El Paso Corporation (NYSE: EP) today announced that it has entered into
a definitive agreement to sell its exploration and production business,
EP Energy Corporation (EP Energy), for approximately $7.15 billion to
affiliates of Apollo Global Management, LLC and Riverstone Holdings,
LLC, who are joined by Access Industries, Inc. and other parties. El
Paso’s entering into a definitive agreement for the sale of its
exploration and production business was contemplated in Kinder Morgan,
Inc.’s (NYSE: KMI) previously announced agreement to acquire El Paso
Corporation. The sale of EP Energy is dependent upon completion of the
Kinder Morgan-El Paso transaction, which is expected to close in the
second quarter of 2012, subject to customary regulatory approvals. The
sale of EP Energy is also expected to close about the same time as that
transaction.
As announced in October of 2011, El Paso’s net operating loss
carryforwards will largely offset taxes associated with the sale of the
exploration and production assets, and thus almost the entirety of the
proceeds from this sale will be used to substantially reduce the debt
borrowed by KMI to fund the cash portion of its purchase of El Paso.
"We are pleased that this pending sale will allow the El Paso
exploration and production assets to be kept intact as a single entity,"
said Kinder Morgan Chairman and CEO Richard D. Kinder. "We thank the EP
Energy employees for their efforts to build a strong company and in
facilitating the sales process."
Kinder Morgan, Inc. (NYSE: KMI) is a leading pipeline transportation and
energy storage company in North America. It owns an interest in or
operates more than 38,000 miles of pipelines and 180 terminals. Its
pipelines transport natural gas, gasoline, crude oil, CO2 and other
products, and its terminals store petroleum products and chemicals and
handle such products as ethanol, coal, petroleum coke and steel. KMI
owns the general partner interest of Kinder Morgan Energy Partners, L.P.
(NYSE: KMP), one of the largest publicly traded pipeline limited
partnerships in America, along with limited partner interest in KMP and
Kinder Morgan Management, LLC (NYSE: KMR). It also operates and owns a
20 percent interest in Natural Gas Pipeline Company of America.
Combined, KMI, KMP and KMR constitute the largest midstream energy
entity in the United States with an enterprise value of approximately
$65 billion. For more information please visit www.kindermorgan.com.
IMPORTANT ADDITIONAL INFORMATION FILED WITH THE SEC
Kinder Morgan, Inc. (“KMI”) has filed with the SEC a Registration
Statement on Form S-4 in connection with the proposed transaction
including a definitive Information Statement/Prospectus of KMI and a
definitive Proxy Statement of El Paso Corporation (“EP”). The
Registration Statement was declared effective by the SEC on January 30,
2012. KMI and EP mailed the definitive Information Statement/Prospectus
of KMI and definitive Proxy Statement of EP on or about January 31,
2012. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION
STATEMENT AND THE DEFINITIVE INFORMATION STATEMENT/PROXY
STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS FILED OR TO BE
FILED BY KMI OR EP BECAUSE THEY CONTAIN IMPORTANT INFORMATION. Investors
and security holders are able to obtain free copies of the Registration
Statement and the definitive Information Statement/Proxy
Statement/Prospectus and other documents filed with the SEC by KMI and
EP through the web site maintained by the SEC at www.sec.gov
or by phone, e-mail or written request by contacting the investor
relations department of KMI or EP at the following:
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Kinder Morgan, Inc.
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El Paso Corporation
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Address:
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500 Dallas Street, Suite 1000
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1001 Louisiana Street
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Houston, Texas 77002
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Houston, Texas 77002
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Attention: Investor Relations
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Attention: Investor Relations
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Phone:
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(713) 369-9490
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(713) 420-5855
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Email:
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kmp_ir@kindermorgan.com
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investorrelations@elpaso.com
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This communication shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be any
sale of securities in any jurisdiction in which such offer, solicitation
or sale would be unlawful prior to the registration or qualification
under the securities laws of any such jurisdiction. No offering of
securities shall be made except by means of a prospectus meeting the
requirements of Section 10 of the Securities Act of 1933, as amended.
PARTICIPANTS IN THE SOLICITATION
KMI and EP, and their respective directors and executive officers, may
be deemed to be participants in the solicitation of proxies in respect
of the proposed transactions contemplated by the merger agreement.
Information regarding KMI’s directors and executive officers is
contained in the Information Statement/Proxy Statement/Prospectus and
KMI’s Form 10-K for the year ended December 31, 2011, which have been
filed with the SEC. Information regarding EP’s directors and executive
officers is contained in EP’s Form 10-K for the year ended December 31,
2010, and its proxy statement dated March 29, 2011, which are filed with
the SEC. A more complete description is available in the Registration
Statement and the Information Statement/Proxy Statement/Prospectus.
SAFE HARBOR FOR FORWARD-LOOKING STATEMENTS
Statements in this document regarding the proposed transaction between
KMI and EP, the expected timetable for completing the proposed
transactions, future financial and operating results, benefits and
synergies of the proposed transactions, future opportunities for the
combined company, the expected timetable for completing the sale of EP’s
exploration and production assets, the possible drop-down of assets and
any other statements about KMI or EP managements’ future expectations,
beliefs, goals, plans or prospects constitute forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of
1995. Any statements that are not statements of historical fact
(including statements containing the words “believes,” “plans,”
“anticipates,” “expects,” “estimates” and similar expressions) should
also be considered to be forward looking statements. There are a number
of important factors that could cause actual results or events to differ
materially from those indicated by such forward looking statements,
including: the ability to consummate the proposed transaction; the
ability to obtain the requisite regulatory, shareholder approvals and
the satisfaction of other conditions to consummation of the transaction;
the possibility that financing might not be available on the terms
agreed to; the ability to consummate contemplated asset sales; the
ability of KMI to successfully integrate EP’s operations and employees;
the ability to realize anticipated synergies and cost savings; the
potential impact of announcement of the transaction or consummation of
the transaction on relationships, including with employees, suppliers,
customers and competitors; the ability to achieve revenue growth;
national, international, regional and local economic, competitive and
regulatory conditions and developments; technological developments;
capital and credit markets conditions; inflation rates; interest rates;
the political and economic stability of oil producing nations; energy
markets, including changes in the price of certain commodities; weather
conditions; environmental conditions; business and regulatory or legal
decisions; the pace of deregulation of retail natural gas and
electricity and certain agricultural products; the timing and success of
business development efforts; terrorism; and the other factors described
in KMI’s Annual Report on Form 10-K for the year ended December 31, 2011
and EP’s Annual Report on Form 10-K for the year ended December 31,
2010, and EP’s most recent quarterly report filed with the SEC. KMI and
EP disclaim any intention or obligation to update any forward-looking
statements as a result of developments occurring after the date of this
document.