28.  Formed in 2009, American Midstream is a growth-oriented master limited  partnership formed to own, operate, develop, and acquire a diversified portfolio of midstream  energy assets.  The Company’s General Partner was solely responsible for supporting and  conducting the business operations of American Midstream, which partnership lacked any  employees of its own.   29.  On August 1, 2011, American Midstream closed its IPO of 3,750,000 common  units at an offering price of $21 per unit.  After going public, American Midstream without fail  declared a quarterly distribution of $0.4125 per common unit, or $1.65 per unit annually, which  dividend was material to investors seeking a reliable return on their investments.1      31.  By virtue of its status as the majority unitholder of the Company and its  interested relationship with the General Partner, ArcLight had complete control over American  Midstream.  During this time, ArcLight ensured that the majority of American Midstream’s  Board of Directors were all affiliated with ArcLight, i.e., the Director Defendants.  In addition,  ArcLight, through its power over the General Partner, had the ability to control the day-to-day  operations of American Midstream, including whether to cut or suspend cash distributions to  American Midstream unitholders.   32.  Prior to the start of the Class Period, Defendants touted American Midstream’s  strong results.  For example, on April 26, 2018, the Company issued a press release announcing  its quarterly distribution for its first quarter 2018, lauding it as the “twenty-seventh consecutive  quarterly distribution since the Partnership’s initial public offering in 2011.”  Furthermore, on  May 15, 2018, American Midstream held a conference call with analysts and investors to  discuss the Company’s first quarter 2018 results.  On the call, Lynn L. Bourdon III  (“Bourdon”), the then-current Chief Executive Officer of the General Partner, described the  quarter as “record setting,” “driven by a combination of continued solid performance,” which  the Company and General Partner “expect[ed] to carry forward.”   47.  During the Class Period, Defendants materially misled the investing public,  thereby purposely deflating the price of American Midstream’s common units, by publicly  issuing false and/or misleading statements and/or omitting to disclose material facts necessary  to make Defendants’ statements, as set forth herein, not false and/or misleading.  These  statements and omissions were materially false and/or misleading in that they failed to disclose  material adverse information and/or misrepresented the truth about American Midstream’s  business, operations, and prospects as alleged herein.   48.  At all relevant times, the material misrepresentations and omissions  particularized in this Complaint directly or proximately caused, or were a substantial  contributing cause, of the damages sustained by Plaintiff and other members of the Class.  As  described herein, during the Class Period, Defendants made, or caused to be made, a series of  materially false and/or misleading statements about American Midstream’s financial well-being  and prospects.  These material misstatements and/or omissions had the cause and effect of  creating in the market an unrealistically negative assessment of the Company and its financial  well-being and prospects, thus causing the Company’s common units to be undervalued and  artificially deflated at all relevant times.  Defendants’ materially false and/or misleading  statements during the Class Period resulted in Plaintiff and other members of the Class selling  the Company’s common units at artificially deflated prices, thus causing the damages  complained of herein.  50.  The Defendants permitted American Midstream to release these false and  misleading statements and failed to file the necessary corrective disclosures, which artificially  deflated the value of the Company’s common units.   51.  As set forth herein, the Defendants, by virtue of their receipt of information  reflecting the true facts regarding American Midstream, their control over, receipt, and/or  modification of American Midstream’s allegedly materially misleading statements and  omissions, and/or their positions with the Company that made them privy to confidential  information concerning American Midstream, participated in the fraudulent scheme alleged  herein.   52.  The Defendants are liable as participants in a fraudulent scheme and course of  conduct that operated as a fraud or deceit on those who sold American Midstream common  units  by disseminating materially false and misleading statements and/or concealing material  adverse facts.  The scheme deceived the investing public regarding American Midstream’s  business, operations, and management and the intrinsic value of American Midstream common  units and caused Plaintiff and members of the Class to sell American Midstream common units  at artificially deflated prices.  59.  Plaintiff brings this action as a class action pursuant to Rule 23 of the Federal  Rules of Civil Procedure on behalf of all former owners of American Midstream common units  who sold common units, and were damaged thereby, during the period from July 27, 2018,  through July 23, 2019, both dates inclusive (the “Class”).  Excluded from the Class are:  Defendants; the Excluded D&Os; members of Defendants’ and the Excluded D&Os’ immediate  families; the subsidiaries and affiliates of the Company, including the Company’s employee  retirement and benefit plan(s) and their participants or beneficiaries, to the extent they made  purchases through such plan(s); any entity in which Defendants or the Excluded D&Os have or  had a controlling interest; and the legal representatives, heirs, successors or assigns of any  excluded person or entity.   61.  Plaintiff’s claims are typical of those of the Class because Plaintiff and the Class  sustained damages from Defendants’ wrongful conduct.   62.  Plaintiff will adequately protect the interests of the Class and has retained  counsel experienced in securities class action litigation.  Plaintiff has no interests that conflict  with those of the Class.   63.  A class action is superior to other available methods for the fair and efficient  adjudication of this controversy.  65.  During the Class Period, Defendants disseminated or approved the false  statements specified above, which they knew or recklessly disregarded were misleading in that  they contained misrepresentations and failed to disclose material facts necessary in order to  make the statements made, in light of the circumstances under which they were made, not  misleading.   66.  Defendants violated Section 10(b) of the Exchange Act and Rule 10b-5 in that  they:  (a)  Employed devices, schemes, and artifices to defraud;  (b)  Made untrue statements of material facts or omitted to state material facts  necessary in order to make the statements made, in light of the circumstances under which they  were made, not misleading; or  (c)  Engaged in acts, practices, and a course of business that operated as a  fraud or deceit upon Plaintiff and others similarly situated in connection with their transactions  in American Midstream common units during the Class Period.   67.  Plaintiff and the Class have suffered damages in that, as a result of Defendants’  wrongful conduct alleged herein, they sold American Midstream common units at artificially  deflated prices.  Plaintiff and the Class would not have sold American Midstream common units  at the prices they did, if they had been aware that the market prices had been artificially and  falsely deflated by Defendants’ misleading statements.   69.  Plaintiff repeats and realleges each and every allegation contained in the  foregoing paragraphs as if fully set forth herein.   70.  The Individual Defendants, as culpability participants, acted as controlling  persons of American Midstream within the meaning of Section 20(a) of the Exchange Act.  By  virtue of their positions and their power to control public statements about American  Midstream, the Individual Defendants had the power and ability to control the actions of  American Midstream and its employees.  By reason of such conduct, Defendants are liable  pursuant to Section 20(a) of the Exchange Act.  AMERICAN MIDSTREAM PARTNERS, LP,  ARCLIGHT CAPITAL PARTNERS, LLC  STEPHEN W. BERGSTROM, JOHN F.  For Violation of Section 20(a) of the Exchange Act  Against the Individual Defendants   For Violation of Section 10(b) of the Exchange Act  and Rule 10b-5 Against All Defendants  