Southern Natural Gas Company (SNG) announced today that SNG and its
wholly-owned subsidiary, Southern Natural Issuing Corporation, priced an
offering of $300,000,000 in aggregate principal amount of their 4.40%
notes due 2021. The notes will be issued at 99.911% of par to yield
4.411% to maturity. SNG expects the offering to close on June 7, 2011,
subject to customary closing conditions. SNG plans to utilize the
proceeds of the offering for growth capital expenditures and general
partnership purposes.
The notes have not been registered under the Securities Act of 1933, as
amended (the “Securities Act”), or any state securities laws; and unless
so registered, the notes may not be offered or sold in the United States
except pursuant to an exemption from, or in a transaction not subject
to, the registration requirements of the Securities Act and applicable
state securities laws. The notes will be offered only to qualified
institutional buyers pursuant to Rule 144A under the Securities Act and
to non-U.S. persons outside the United States in accordance with
Regulation S under the Securities Act. This press release shall not
constitute an offer to sell or a solicitation of any offer to buy such
securities and is issued pursuant to Rule 135c under the Securities Act.
SNG is a Delaware general partnership, originally formed in 1935 as a
corporation. SNG is indirectly owned 85 percent by El Paso Pipeline
Partners, L.P. (EPB) and 15 percent by El Paso Corporation (EPC). The
notes will not be guaranteed by EPB, EPC or any of their affiliates.
SNG’s primary business consists of the interstate transportation and
storage of natural gas. SNG conducts its business activities through its
natural gas pipeline system.
Cautionary Statement Regarding Forward-Looking Statements
This release contains forward-looking statements within the meaning of
federal securities laws. Such forward-looking statements are based on
assumptions and beliefs that we believe to be reasonable; however,
assumed facts almost always vary from actual results, and the
differences between assumed facts and actual results can be material,
depending upon the circumstances. Where we or our management express an
expectation or belief as to future results, that expectation or belief
is expressed in good faith and based on assumptions believed to have a
reasonable basis. We cannot assure you, however, that the stated
expectation or belief will occur or be achieved or accomplished. The
words “believe,” “expect,” “estimate,” “anticipate,” and similar
expressions will generally identify forward-looking statements. Our
forward-looking statements, whether written or oral, are expressly
qualified by these cautionary statements and any other cautionary
statements that may accompany those statements. In addition, we disclaim
any obligation to update any forward-looking statements to reflect
events or circumstances after the date of this release.
With this in mind, you should consider the risks discussed under the
heading “Risk Factors” in SNG’s annual and quarterly reports and in the
other documents SNG files with the Securities and Exchange Commission
from time to time, which could cause actual results to differ materially
from those expressed in any forward-looking statement made by SNG or on
SNG’s behalf.