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 2, 2012

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.)	
		
1614 15th Street, Suite 300
Denver, Colorado 80202 	 	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 2.01 Completion of Acquisition or Disposition of Assets
On July 2, 2012, American Midstream Partners, LP (the “Partnership”) completed its acquisition of an 87.4% undivided interest in the Chatom Gas Plant and related assets located in Washington County, Alabama from Quantum Resources A1, LP, QAB Carried WI, LP, QAC Carried WI, LP and Black Diamond Resources, LLP (collectively, the “Seller”) at a purchase price of approximately $51 million in cash. The Partnership drew down on its revolving credit facility to fund the purchase price.
Item 7.01 Regulation FD Disclosure.
On July 9, 2012, the Partnership issued a press release announcing the completion of the acquisition described under Item 2.01. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the information set forth in this Item 7.01 and the attached Exhibit 99.1 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
Item 9.01 Financial Statements and Exhibits
(a) — (b) Financial Statements of Businesses Acquired; Pro Forma Financial Information.
Pursuant to Item 9.01(a)(4) and Item 9.01(b)(2) of Form 8-K, the Partnership will amend this filing not later than 71 calendar days after July 9, 2012 to file the financial statements required by Rule 3-05(b) of Regulation S-X and Article 11 of Regulation S-X.
(d) Exhibits.
See “Index to Exhibits” attached to this Current Report on Form 8-K, which is incorporated by reference herein.

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 	
				
Date: July 9, 2012	 		 	By:	 	/s/ William B. Mathews	
	 		 	Name:	 	William B. Mathews	
	 		 	Title:	 	Secretary, General Counsel and Vice President of Legal Affairs	

Exhibit Index

Exhibit Number	  	Description	
		
99.1	  	American Midstream Partners, LP press release dated July 9, 2012.	

Exhibit 99.1

FOR IMMEDIATE RELEASE:
American Midstream Closes $51 Million Acquisition of a Majority
Interest in Chatom Processing and Fractionation Plant
DENVER, CO–July 9, 2012– American Midstream Partners, LP (NYSE: AMID) today announced the closing of the acquisition of an 87.4% interest in the Chatom processing and fractionation plant and associated gathering infrastructure from affiliates of Quantum Resources Management, LLC, effective July 1, 2012. The acquisition consideration of approximately $51 million includes a credit to American Midstream for the cash flow Chatom generated between January 1, 2012, and the acquisition closing date.
Chatom is located in Washington County, Alabama, approximately 15 miles from American Midstream’s Bazor Ridge processing plant in Wayne County, Mississippi, and consists of a 25 million cubic feet per day refrigeration processing plant, a 1,900 barrel per day fractionation unit, a 160 long-ton per day sulfur recovery unit, and a 29-mile gas gathering system.
“We are pleased to announce the closing of the Chatom acquisition,” stated Brian Bierbach, President and Chief Executive Officer. “Chatom is a strategic asset that complements our Bazor Ridge assets and is accretive on a DCF per unit basis. Given the current volatility in commodity prices, we will be waiting to increase distributions, as we had previously announced, until the asset is fully integrated into our existing operations. Looking forward, Chatom expands our regional service offering by providing fractionation and sulfur recovery and is ideally located for future growth. We remain excited about our backlog of expansion opportunities that we believe will drive long-term value for our unitholders.”
Various unaffiliated individuals, estates, and other entities own the remaining 12.6% interest in Chatom that American Midstream did not acquire.
American Midstream financed the acquisition with borrowings under its $200 million senior secured revolving credit facility.
About American Midstream Partners
Denver-based American Midstream Partners is a growth-oriented limited partnership formed to own, operate, develop and acquire a diversified portfolio of natural gas midstream energy assets. The company provides midstream services in the Gulf Coast and Southeast regions of the United States. For more information about American Midstream Partners, visit www.AmericanMidstream.com.

Forward Looking Statements
This press includes forward-looking statements. These statements relate to, among other things, projections of operational volumetrics and improvements, growth projects, cash flows and capital expenditures. We have used the words “anticipate”, “believe”, “could”, “estimate”, “expect”, “intend”, “may”, “plan”, “predict”, “project”, “should”, “will”, “potential” and similar terms and phrases to identify forward-looking statements in this press release. Although we believe the assumptions upon which these forward-looking statements are based are reasonable, any of these assumptions could prove to be inaccurate and the forward-looking statements based on these assumptions could be incorrect. Our operations involve risks and uncertainties, many of which are outside our control, and any one of which, or a combination of which, could materially affect our results of operations and whether the forward-looking statements ultimately prove to be correct. Actual results and trends in the future may differ materially from those suggested or implied by the forward-looking statements depending on a variety of factors which are described in greater detail in our filings with the SEC. Please see our Risk Factor disclosures included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2011, filed with the SEC on March 19, 2012, and our Quarterly Report on Form 10-Q for the quarter ended March 31, 2012, filed with the SEC on May 14, 2012. All future written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the previous statements. We undertake no obligation to update any information contained herein or to publicly release the results of any revisions to any forward-looking statements that may be made to reflect events or circumstances that occur, or that we become aware of, after the date of this press release.