REGENCY ENERGY PARTNERS LP REGENCY ENERGY FINANCE CORP. UNDERWRITING AGREEMENT dated February 4, 2014 Merrill Lynch, Pierce, Fenner & Smith IncorporatedUnderwriting Agreement • February 10th, 2014 • Regency Energy Partners LP • Crude petroleum & natural gas • New York
Introductory. Regency Energy Partners LP, a Delaware limited partnership (the “Partnership”), and Regency Energy Finance Corp., a Delaware corporation (“Finance Corp” and, together with the Partnership, the “Issuers”), propose to issue and sell to the several underwriters named in Schedule A hereto (the “Underwriters”), for whom you (the “Representative”) are acting as representative, $900,000,000 principal amount of their 5.875% Senior Notes due 2022 (the “Notes”). The Notes will be guaranteed (collectively, the “Guarantees”) by each of the subsidiary guarantors named in Schedule B hereto (the “Guarantors”). The Notes and the Guarantees are collectively referred to herein as the “Securities.” The Securities will be issued pursuant to an indenture dated as of September 11, 2013 (the “Base Indenture”), among the Issuers, the Guarantors and Wells Fargo Bank, National Association, as trustee (the “Trustee”). Certain terms of the Securities will be established pursuant to a supplemental in
REGENCY ENERGY PARTNERS LP and REGENCY ENERGY FINANCE CORP., as Issuers EACH OF THE GUARANTORS PARTY HERETO, as Guarantors and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee THIRD SUPPLEMENTAL INDENTURE Dated as of February 10, 2014 to the...Third Supplemental Indenture • February 10th, 2014 • Regency Energy Partners LP • Crude petroleum & natural gas • New York
THIS THIRD SUPPLEMENTAL INDENTURE dated as of February 10, 2014 (this “Third Supplemental Indenture”), is among REGENCY ENERGY PARTNERS LP, a Delaware limited partnership (“Regency Energy Partners”), REGENCY ENERGY FINANCE CORP., a Delaware corporation (“Finance Corp.” and, together with Regency Energy Partners, the “Issuers”), the Guarantors (as defined below) and Wells Fargo Bank, National Association, as trustee (herein called the “Trustee”).
SEVENTH SUPPLEMENTAL INDENTURESupplemental Indenture • February 10th, 2014 • Regency Energy Partners LP • Crude petroleum & natural gas • New York
Seventh Supplemental Indenture (this “Supplemental Indenture”), dated as of February 10, 2014, among, Regal Midstream LLC, a Delaware limited liability company (“Regal Midstream”), and Regency HEP LLC, a Delaware limited liability company (“Regency HEP” and, together with Regal Midstream, each a “Guaranteeing Subsidiary”), Regency Energy Partners LP, a Delaware limited partnership (“Regency Energy Partners”), Regency Energy Finance Corp. (“Finance Corp.” and, together with Regency Energy Partners, the “Issuers”), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
SECOND SUPPLEMENTAL INDENTURESupplemental Indenture • February 10th, 2014 • Regency Energy Partners LP • Crude petroleum & natural gas • New York
Second Supplemental Indenture (this “Supplemental Indenture”), dated as of February 10, 2014, among Regal Midstream LLC, a Delaware limited liability company (“Regal Midstream”), and Regency HEP LLC, a Delaware limited liability company (“Regency HEP” and, together with Regal Midstream, each a “Guaranteeing Subsidiary”), Regency Energy Partners LP, a Delaware limited partnership (“Regency Energy Partners”), and Regency Energy Finance Corp. (“Finance Corp.” and, together with Regency Energy Partners, the “Issuers”), the other Guarantors (as defined in the Indenture referred to herein) and Wells Fargo Bank, National Association, as trustee under the Indenture referred to below (the “Trustee”).
SECOND SUPPLEMENTAL INDENTURESupplemental Indenture • February 10th, 2014 • Regency Energy Partners LP • Crude petroleum & natural gas • New York
Second Supplemental Indenture (this “Supplemental Indenture”), dated as of February 10, 2014, among Regal Midstream LLC, a Delaware limited liability company (“Regal Midstream”), and Regency HEP LLC, a Delaware limited liability company (“Regency HEP” and, together with Regal Midstream, each a “Guaranteeing Subsidiary”), Regency Energy Partners LP, a Delaware limited partnership (“Regency Energy Partners”), and Regency Energy Finance Corp. (“Finance Corp.” and, together with Regency Energy Partners, the “Issuers”), the other Guarantors (as defined in the Indenture referred to herein) and Wells Fargo Bank, National Association, as trustee under the Indenture referred to below (the “Trustee”).
