WESTERN GAS PARTNERS, LP $500,000,000 UNDERWRITING AGREEMENTUnderwriting Agreement • May 27th, 2015 • Western Gas Partners LP • 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 Morgan Stanley & Co. LLC and U.S. Bancorp Investments, Inc. are acting as representatives (the “Representatives”), $500,000,000 aggregate principal amount of its 3.950% Senior Notes due 2025 (the “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 Seventh Supplemental Indenture, to be dated as of June 4, 2015 (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”).
