BUCKEYE PARTNERS, L.P. UNDERWRITING AGREEMENTUnderwriting Agreement • October 28th, 2016 • Buckeye Partners, L.P. • Pipe lines (no natural gas) • New York
Buckeye Partners, L.P., a Delaware limited partnership (the “Partnership”), proposes to issue and sell $600,000,000 aggregate principal amount of its 3.95% Notes due 2026 (the “Notes”) to the several underwriters named on Schedule 1 hereto (the “Underwriters”), for whom Barclays Capital Inc., J.P. Morgan Securities LLC, SunTrust Robinson Humphrey, Inc. and Wells Fargo Securities, LLC are acting as representatives (the “Representatives”). The Notes will (i) have terms and provisions which are summarized in the Pricing Disclosure Package as of the Applicable Time and the Prospectus dated as of the date hereof (each as defined in Section 1(a) hereof) and (ii) be issued pursuant to an Indenture dated as of July 10, 2003 (the “Base Indenture”) between the Partnership and U.S. Bank National Association (as successor-in-interest to SunTrust Bank, a Georgia banking corporation), as trustee (the “Trustee”), as amended and supplemented by the Eleventh Supplemental Indenture thereto to be
Buckeye Partners, L.P. Units Representing Limited Partner Interests UNDERWRITING AGREEMENTUnderwriting Agreement • October 28th, 2016 • Buckeye Partners, L.P. • Pipe lines (no natural gas) • New York
Buckeye Partners, L.P., a Delaware limited partnership (the “Partnership”), proposes to sell 7,750,000 units representing limited partner interests in the Partnership (the “Firm Units”) to the Underwriters named in Schedule 1 attached hereto (the “Underwriters”), for whom Barclays Capital Inc. is acting as representative (the “Representative”). In addition, the Partnership proposes to grant to the Underwriters an option to purchase up to 1,162,500 additional units representing limited partner interests in the Partnership (the “Option Units”) on the terms set forth in Section 2 hereof. The units representing limited partner interests in the Partnership are hereinafter collectively called the “LP Units.” The Firm Units and the Option Units, if purchased, are hereinafter collectively called the “Units.” This is to confirm the agreement concerning the purchase of the Units from the Partnership by the Underwriters.
