AmeriGas Partners $1.55 Billion High-Yield Senior Notes Offering

12 January 2012 – Davis Polk advised Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC, Citigroup Global Markets Inc. and Wells Fargo Securities, LLC as joint book-running managers and representatives of the underwriters on an SEC-registered offering by co-issuers AmeriGas Finance LLC and AmeriGas Finance Corp. of $550 million aggregate principal amount of 6.75% senior notes due 2020 and $1 billion aggregate principal amount of 7% senior notes due 2022. The notes were fully and unconditionally guaranteed by AmeriGas Partners, L.P. (AmeriGas). The proceeds of the offering will be used to finance AmeriGas’ acquisition of the retail propane business of Energy Transfer Partners, L.P.

Based in King of Prussia, PA, AmeriGas is a publicly traded limited partnership and one of the largest retail propane distributors in the United States based on the volume of propane gallons distributed annually. AmeriGas serves approximately 1.3 million residential, commercial, industrial, agricultural and motor fuel customers in all 50 states from nearly 1,200 propane distribution locations.

The Davis Polk capital markets team included partner Michael Kaplan, counsel Jean Weng and associates Shane Tintle and Catharine Thorpe (not yet admitted). The tax team included Partner Lucy W. Farr and associate Isaac MacDonald (not yet admitted). Counsel Betty M. Huber and associate Amy E. Turner provided environmental advice. Joshua Sills was the legal assistant on the transaction. All members of the Davis Polk team are based in the New York office.

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