El Paso Pipeline Partners, L.P. (NYSE: EPB) today announced it has priced a public offering of 10,000,000 common units at $28.80 per common unit. Net proceeds from this offering, including the general partner's proportionate capital contribution, will be used by El Paso Pipeline Partners as partial consideration for the pending acquisition of an additional 16 percent general partner interest in Southern Natural Gas Company from El Paso Corporation (NYSE: EP). The offering is scheduled to close June 23, 2010. El Paso Pipeline Partners also granted the underwriters a 30-day option to purchase up to an aggregate of 1,500,000 additional common units. If the underwriters exercise their option to purchase additional units, the partnership intends to use the net proceeds as consideration for the purchase of an additional general partner interest in Southern Natural Gas Company from El Paso Corporation pursuant to the partnership's option to purchase up to an additional four percent of such interest and/or to reduce outstanding borrowings under its revolving credit facility.
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@wachovia.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 62 percent of the limited partner units, and the 2 percent general partner interest. 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 25 percent interest in Southern Natural Gas Company prior to the effect of the announced acquisition. 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.
