AGREEMENT AND PLAN OF MERGER Dated as of October 23, 2016 among AMERICAN MIDSTREAM GP, LLC JP ENERGY GP II LLC and ARGO GP SUB, LLCMerger Agreement • October 24th, 2016 • American Midstream Partners, LP • Natural gas transmission • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of October 23, 2016 (this “Agreement”), is by and among JP Energy GP II LLC, a Delaware limited liability company (“JPE GP” and together with JPE (as defined herein), the “JPE Entities”), American Midstream GP, LLC, a Delaware limited liability company and the general partner of AMID (as defined herein) (“AMID GP”), and Argo GP Sub, LLC, a Delaware limited liability company and wholly owned subsidiary of AMID GP (“Merger Sub GP” and together with AMID GP, the “AMID Entities”). Each of JPE GP, AMID GP and Merger Sub GP are referred to herein individually as a “Party” and collectively as the “Parties.” Capitalized terms not otherwise defined herein shall have the meanings ascribed in the LP Merger Agreement (as defined herein).
