AMERICAN MIDSTREAM PARTNERS, LP (NYSE:AMID) Files An 8-K Entry into a Material Definitive Agreement

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AMERICAN MIDSTREAM PARTNERS, LP (NYSE:AMID) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.

On September7, 2017, American Midstream Partners, LP (“AMID”) entered into Amendment No.2 (the “Purchase Agreement Amendment”) to that certain Securities Purchase Agreement, dated as of October31, 2016, by and between AMID and Magnolia Infrastructure Holdings, LLC (as amended, the “Purchase Agreement”), effective as of August31, 2017. The Purchase Agreement provides that if any Series D Convertible Preferred Units representing limited partnership interests in AMID (“Series D Units”) are outstanding on a specified date (the “Determination Date”), then AMID shall be required to issue a Warrant to Magnolia Infrastructure Holdings, LLC. The Purchase Agreement Amendment extends the Determination Date from August31, 2017 to October2, 2017. The foregoing description of the Purchase Agreement Amendment contained herein does not purport to be complete and is qualified in its entirety by reference to the full text of the Purchase Agreement Amendment, which is attached hereto as Exhibit 10.1, and is incorporated herein by reference. Any capitalized terms not defined herein are defined in the Purchase Agreement.

Item 1.01 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On September7, 2017, AMID entered into Amendment No.6 (the “LPA Amendment”) to its Fifth Amended and Restated Agreement of Limited Partnership (as amended, the “Partnership Agreement”), effective as of August31, 2017. The LPA Amendment amends certain definitions to reflect the extension of the Determination Date described in Item 1.01 of this Current Report. The foregoing description of the LPA Amendment contained herein does not purport to be complete and is qualified in its entirety by reference to the full text of the LPA Amendment, which is attached hereto as Exhibit 3.1, and is incorporated herein by reference.

Item 1.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit

Number

Description

3.1 Amendment No.6 to the Fifth Amended and Restated Agreement of Limited Partnership of American Midstream Partners, LP, dated September7, 2017 and effective as of August31, 2017.
10.1 Amendment No.2 to the Securities Purchase Agreement, dated as of October31, 2016, by and between AMID and Magnolia Infrastructure Holdings, LLC, dated September 7, 2017 and effective as of August31, 2017.

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American Midstream Partners, LP Exhibit
EX-3.1 2 d448345dex31.htm EX-3.1 EX-3.1 Exhibit 3.1 AMENDMENT NO. 6 TO FIFTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN MIDSTREAM PARTNERS,…
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About AMERICAN MIDSTREAM PARTNERS, LP (NYSE:AMID)

American Midstream Partners, LP owns, operates, develops and acquires a portfolio of midstream energy assets. The Company is engaged in the business of gathering, treating, processing and transporting natural gas; gathering, transporting, storing, treating and fractionating natural gas liquids (NGLs); gathering, storing and transporting crude oil and condensates, and storing specialty chemical products. It operates through three segments: Gathering and Processing, Transmission and Terminals. The Gathering and Processing Segment consists of midstream natural gas systems that provide services, such as gathering, compression, treating, processing, fractionating, transportation, and sale of natural gas, NGLs and condensate. Its Transmission Segment consists of interstate and intrastate pipelines that transport natural gas from interconnection points on other pipelines or production points to customers. Its Terminals segment provides above-ground storage services at its marine terminals.