WESTERN GAS PARTNERS, LP UNDERWRITING AGREEMENTWestern Gas Partners LP • March 17th, 2014 • Natural gas transmission • New York
Western Gas Partners, LP, a Delaware limited partnership (the “Partnership”), proposes to issue and sell to the underwriters named in Schedule A annexed hereto (the “Underwriters”), for whom RBS Securities Inc. and Mitsubishi UFJ Securities (USA), Inc. are acting as representatives (the “Representatives”), (i) $100,000,000 aggregate principal amount of its 2.600% Senior Notes due 2018 (the “2018 Notes”) to be issued pursuant to the terms of an indenture (the “Base Indenture”) between the Partnership and Wells Fargo Bank, National Association, as trustee (the “Trustee”), dated as of May 18, 2011, as amended and supplemented by the Fifth Supplemental Indenture, dated as of August 14, 2013 (the “Fifth Supplemental Indenture” and, together with the Base Indenture, the “2018 Notes Indenture”), and (ii) $400,000,000 aggregate principal amount of its 5.450% Senior Notes due 2044 (the “2044 Notes” and, together with the 2018 Notes, the “Notes”) to be issued pursuant to the terms of the Base In
