El Paso Pipeline Partners, L.P. (NYSE: EPB) today announced that the underwriters of its previously announced common unit offering have exercised in full their option to purchase 1,500,000 additional common units at a public offering price of $28.80 per unit. The option was granted in connection with the partnership's public offering of 10,000,000 common units, which was completed on June 23, 2010. The closing of the over-allotment option is expected to occur on June 30, 2010.
Also, the partnership today announced that it has elected to acquire an additional four percent general partner interest in Southern Natural Gas Company (SNG) from El Paso Corporation (NYSE: EP) for approximately $98 million, pursuant to the partnership's option to purchase an additional interest in connection with its acquisition of a 16 percent general partner interest in SNG, which closed on June 23, 2010.
The partnership will use the approximate $42 million of net proceeds from the underwriters' exercise of their option to purchase additional common units, which includes the general partner's proportionate capital contribution, along with borrowings under the partnership's revolving credit facility and cash received from El Paso Corporation's repayment of a $20 million demand note as consideration for the purchase of additional interests in SNG from El Paso Corporation.
Barclays Capital, BofA Merrill Lynch, Goldman, Sachs & Co., J.P. Morgan Securities, Morgan Stanley and Wells Fargo Securities are acting as joint book-running managers of the offering. Citi, Credit Suisse, RBC Capital Markets and UBS Investment Bank are acting as co-managing underwriters of the offering. A copy of the prospectus supplement and accompanying base prospectus relating to the offering may be obtained from any of the underwriters, including:
Barclays Capital Inc. c/o Broadridge Financial Solutions 1155 Long Island Avenue Edgewood, NY 11717 Email: Barclaysprospectus@broadridge.com Telephone: 888-603-5847
BofA Merrill Lynch Attn: Preliminary Prospectus Department 4 World Financial Center New York, NY 10080 Email Prospectus: requests@ml.com
Goldman, Sachs & Co. Prospectus Department 200 West Street New York, NY 10282 Facsimile: 212-902-9316 Email: prospectus-ny@ny.email.gs.com Telephone: 866-471-2526
J.P. Morgan Securities Inc. c/o Broadridge Financial Solutions 1155 Long Island Avenue Edgewood, NY 11717 Telephone: 866-803-9204
Morgan Stanley & Co. Incorporated Attention: Prospectus Department
180 Varick Street, 2nd Floor New York, NY 10014 Email: prospectus@morganstanley.com Telephone: 866-718-1649
Wells Fargo Securities, LLC Attn: Equity Syndicate Dept. 375 Park Avenue New York, NY 10152 Email: equity.syndicate@wellsfargo.com
Telephone: 800-326-5897
You may also obtain these documents for free when they are available by visiting the Security and Exchange commission's (SEC) Web site at www.sec.gov.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. The offering may be made only by means of a prospectus and related prospectus supplement meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
El Paso Pipeline Partners, L.P. is a Delaware limited partnership formed by El Paso Corporation to own and operate natural gas transportation pipelines and storage assets. El Paso Corporation owns approximately 58 percent of the limited partner units, and the 2 percent general partner interest, prior to giving effect to the impact of the over-allotment option issuance. El Paso Pipeline Partners, L.P. owns Wyoming Interstate Company, L.L.C. an interstate pipeline system serving the Rocky Mountain region, a 58 percent interest in Colorado Interstate Gas Company, which operates in the Rocky Mountain region, a 51 percent interest in Southern LNG Company, L.L.C., which owns the Elba Island LNG storage and regasification terminal near Savannah, Georgia, a 51 percent interest in El Paso Elba Express Company, L.L.C., and a 41 percent interest in Southern Natural Gas Company prior to giving effect to the announced acquisition of the additional interest from El Paso. Both El Paso Elba Express Company, L.L.C. and Southern Natural Gas Company are interstate pipeline systems serving the southeastern region of the United States.
Cautionary Statement Regarding Forward-Looking Statements
Statements about the offering may be forward-looking statements as defined under federal law. These forward-looking statements rely on a number of assumptions concerning future events and are subject to a number of uncertainties and factors, many of which are outside the control of El Paso Pipeline Partners, and a variety of risks that could cause results to differ materially from those expected by the management of El Paso Pipeline Partners. El Paso Pipeline Partners undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time.
