AmeriGas Partners, L.P. AmeriGas Finance Corp. 6.250% Senior Notes Due 2019 Underwriting AgreementUnderwriting Agreement • July 28th, 2011 • Amerigas Partners Lp • Retail-retail stores, nec • New York
AmeriGas Partners, L.P., a Delaware limited partnership (the “Partnership”), and AmeriGas Finance Corp., a Delaware corporation and wholly owned subsidiary of the Partnership (“Finance Corp.” and, together with the Partnership, the “Issuers”), propose to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the principal amount of the securities identified in Schedule I hereto (the “Securities”), to be issued under an indenture (the “Base Indenture”), dated as of January 20, 2011, between the Issuers and U.S. Bank National Association, as trustee (the “Trustee”), as supplemented by the second supplemental indenture, to be dated as of the Closing Date (as defined herein), between the Issuers and the Trustee (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”). The operating partnership of the Partnership, AmeriGas Propane, L.P., a Delaware limited partnership
