8-K Amend No. 3 to Partnership Agmt 8-6-14


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 4, 2014
 
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 Number)
 
(I.R.S. Employer
Identification No.)
 
 
1400 16th Street, Suite 310
Denver, Colorado
 
80202
(Address of principal executive offices)
 
(Zip Code)

Registrant’s telephone number, including area code: (720) 457-6060
Not applicable
(Former name or former address, if changed since last report)
 




Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
¨

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))









Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
 
Amendment of Limited Partnership

On August 4, 2014, and effective as of July 24, 2014, American Midstream Partners, LP (the “Partnership”) entered into the Third Amendment (the “LP Amendment”) to the Fourth Amended and Restated Agreement of Limited Partnership of American Midstream Partners, LP (“Fourth Amended and Restated Partnership Agreement”) to defer the date on which the Series A Preferred Units (as defined in the Fourth Amended and Restated Partnership Agreement) cease to receive Series A PIK Units (as defined in the Fourth Amended and Restated Partnership Agreement).
 
The description of the LP Amendment contained in this Item 5.03 is not complete and is qualified in its entirety by reference to the full text of the LP Amendment, which is filed as Exhibit 3.1 hereto and incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.

Exhibit No.         Description
3.1
Amendment No. 3 to the Fourth Amended and Restated Agreement of Limited Partnership.







SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
American Midstream Partners, LP
 
 
 
 
By: American Midstream GP, LLC,
 
 
its General Partner
 
 
 
August 6, 2014
 
By:
/s/ Daniel C. Campbell
 
 
Name:
Daniel C. Campbell
 
 
Title:
Senior Vice President and Chief Financial Officer







EXHIBIT INDEX

Exhibit No.         Description
3.1
Amendment No. 3 to the Fourth Amended and Restated Agreement of Limited Partnership.