4//SEC Filing
ARCLIGHT ENERGY PARTNERS FUND V, L.P. 4
Accession 0000899243-19-020240
CIK 0001513965other
Filed
Jul 23, 8:00 PM ET
Accepted
Jul 24, 4:52 PM ET
Size
23.2 KB
Accession
0000899243-19-020240
Insider Transaction Report
Form 4
ARCLIGHT ENERGY PARTNERS FUND V, L.P.
Director10% Owner
Transactions
- Disposition to Issuer
Common Units (limited partner interests)
2019-07-23−42,514,126→ 0 total(indirect: See footnote)
Magnolia Infrastructure Holdings, LLC
Director10% Owner
Transactions
- Disposition to Issuer
Common Units (limited partner interests)
2019-07-23−42,514,126→ 0 total(indirect: See footnote)
American Midstream GP, LLC
DirectorOther
Transactions
- Disposition to Issuer
Common Units (limited partner interests)
2019-07-23−42,514,126→ 0 total(indirect: See footnote)
AMID GP Holdings, LLC
Director10% Owner
Transactions
- Disposition to Issuer
Common Units (limited partner interests)
2019-07-23−42,514,126→ 0 total(indirect: See footnote)
ArcLight Capital Partners, LLC
Director10% Owner
Transactions
- Disposition to Issuer
Common Units (limited partner interests)
2019-07-23−42,514,126→ 0 total(indirect: See footnote)
Revers Daniel R
Director
Transactions
- Disposition to Issuer
Common Units (limited partner interests)
2019-07-23−42,514,126→ 0 total(indirect: See footnote)
Magnolia Infrastructure Partners, LLC
Director10% Owner
Transactions
- Disposition to Issuer
Common Units (limited partner interests)
2019-07-23−42,514,126→ 0 total(indirect: See footnote)
High Point Infrastructure Partners, LLC
Director10% OwnerOther
Transactions
- Disposition to Issuer
Common Units (limited partner interests)
2019-07-23−42,514,126→ 0 total(indirect: See footnote)
ArcLight Capital Holdings, LLC
Director10% Owner
Transactions
- Disposition to Issuer
Common Units (limited partner interests)
2019-07-23−42,514,126→ 0 total(indirect: See footnote)
Footnotes (4)
- [F1]Represents common units representing limited partnership interests (the "Common Units") of Third Coast Midstream, LLC (f/k/a American Midstream Partners, LP), a Delaware limited liability company (the "Issuer").
- [F2]Pursuant to that certain Master Contribution Agreement, dated July 22, 2019, by and among Anchor Midstream Acquisition, LLC, a Delaware limited liability company ("Anchor Acquisition"), 3CM Holdings, LLC (f/k/a High Point Infrastructure Partners, LLC), a Delaware limited liability company ("3CM"), Third Coast Midstream Holdings, LLC (f/k/a/ American Midstream GP, LLC), a Delaware limited liability company (the "General Partner"), Magnolia Infrastructure Holdings, LLC, a Delaware limited liability company ("Magnolia Holdings"), Magnolia Infrastructure Partners, LLC, a Delaware limited liability company ("Magnolia"), AMID GP Holdings, LLC, a Delaware limited liability company ("AMID GP"), JP Energy Development, L.P., a Delaware limited partnership ("JP Energy"), Busbar II, LLC, a Delaware limited liability company ("Busbar"), High Point Energy, LLC, a Texas limited liability company, ArcLight Energy Partners Fund V, L.P.,
- [F3](continued from footnote 2) a Delaware limited partnership ("Fund V"), Stephen W. Bergstrom, individually ("Bergstrom") and Daniel C. Campbell, individually, (i) JP Energy, as holder of 422,805 Common Units, transferred all of its Common Units to Magnolia Holdings, (ii) Magnolia Holdings, as holder of 20,372,720 Common Units, transferred all of its Common Units to the General Partner, (iii) Magnolia, as holder of 5,108,669 Common Units, transferred all of its Common Units to the General Partner, (iv) Busbar, as holder of 2,853,482 Common Units, transferred all of its Common Units to the General Partner and (v) Bergstrom, as holder of 64,221 Common Units, transferred all of his Common Units to the General Partner. Immediately following the preceding transactions, the General Partner, as holder of 41,209,117 Common Units, transferred all of its Common Units to Anchor Acquisition.
- [F4]On July 23, 2019, pursuant to a Plan of Conversion adopted by the Issuer, the Issuer converted into a Delaware limited liability company named "Third Coast Midstream, LLC" ("Third Coast Midstream" and, such conversion, the "AMID Conversion"). In connection with the AMID Conversion, each Common Unit issued and outstanding immediately prior to the AMID Conversion was converted into one limited liability company unit of Third Coast Midstream. Magnolia Holdings also beneficially owns 1,369,230 Common Units issuable upon exercise of the warrants issued to Magnolia Holdings by the Issuer, dated July 18, 2019. After the AMID Conversion, all of the outstanding warrants converted into the right to receive 1,369,230 limited liability company units of Third Coast Midstream. As a result of the AMID Conversion, all Common Units were cancelled and ceased to be outstanding and none of JP Energy, Magnolia Holdings, Magnolia and Busbar beneficially own any Common Units.
Documents
Issuer
Third Coast Midstream, LLC
CIK 0001513965
Entity typeother
Related Parties
1- filerCIK 0001502553
Filing Metadata
- Form type
- 4
- Filed
- Jul 23, 8:00 PM ET
- Accepted
- Jul 24, 4:52 PM ET
- Size
- 23.2 KB