Crosstex Energy, L.P. 8,800,000 Common Units UNDERWRITING AGREEMENTUnderwriting Agreement • May 11th, 2012 • Crosstex Energy Lp • Wholesale-petroleum & petroleum products (no bulk stations) • New York
Crosstex Energy, L.P., a Delaware limited partnership (the “Partnership”) proposes to sell an aggregate of 8,800,000 common units (the “Firm Units”) representing limited partnership interests in the Partnership (the “Common Units”). In addition, the Partnership proposes to grant to the underwriters (the “Underwriters”) named in Schedule 1 attached to this agreement (this “Agreement”) an option to purchase up to an additional 1,320,000 Common Units on the terms set forth in Section 2 (the “Option Units”). The Firm Units and the Option Units are hereinafter referred to as the “Units” and are more fully described in the Pricing Disclosure Package and the Prospectus (each hereinafter defined).
Crosstex Energy, L.P. Crosstex Energy Finance Corporation and The Guarantors Listed on Schedule B-1 71/8% Senior Notes due 2022 PURCHASE AGREEMENT dated May 10, 2012 Merrill Lynch, Pierce, Fenner & Smith Incorporated Wells Fargo Securities, LLC BMO...Purchase Agreement • May 11th, 2012 • Crosstex Energy Lp • Wholesale-petroleum & petroleum products (no bulk stations) • New York
The Securities (as defined below) will be issued pursuant to an indenture, dated as of May 24, 2012, (the “Indenture”), among the Company, FinCo, the Guarantors (as defined below) and Wells Fargo Bank, National Association, as trustee (the “Trustee”). The Securities will be issued only in book-entry form in the name of Cede & Co., as nominee of The Depository Trust Company (the “Depositary”) pursuant to a blanket issuer letter of representations among the Company, FinCo and the Depositary (the “DTC Agreement”).
