Item 1.01
|
Entry into a Material Definitive Agreement.
|
On March 11, 2018, American Midstream
Partners, LP (
AMID
) and Magnolia Infrastructure Holdings, LLC (Magnolia), an affiliate of AMIDs sponsor, ArcLight Capital Partners, LLC (
ArcLight
), entered into a Capital Contribution Agreement
(the
Agreement
) to provide overhead support in connection with temporary curtailment of production flows at the Delta House platform (
Delta House
).
In the fourth quarter of 2017, AMID was notified by the operator of the Delta House FPS that certain third party-owned upstream infrastructure
would require remedial work, resulting in a temporary delay of production volumes flowing into Delta House. This remediation is scheduled to be completed later in the second quarter of 2018, at which time full production is anticipated to resume
flowing into Delta House. This has resulted in a reduction in cash distributions from Delta House, including those attributable to AMIDs 35.7% interest, during the pendency of the curtailment. Pursuant to the Agreement, Magnolia has agreed to
provide quarterly capital contributions, commencing with the quarter ending March 31, 2018 and ending with respect to the quarter ending September 30, 2018, in an amount to be agreed, up to the difference between the amount of each
quarterly cash distribution received by AMID on account of its interest in Delta House and the amount of the corresponding quarterly cash distribution expected to be received if production flows to Delta House had not been not curtailed.
The description of the Agreement contained herein does not purport to be complete and is qualified in its entirety by reference to the full
text of the Agreement, which is attached hereto as Exhibit 10.1, and is incorporated herein by reference.
Forward-Looking
Statements
This Current Report contains forward-looking statements. All statements that are not statements of historical
facts, including statements regarding our and Delta Houses future financial position, business strategy, budgets, distributions, projected costs and plans and objectives of management for future operations, are forward-looking statements. We
have used the words anticipate, believe, could, estimate, expect, intend, may, plan, predict, project, should,
will, potential, guidance, designed and similar terms and phrases to identify forward-looking statements in this Current Report. Although we believe that the assumptions underlying our forward-looking
statements are reasonable, any of these assumptions could be inaccurate, and, therefore, we cannot assure you that the forward-looking statements included herein will prove to be accurate. These forward-looking statements reflect our intentions,
plans, expectations, assumptions and beliefs about future events and are subject to risks, uncertainties and other factors, many of which are outside our control, including actions by Magnolia, ArcLight and by Delta Houses operator and
producers. 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 Securities and
Exchange Commission (SEC). Please see our Risk Factors and other disclosures included in our Annual Report on Form
10-K
for the year ended December 31, 2016, filed with the SEC on
March 28, 2017, and our other filings with the SEC. 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. The
forward-looking statements herein speak as of the date of this Current Report. 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 Current Report.