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El Paso Merger Consideration
Q: What was the proration factor applied to the stock election?
A: Because it was oversubscribed, the Stock Consideration underwent a proration adjustment. As a result, the approximate consideration actually paid per EP share for each election was as follows:
|Cash Consideration (all-cash election):||$25.91 cash and 0.64 of a warrant to purchase one share of KMI Class P shares|
|Stock Consideration (all-stock election):||0.4231 of a share of KMI Class P shares, $14.53 in cash and 0.640 of a warrant to purchase one share of KMI Class P shares|
|Mixed Consideration (mixed election):||0.4187 of a share of KMI Class P shares, $14.65 in cash and 0.640 of a warrant to purchase one share of KMI Class P shares|
Q: When will I receive the consideration in exchange for my EP shares?
A: If your shares were held in a brokerage account, you should expect to receive the cash/stock/warrant consideration within the first 2 weeks of June 2012. If you are a registered EP shareholder you should receive correspondence shortly from Computershare which will include instructions on how to submit your existing EP share certificates. You can contact Computershare at www.computershare.com or by telephone at 1-800-847-4351.
Q: I did not make an election prior to the election deadline of May 23, 2012. What will I receive for my EP shares?
A: If you did not make an election, you are deemed to have elected the Mixed Consideration.
Q: What is the adjusted cost base for KMI shares acquired in exchange for EP shares?
A: Treasury Form 8937 is expected to be made available within 45 days of the May 25, 2012 closing.
Q: What are the terms of the warrants?
A: Each warrant allows an investor to purchase a KMI class P share at $40 and expire May 25, 2017.