042 February 12, 2018 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Re: American Midstream Partners, LP Registration Statement on Form S-4 (File No. 333-222501) Ladies and Gentlemen: Pursuant to Rule 461 promulgated under the Secur |
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| February 12, 2018 |
CONSENT OF INDEPENDENT AUDITOR EX-23.13 Exhibit 23.13 CONSENT OF INDEPENDENT AUDITOR American Midstream Partners, LP Houston, Texas We hereby consent to the incorporation by reference in the Prospectus constituting a part of this Registration Statement on Form S-4 of American Midstream Partners, LP (the “Partnership”) of our report dated February 21, 2017, relating to the financial statements of Main Pass Oil Gathering Company, |
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| February 12, 2018 |
CONSENT OF INDEPENDENT AUDITORS EX-23.10 Exhibit 23.10 CONSENT OF INDEPENDENT AUDITORS We consent to the reference to our firm under the caption “Experts” in Amendment No. 1 to the Registration Statement (Form S-4 No. 333-222501) and related Prospectus of American Midstream Partners, LP for the registration of Common Units representing limited partner interests and to the incorporation by reference therein of our report dated Ju |
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| February 12, 2018 |
Exhibit 99.2 CONSENT OF JEFFERIES LLC The Conflicts Committee of the Board of Directors Southcross Energy Partners GP, LLC 1717 Main Street, Suite 5200 Dallas, Texas 75201 Members of the Conflicts Committee: We hereby consent to the inclusion of our opinion letter dated October 31, 2017 to the Conflicts Committee of the Board of Directors (in its capacity as such) of Southcross Energy Partners GP, |
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| February 12, 2018 |
CONSENT OF INDEPENDENT AUDITORS EX-23.16 Exhibit 23.16 CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in this Amendment No. 1 to Registration Statement No. 333-222501 of American Midstream Partners, LP of our report dated December 14, 2017 relating to the combined financial statements of Southcross Holdings Intermediary LLC, Southcross Holdings Guarantor GP LLC and Southcross Holdings Guarantor LP a |
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| February 12, 2018 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 23.15 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Amendment No. 1 to Registration Statement No. 333-222501 of American Midstream Partners, LP of our report dated March 9, 2017, relating to the consolidated financial statements of Southcross Energy Partners, L.P. and subsidiaries (the ?Partnership?) as of and for the years en |
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| February 12, 2018 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EX-23.11 Exhibit 23.11 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Amendment No. 1 to the Registration Statement on Form S-4 of American Midstream Partners, LP of our report dated March 24, 2017 relating to the financial statements of Okeanos Gas Gathering Company, LLC, which appears in American Midstream Partners, LP’s Annua |
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| February 12, 2018 |
CONSENT OF INDEPENDENT AUDITORS EX-23.14 Exhibit 23.14 CONSENT OF INDEPENDENT AUDITORS We consent to the reference to our firm under the caption “Experts” in Amendment No. 1 to the Registration Statement (Form S-4 No. 333-222501) and related Prospectus of American Midstream Partners, LP for the registration of Common Units representing limited partner interests and to the incorporation by reference therein of our report dated Ap |
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| February 12, 2018 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EX-23.7 Exhibit 23.7 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Amendment No. 1 to the Registration Statement on Form S-4 of American Midstream Partners, LP of our report dated March 24, 2017 relating to the financial statements of Destin Pipeline Company, L.L.C., which appears in American Midstream Partners, LP’s Annual Rep |
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| February 12, 2018 |
As filed with the Securities and Exchange Commission on February 9, 2018 S-4/A Table of Contents As filed with the Securities and Exchange Commission on February 9, 2018 Registration No. |
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| February 12, 2018 |
Exhibit 99.1 SPECIAL MEETING OF UNITHOLDERS OF SOUTHCROSS ENERGY PARTNERS, L.P. March 27, 2018 GO GREEN e-Consent makes it easy to go paperless. With e-Consent, you can quickly access your proxy material, statements and other eligible documents online, while reducing costs, clutter and paper waste. Enroll today via www.astfinancial.com to enjoy online access. NOTICE OF INTERNET AVAILABILITY OF PRO |
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| February 12, 2018 |
CONSENT OF INDEPENDENT AUDITORS EX-23.8 Exhibit 23.8 CONSENT OF INDEPENDENT AUDITORS We consent to the reference to our firm under the caption “Experts” in Amendment No. 1 to the Registration Statement (Form S-4 No. 333-222501) and related Prospectus of American Midstream Partners, LP for the registration of Common Units representing limited partner interests and to the incorporation by reference therein of our report dated June |
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| February 12, 2018 |
FORM OF SIXTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP AMERICAN MIDSTREAM PARTNERS, LP1 Exhibit 3.10 FORM OF SIXTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN MIDSTREAM PARTNERS, LP1 1 Any amendments to the current Limited Partnership Agreement before closing will be reflected in the execution version of this Limited Partnership Agreement. TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 Section 1.1 Definitions 2 Section 1.2 Construction 37 ARTICLE II ORGANIZATION |
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| February 12, 2018 |
CONSENT OF INDEPENDENT AUDITORS EX-23.9 Exhibit 23.9 CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in this Amendment No. 1 to Registration Statement No. 333-222501 on Form S-4 of American Midstream Partners, LP of our report dated March 1, 2017, relating to the financial statements of Tri-States NGL Pipeline, L.L.C., as of and for the year ended December 31, 2016, appearing in the Annual Report on |
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| February 7, 2018 |
AMID / American Midstream Partners LP S-3/A S-3/A 1 d530932ds3a.htm S-3/A As filed with the Securities and Exchange Commission on February 7, 2018 Registration No. 333-222810 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AMERICAN MIDSTREAM PARTNERS, LP (Exact Name of Registrant as Specified in its Charter) Delaware 27-0855785 (State |
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| February 6, 2018 |
AMID / American Midstream Partners LP / OPPENHEIMER FUNDS INC - FORM SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 11)* American Midstream Partners, LP (Name of Issuer) Common Units (Title of Class of Securities) 02752P100 (CUSIP Number) 12/31/2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th |
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| February 5, 2018 |
AMID / American Midstream Partners LP CORRESP CORRESP American Midstream Partners, LP 2103 CityWest Blvd. Bldg. 4, Suite 800 Houston, TX 77042 February 5, 2018 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Re: American Midstream Partners, LP Registration Statement on Form S-3 (File No. 333-222810) Ladies and Gentlemen: Pursuant to Rule 461 promulgated under the Securi |
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| February 1, 2018 |
Consent of Independent AuditorsDeloitte & Touche LLP. EX-23.7 Exhibit 23.7 CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in this Registration Statement on Form S-3 of American Midstream Partners, LP of our report dated March 1, 2017, relating to the financial statements of Tri-States NGL Pipeline, L.L.C., as of and for the year ended December 31, 2016, appearing in the Annual Report on Form 10-K of American Midstream Pa |
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| February 1, 2018 |
EX-12.1 Exhibit 12.1 American Midstream Partners, LP Ratio of Earnings to Combined Fixed Charges and Preferred Units Distributions (In Millions) Nine Months Ended September 30, Fiscal Year Ended December 31, 2017 2016 2015 2014 2013 2012 Earnings: Loss from continuing operations before income taxes, adjusted for income from equity investees $ (89.4 ) $ (81.4 ) $ (205.7 ) $ (55.0 ) $ (48.1 ) $ (19. |
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| February 1, 2018 |
AMID / American Midstream Partners LP S-3 S-3 Table of Contents As filed with the Securities and Exchange Commission on January 31, 2018 Registration No. |
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| February 1, 2018 |
Consent of Independent Registered Public Accounting FirmDeloitte & Touche LLP. EX-23.14 Exhibit 23.14 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Registration Statement on Form S-3 of American Midstream Partners, LP of our report dated March 9, 2017, relating to the consolidated financial statements of Southcross Energy Partners, L.P. and subsidiaries (the ?Partnership?) as of and for the years ended December |
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| February 1, 2018 |
Consent of Independent AuditorsDeloitte & Touche LLP. EX-23.13 Exhibit 23.13 CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in this Registration Statement on Form S-3 of American Midstream Partners, LP of our report dated December 14, 2017 relating to the combined financial statements of Southcross Holdings Intermediary LLC, Southcross Holdings Guarantor GP LLC and Southcross Holdings Guarantor LP and its subsidiaries (c |
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| February 1, 2018 |
Consent of Independent AuditorsErnst & Young LLP. EX-23.10 Exhibit 23.10 CONSENT OF INDEPENDENT AUDITORS We consent to the reference to our firm under the caption Experts in the Registration Statement (Form S-3 No. 333-00000) and related Prospectus of American Midstream Partners, LP and to the incorporation by reference therein of our report dated June 29, 2016, with respect to the financial statements of Okeanos Gas Gathering Company, LLC as o |
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| February 1, 2018 |
Consent of Independent AuditorsBDO USA, LLP. EX-23.11 Exhibit 23.11 CONSENT OF INDEPENDENT AUDITOR American Midstream Partners, LP Houston, Texas We hereby consent to the incorporation by reference in the Prospectus constituting a part of this Registration Statement on Form S-3 of American Midstream Partners, LP (the ?Partnership?) of our report dated February 21, 2017, relating to the financial statements of Main Pass Oil Gathering Company, |
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| February 1, 2018 |
Consent of Independent AuditorsErnst & Young LLP. EX-23.12 Exhibit 23.12 CONSENT OF INDEPENDENT AUDITORS We consent to the reference to our firm under the caption Experts in the Registration Statement (Form S-3 No. 333-00000) and related Prospectus of American Midstream Partners, LP and to the incorporation by reference therein of our report dated April 6, 2015, with respect to the financial statements of Main Pass Oil Gathering Company as of a |
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| February 1, 2018 |
Consent of Independent AuditorsErnst & Young LLP. EX-23.8 Exhibit 23.8 CONSENT OF INDEPENDENT AUDITORS We consent to the reference to our firm under the caption Experts in the Registration Statement (Form S-3 No. 333-00000) and related Prospectus of American Midstream Partners, LP and to the incorporation by reference therein of our report dated June 29, 2016, with respect to the financial statements of Tri-States NGL Pipeline, L.L.C. as of and |
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| February 1, 2018 |
Consent of Independent Registered Public Accounting FirmPricewaterhouseCoopers LLP. EX-23.9 Exhibit 23.9 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form S-3 of American Midstream Partners, LP of our report dated March 24, 2017 relating to the financial statements of Okeanos Gas Gathering Company, LLC, which appears in American Midstream Partners, LP?s Annual Report on Form 10-K for |
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| January 31, 2018 |
EX-3.1 Exhibit 3.1 AMENDMENT NO. 8 TO FIFTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN MIDSTREAM PARTNERS, LP This Amendment No. 8 (this ?Amendment?) to the Fifth Amended and Restated Agreement of Limited Partnership of American Midstream Partners, LP (the ?Partnership?), dated as of January 25, 2018, as amended by Amendment No. 1 to the Fifth Amended and Restated Agreement |
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| January 31, 2018 |
AMID / American Midstream Partners LP 8-K (Current Report) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): January 25, 2018 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation) |
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| January 31, 2018 |
AMERICAN MIDSTREAM PARTNERS, LP POWER OF ATTORNEY WHEREAS, the undersigned, in his capacity as a director or officer or both, as the case may be, of American Midstream Partners, GP, LLC, a Delaware limited liability company (the "General Partner") which is the general partner of American Midstream Partners, LP, a Delaware limited partnership (the "Partnership"), may be required to file with the Se |
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| January 26, 2018 |
AMID / American Midstream Partners LP 425 (Prospectus) 425 Filed by American Midstream Partners LP Pursuant to Rule 425 under the Securities Act of 1933 and Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Southcross Energy Partners, L. |
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| January 11, 2018 |
CONSENT OF INDEPENDENT AUDITORS EX-23.16 Exhibit 23.16 CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in this Registration Statement on Form S-4 of American Midstream Partners, LP of our report dated December 14, 2017 relating to the combined financial statements of Southcross Holdings Intermediary LLC, Southcross Holdings Guarantor GP LLC and Southcross Holdings Guarantor LP and its subsidiaries (c |
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| January 11, 2018 |
CONSENT OF INDEPENDENT AUDITORS EX-23.9 Exhibit 23.9 CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in this Registration Statement on Form S-4 of American Midstream Partners, LP of our report dated March 1, 2017, relating to the financial statements of Tri-States NGL Pipeline, L.L.C., as of and for the year ended December 31, 2016, appearing in the Annual Report on Form 10-K of American Midstream Pa |
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| January 11, 2018 |
CONSENT OF INDEPENDENT AUDITORS EX-23.12 Exhibit 23.12 CONSENT OF INDEPENDENT AUDITORS We consent to the reference to our firm under the caption “Experts” in the Registration Statement (Form S-4 No. 333-00000) and related Prospectus of American Midstream Partners, LP for the registration of Common Units representing limited partner interests and to the incorporation by reference therein of our report dated June 29, 2016, with re |
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| January 11, 2018 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EX-23.7 Exhibit 23.7 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form S-4 of American Midstream Partners, LP of our report dated March 24, 2017 relating to the financial statements of Destin Pipeline Company, L.L.C., which appears in American Midstream Partners, LP’s Annual Report on Form 10-K for th |
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| January 11, 2018 |
CONSENT OF INDEPENDENT AUDITORS EX-23.8 Exhibit 23.8 CONSENT OF INDEPENDENT AUDITORS We consent to the reference to our firm under the caption “Experts” in the Registration Statement (Form S-4 No. 333-00000) and related Prospectus of American Midstream Partners, LP for the registration of Common Units representing limited partner interests and to the incorporation by reference therein of our report dated June 29, 2016, with resp |
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| January 11, 2018 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 23.15 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Registration Statement on Form S-4 of American Midstream Partners, LP of our report dated March 9, 2017, relating to the consolidated financial statements of Southcross Energy Partners, L.P. and subsidiaries (the ?Partnership?) as of and for the years ended December 31, 2016 |
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| January 11, 2018 |
CONSENT OF INDEPENDENT AUDITOR EX-23.13 Exhibit 23.13 CONSENT OF INDEPENDENT AUDITOR American Midstream Partners, LP Houston, Texas We hereby consent to the incorporation by reference in the Prospectus constituting a part of this Registration Statement on Form S-4 of American Midstream Partners, LP (the “Partnership”) of our report dated February 21, 2017, relating to the financial statements of Main Pass Oil Gathering Company, |
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| January 11, 2018 |
As filed with the Securities and Exchange Commission on January 10, 2018 Form S-4 Table of Contents As filed with the Securities and Exchange Commission on January 10, 2018 Registration No. |
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| January 11, 2018 |
CONSENT OF INDEPENDENT AUDITORS Exhibit 23.14 CONSENT OF INDEPENDENT AUDITORS We consent to the reference to our firm under the caption ?Experts? in the Registration Statement (Form S-4 No. 333-00000) and related Prospectus of American Midstream Partners, LP for the registration of Common Units representing limited partner interests and to the incorporation by reference therein of our report dated April 6, 2015, with respect to |
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| January 11, 2018 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EX-23.11 Exhibit 23.11 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form S-4 of American Midstream Partners, LP of our report dated March 24, 2017 relating to the financial statements of Okeanos Gas Gathering Company, LLC, which appears in American Midstream Partners, LP’s Annual Report on Form 10-K f |
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| January 11, 2018 |
Exhibit 99.3 VOTING & SUPPORT AGREEMENT VOTING & SUPPORT AGREEMENT, dated as of October 31, 2017 (this ?Agreement?), among American Midstream Partners, LP, a Delaware limited partnership (?AMID?), and (i) Southcross Holdings LP, a Delaware limited partnership (?Holdings LP?), (ii) Southcross Holdings GP LLC, a Delaware limited liability company and the general partner of Holdings LP (?Holdings GP? |
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| January 11, 2018 |
CONSENT OF INDEPENDENT AUDITORS EX-23.10 Exhibit 23.10 CONSENT OF INDEPENDENT AUDITORS We consent to the reference to our firm under the caption “Experts” in the Registration Statement (Form S-4 No. 333-00000) and related Prospectus of American Midstream Partners, LP for the registration of Common Units representing limited partner interests and to the incorporation by reference therein of our report dated June 29, 2016, with re |
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| January 11, 2018 |
Exhibit 99.2 CONSENT OF JEFFERIES LLC The Conflicts Committee of the Board of Directors Southcross Energy Partners GP, LLC 1717 Main Street, Suite 5200 Dallas, Texas 75201 Members of the Conflicts Committee: We hereby consent to the inclusion of our opinion letter dated October 31, 2017 to the Conflicts Committee of the Board of Directors (in its capacity as such) of Southcross Energy Partners GP, |
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| December 20, 2017 |
AMID / American Midstream Partners LP 425 (Prospectus) 425 1 d484463d425.htm 425 Filed by American Midstream Partners LP Pursuant to Rule 425 under the Securities Act of 1933 and Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Southcross Energy Partners, L.P. Commission File No.: 001-35719 AMID / SXE INTEGRATION UPDATE Issue 3 SOLID PLANNING It’s hard to believe that the holiday season has arrived along with the year-end. The In |
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| December 19, 2017 |
EX-4.4 Exhibit 4.4 OFFICERS? CERTIFICATE TO TRUSTEE OF AMERICAN MIDSTREAM PARTNERS, LP AND AMERICAN MIDSTREAM FINANCE CORPORATION December 19, 2017 The undersigned, (i) President and Chief Executive Officer, and Senior Vice President and Chief Financial Officer, respectively, of American Midstream GP, LLC, a Delaware limited liability company and the general partner (the ?General Partner?) of Amer |
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| December 19, 2017 |
EX-4.2 Exhibit 4.2 AMERICAN MIDSTREAM PARTNERS, LP AMERICAN MIDSTREAM FINANCE CORPORATION and the Guarantors named herein 8.500% SENIOR NOTES DUE 2021 THIRD SUPPLEMENTAL INDENTURE DATED AS OF DECEMBER 19, 2017 WELLS FARGO BANK, NATIONAL ASSOCIATION, Trustee This THIRD SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?), dated as of December 19, 2017, is among American Midstream Partners, LP, a |
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| December 19, 2017 |
EX-99.1 Exhibit 99.1 American Midstream Increases Liquidity and Enhances Capital Structure Through Pricing of $125 Million of Senior Notes HOUSTON ? (Business Wire) December 14, 2017 ? American Midstream Partners, LP (NYSE: AMID) (the ?Partnership?) announced today the pricing of $125 million aggregate principal amount of 8.50% Senior Notes due 2021 at an offering price equal to 102.375% of par. T |
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| December 19, 2017 |
EX-4.1 2 d494021dex41.htm EX-4.1 Exhibit 4.1 Execution Version AMERICAN MIDSTREAM PARTNERS, LP AMERICAN MIDSTREAM FINANCE CORPORATION REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT is dated as of December 19, 2017 (the “Agreement”), by and among AMERICAN MIDSTREAM PARTNERS, LP, a Delaware limited partnership (the “Partnership”), and AMERICAN MIDSTREAM FINANCE CORPORATION, a Delaw |
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| December 19, 2017 |
EX-10.1 Exhibit 10.1 Execution Version $125,000,000 AMERICAN MIDSTREAM PARTNERS, LP AMERICAN MIDSTREAM FINANCE CORPORATION 8.500% Senior Notes due 2021 PURCHASE AGREEMENT Dated: December 14, 2017 TABLE OF CONTENTS Page SECTION 1. Representations and Warranties 4 SECTION 2. Sale and Delivery to Initial Purchasers; Closing; Agreements to Sell, Purchase and Resell 19 SECTION 3. Covenants of the Issue |
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| December 19, 2017 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 14, 2017 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporatio |
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| December 14, 2017 |
Unaudited Pro Forma Condensed Consolidated Financial Information EX-99.2 Exhibit 99.2 Unaudited Pro Forma Condensed Consolidated Financial Information On October 31, 2017, American Midstream Partners, LP (?AMID? or the ?Partnership?) and American Midstream GP, LLC, general partner of AMID (?AMID GP?), entered into a Contribution Agreement (the ?Contribution Agreement?) with Southcross Holdings, LP (?Holdings LP?). Upon the terms and subject to the conditions se |
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| December 14, 2017 |
EX-99.3 Exhibit 99.3 SXH COMBINED FINANCIAL STATEMENTS (Unaudited) For the nine months ended September 30, 2017 SOUTHCROSS HOLDINGS INTERMEDIARY LLC, SOUTHCROSS HOLDINGS GUARANTOR GP LLC AND SOUTHCROSS HOLDINGS GUARANTOR LP INDEX TO COMBINED FINANCIAL STATEMENTS Page Combined Balance Sheets as of September 30, 2017 and December 31, 2016 3 Combined Statements of Operations for the Nine Months Ended |
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| December 14, 2017 |
Financial Statements and Exhibits, Other Events 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 14, 2017 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporatio |
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| December 14, 2017 |
American Midstream Announces $100 Million Offering of Senior Notes EX-99.1 Exhibit 99.1 American Midstream Announces $100 Million Offering of Senior Notes HOUSTON ? (Business Wire) December 14, 2017 ? American Midstream Partners, LP (NYSE: AMID) (the ?Partnership?) announced today that it intends to offer for sale $100 million in aggregate principal amount of 8.500% Senior Notes due 2021, subject to market and other conditions. The notes will be an additional iss |
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| December 14, 2017 |
EX-99.4 Exhibit 99.4 SXH COMBINED FINANCIAL STATEMENTS DECEMBER 31, 2016, 2015 and 2014 SOUTHCROSS HOLDINGS INTERMEDIARY LLC, SOUTHCROSS HOLDINGS GUARANTOR GP LLC AND SOUTHCROSS HOLDINGS GUARANTOR LP INDEX TO COMBINED FINANCIAL STATEMENTS Page Independent Auditors? Report 3 Combined Balance Sheets as of December 31, 2016 and 2015 5 Combined Statements of Operations for the Years Ended December 31, |
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| December 14, 2017 |
EX-99.4 6 d491683dex994.htm EX-99.4 Exhibit 99.4 SXH COMBINED FINANCIAL STATEMENTS DECEMBER 31, 2016, 2015 and 2014 SOUTHCROSS HOLDINGS INTERMEDIARY LLC, SOUTHCROSS HOLDINGS GUARANTOR GP LLC AND SOUTHCROSS HOLDINGS GUARANTOR LP INDEX TO COMBINED FINANCIAL STATEMENTS Page Independent Auditors’ Report 3 Combined Balance Sheets as of December 31, 2016 and 2015 5 Combined Statements of Operations for |
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| December 14, 2017 |
AMID / American Midstream Partners LP 8-K (Prospectus) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 14, 2017 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporatio |
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| December 14, 2017 |
American Midstream Announces $100 Million Offering of Senior Notes EX-99.1 Exhibit 99.1 American Midstream Announces $100 Million Offering of Senior Notes HOUSTON ? (Business Wire) December 14, 2017 ? American Midstream Partners, LP (NYSE: AMID) (the ?Partnership?) announced today that it intends to offer for sale $100 million in aggregate principal amount of 8.500% Senior Notes due 2021, subject to market and other conditions. The notes will be an additional iss |
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| December 14, 2017 |
EX-99.3 Exhibit 99.3 SXH COMBINED FINANCIAL STATEMENTS (Unaudited) For the nine months ended September 30, 2017 SOUTHCROSS HOLDINGS INTERMEDIARY LLC, SOUTHCROSS HOLDINGS GUARANTOR GP LLC AND SOUTHCROSS HOLDINGS GUARANTOR LP INDEX TO COMBINED FINANCIAL STATEMENTS Page Combined Balance Sheets as of September 30, 2017 and December 31, 2016 3 Combined Statements of Operations for the Nine Months Ended |
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| December 14, 2017 |
Unaudited Pro Forma Condensed Consolidated Financial Information EX-99.2 Exhibit 99.2 Unaudited Pro Forma Condensed Consolidated Financial Information On October 31, 2017, American Midstream Partners, LP (AMID or the Partnership) and American Midstream GP, LLC, general partner of AMID (AMID GP), entered into a Contribution Agreement (the Contribution Agreement) with Southcross Holdings, LP (Holdings LP). Upon the terms and subject to the conditions se |
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| December 12, 2017 |
Exhibit EXHIBIT 99.1 Item 6. Selected Historical Financial and Operating Data The following table presents selected historical consolidated financial and operating data for the periods and as of the dates indicated. We derived this information from our historical consolidated financial statements and accompanying notes. This information should be read together with, and is qualified in its entiret |
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| December 12, 2017 |
AMID / American Midstream Partners LP 8-K/A (Current Report) Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 6, 2017 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other juri |
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| December 12, 2017 |
Exhibit EXHIBIT 99.2 Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the audited consolidated financial statements and the related notes thereto included elsewhere in Exhibit 99.3 to the Current Report on Form 8-K dated December |
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| December 12, 2017 |
AMID / American Midstream Partners LP 10-Q/A (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No.1 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended September 30, 2017 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35257 |
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| December 11, 2017 |
Exhibit Exhibit 99.4 DELTA HOUSE OIL AND GAS LATERAL, LLC INDEX TO FINANCIAL STATEMENTS Financial Statements (Unaudited) Balance Sheets as of June 30, 2017 and December 31, 2016 2 Statements of Operations for the Six Months Ended June 30, 2017 and 2016 3 Statements of Changes in Members' Equity for the Six Months Ended June 30, 2017 and 2016 4 Statement of Cash Flows for the Six Months Ended June |
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| December 11, 2017 |
Exhibit 99.1 DELTA HOUSE FPS, LLC INDEX TO FINANCIAL STATEMENTS Financial Statements (Unaudited) Balance Sheets as of June 30, 2017 and December 31, 2016 2 Statements of Operations for the Six Months Ended June 30, 2017 and 2016 3 Statements of Changes in Members' Equity for the Six Months Ended June 30, 2017 and 2016 4 Statement of Cash Flows for the Six Months Ended June 30, 2017 and 2016 5 Note |
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| December 11, 2017 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 29, 2017 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of inco |
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| December 11, 2017 |
Exhibit Exhibit 99.7 American Midstream Partners, LP and Subsidiaries Unaudited Pro Forma Condensed Consolidated Financial Statements Introduction The unaudited pro forma condensed consolidated financial statements show the impact of the following transaction on American Midstream Partners, LP's condensed consolidated statements of operations for the nine months ended September 30, 2017 and for th |
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| December 7, 2017 |
EXHIBIT 99.1 Item 6. Selected Historical Financial and Operating Data The following table presents selected historical consolidated financial and operating data for the periods and as of the dates indicated. We derived this information from our historical consolidated financial statements and accompanying notes. This information should be read together with, and is qualified in its entirety, by re |
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| December 7, 2017 |
EXHIBIT 99.3 AMERICAN MIDSTREAM PARTNERS, LP INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Report of Independent Registered Public Accounting Firm F-1 Consolidated Balance Sheets as of December 31, 2016 and 2015 F-3 Consolidated Statements of Operations for the Years Ended December 31, 2016, 2015 and 2014 F-4 Consolidated Statements of Comprehensive Loss for the Years Ended December 31, 2016, 2015 an |
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| December 7, 2017 |
EXHIBIT 99.2 Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the audited consolidated financial statements and the related notes thereto included elsewhere in Exhibit 99.3 to the Current Report on Form 8-K filed by American Mids |
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| December 7, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 6, 2017 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation) (C |
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| November 9, 2017 |
EX-10.4 3 a2017q3exhibit104distribut.htm EXHIBIT 10.4 Execution Version DISTRIBUTION, SALE AND CONTRIBUTION AGREEMENT BY AND AMONG TOGA OFFSHORE, LLC, PINTO OFFSHORE HOLDINGS, LLC, AMERICAN MIDSTREAM DELTA HOUSE, LLC AND D-DAY OFFSHORE HOLDINGS, LLC US-DOCS\92753768.12 TABLE OF CONTENTS Page Article I DEFINITIONS 2 Section 1.01 Definitions 2 Section 1.02 Rules of Interpretation 6 Article II DISTRI |
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| November 9, 2017 |
AMID / American Midstream Partners LP 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended September 30, 2017 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35257 AMERICAN MIDSTREA |
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| November 9, 2017 |
Execution Version MEMBERSHIP INTEREST PURCHASE AGREEMENT dated as of July 21, 2017 by and between AMID MERGER LP and SHV ENERGY N. |
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| November 8, 2017 |
AMID / American Midstream Partners LP 425 (Prospectus) 425 1 d462252d425.htm 425 Filed by American Midstream Partners LP Pursuant to Rule 425 under the Securities Act of 1933 and Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Southcross Energy Partners, L.P. Commission File No.: 001-35719 American Midstream Partners, LP – Third Quarter 2017 Earnings Conference Call, November 8, 2017 C O R P O R A T E P A R T I C I P A N T S Mar |
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| November 8, 2017 |
American Midstream Reports Third Quarter 2017 Results Exhibit American Midstream Reports Third Quarter 2017 Results HOUSTON, TX ? November 8, 2017 ? American Midstream Partners, LP (NYSE: AMID) (?American Midstream?, ?AMID? or the ?Partnership?) today reported financial results for the three months and nine months ended September 30, 2017 . |
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| November 8, 2017 |
AMID / American Midstream Partners LP 8-K (Current Report) Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2017 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorpor |
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| November 1, 2017 |
EX-2.2 Exhibit 2.2 EXECUTION COPY CONTRIBUTION AGREEMENT DATED AS OF OCTOBER 31, 2017 BY AND AMONG SOUTHCROSS HOLDINGS LP, AMERICAN MIDSTREAM PARTNERS, LP, AND AMERICAN MIDSTREAM GP, LLC TABLE OF CONTENTS Page ARTICLE I CONTRIBUTION 2 Section 1.1 Contribution 2 Section 1.2 Closing 3 ARTICLE II CONSIDERATION 3 Section 2.1 Consideration 3 Section 2.2 Closing Issuances, Payments and Deposits 3 Sectio |
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| November 1, 2017 |
EX21 Exhibit 2.1 EXECUTION COPY AGREEMENT AND PLAN OF MERGER DATED AS OF OCTOBER 31, 2017 AMONG AMERICAN MIDSTREAM PARTNERS, LP AMERICAN MIDSTREAM GP, LLC SOUTHCROSS ENERGY PARTNERS, L.P. SOUTHCROSS ENERGY PARTNERS GP, LLC AND CHEROKEE MERGER SUB LLC TABLE OF CONTENTS Page ARTICLE I THE MERGER 2 Section 1.1 The Merger 2 Section 1.2 Closing 2 Section 1.3 Effective Time 2 Section 1.4 Effects of the |
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| November 1, 2017 |
EX-99.2 5 d486158dex992.htm EX-99.2 American Midstream Partners to Acquire Southcross Energy November 1, 2017 Exhibit 99.2 Cautionary Statement This presentation and accompanying statements may contain forward-looking statements. All statements that are not statements of historical facts, including statements regarding American Midstream Partners, LP’s (“American Midstream,” “AMID,” “we,” or “us”) |
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| November 1, 2017 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): October 31, 2017 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation) |
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| November 1, 2017 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): October 31, 2017 AMERICAN MIDSTREAM PARTNERS, LP (Exact name of registrant as specified in its charter) Delaware 001-35257 27-0855785 (State or other jurisdiction of incorporation) |
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| November 1, 2017 |
Exhibit 99.1 American Midstream Partners to Acquire Southcross Energy Partners and Certain Assets of Southcross Holdings Forming $3 Billion Partnership Creates a fully integrated growth platform linking natural gas and NGL supplies to premium demand markets along the U.S. Gulf Coast AMID to host an investor conference today at 10:00 am Eastern Time ? Accelerates the transformation of AMID, further |
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| November 1, 2017 |
Exhibit 99.1 American Midstream Partners to Acquire Southcross Energy Partners and Certain Assets of Southcross Holdings Forming $3 Billion Partnership Creates a fully integrated growth platform linking natural gas and NGL supplies to premium demand markets along the U.S. Gulf Coast AMID to host an investor conference today at 10:00 am Eastern Time ? Accelerates the transformation of AMID, further |
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| November 1, 2017 |
EX-2.2 Exhibit 2.2 EXECUTION COPY CONTRIBUTION AGREEMENT DATED AS OF OCTOBER 31, 2017 BY AND AMONG SOUTHCROSS HOLDINGS LP, AMERICAN MIDSTREAM PARTNERS, LP, AND AMERICAN MIDSTREAM GP, LLC TABLE OF CONTENTS Page ARTICLE I CONTRIBUTION 2 Section 1.1 Contribution 2 Section 1.2 Closing 3 ARTICLE II CONSIDERATION 3 Section 2.1 Consideration 3 Section 2.2 Closing Issuances, Payments and Deposits 3 Sectio |
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| November 1, 2017 |
EX-99.2 5 d486158dex992.htm EX-99.2 American Midstream Partners to Acquire Southcross Energy November 1, 2017 Exhibit 99.2 Cautionary Statement This presentation and accompanying statements may contain forward-looking statements. All statements that are not statements of historical facts, including statements regarding American Midstream Partners, LP’s (“American Midstream,” “AMID,” “we,” or “us”) |
