Page 7 of 10 SEC Filing
| CUSIP: 02752P100 | 13D | |
| 7 of 10 |
| ITEM 1. | SECURITY AND ISSUER. |
This statement on this
Amendment No. 1 to Schedule 13D amends and supplements the Statement on Schedule 13D filed on October 14, 2014 (as amended, this
“Schedule 13D”), filed with respect to common units (“Common Units”) of American Midstream Partners, LP
(the “Issuer”). The Issuer’s principal executive offices are located at 1400 16th Street, Suite 310, Denver,
CO 80202.
| ITEM 2. | IDENTITY AND BACKGROUND. |
Item 2 is hereby amended
and restated in its entirety as follows:
The persons filing
this statement are Energy Spectrum Securities Corporation, a Texas corporation whose principal businesses are providing, through
affiliates, private equity capital to businesses engaged in the exploration, development, production, gathering, transportation,
processing, treatment, and storage of oil and natural gas and related hydrocarbons and the provision of financial advisory services
to energy industry participants (“ESSC”), Energy Spectrum VI, LLC, a Texas limited liability company whose principal
business is serving as the general partner of ESCLP (“ESLLC”), Energy Spectrum Capital VI LP, a Delaware limited partnership
whose principal business is serving as the general partner of ESP (“ESCLP”), Energy Spectrum Partners VI LP, a Delaware
limited partnership whose principal business is providing private equity capital to businesses engaged in the gathering, transportation,
processing, treatment, and storage of oil and natural gas and related hydrocarbons (“ESP”, and together with ESSC,
ESLLC, and ESCLP, the “Energy Spectrum Entities”), and Costar Midstream Energy LLC whose principal business is holding
and disposing of a portion of the Subject Units (as subsequently defined) (“CME” and collectively with the Energy Spectrum
Entities, the “Reporting Persons”). The principal business address of the Energy Spectrum Entities is 5956 Sherry
Lane, Suite 900, Dallas, TX 75225. The principal business address of CME is 1313 North Trail, Carrolton, Texas 75006.
ESSC is the sole member
of ESLLC, which is the sole general partner of ESCLP, which is the sole general partner of ESP. The directors and executive officers
of ESSC are Thomas O. Whitener, Leland B. White, James P. Benson, and James W. Spann (the “Directors”). Thomas O. Whitener,
Leland B. White, James P. Benson, and James W. Spann serve as the managers of ESLLC (the “ESLLC Managers”) and James
P. Benson serves as the manager of CME (the “CME Manager” and together with the Directors and the ESLLC Managers, the
“Management Persons”). The business address of the Directors and the ESLLC Managers is the same as that of ESSC. The
principal occupation of each of the Directors is serving as Directors and officers of ESSC and managing its portfolio companies
and partnerships.
The Reporting Persons
and the Management Persons, during the last five years, have not been convicted in a criminal proceeding (excluding traffic violations
or similar misdemeanors).The Reporting Persons and each of the Management Persons, during the last five years, have not
been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction or subject to a judgment, decree
or final order enjoining future violations of, or prohibiting or mandating activities subject to federal or state securities laws
or finding any violation with respect to such laws. Each of the Management Persons is a citizen of the United States of America.
| ITEM 3. | SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. |
Item 3 is hereby amended
and restated in its entirety as follows:
The 5,393,615
Common Units (the “Subject Units”) reported on this Schedule 13D are owned directly by ESP and CME and were acquired
by each of ESP and CME pursuant to the terms of that certain Purchase and Sale Agreement (the “Purchase Agreement”)
dated October 13, 2014, by and among ESP, CME and American Midstream, LLC, a Delaware limited liability company and wholly owned
subsidiary of the Issuer (“AMID”), as part of the consideration received by ESP and CME in exchange for their sale
of 100% of the membership interest of Costar Midstream, L.L.C., a Texas limited liability company (“Costar”) to AMID.
