Kinder Morgan, Inc., Kinder Morgan Energy Partners, L.P., & El Paso Pipeline Partners, L.P. Announce Preliminary Results of M...
November 25 2014 - 10:19AM
Business Wire
Kinder Morgan, Inc. (NYSE: KMI), Kinder Morgan Energy Partners,
L.P. (NYSE: KMP) and El Paso Pipeline Partners, L.P. (NYSE: EPB)
today announced the preliminary results of the elections made by
KMP and EPB unitholders regarding their preference as to the form
of merger consideration they will receive in connection with the
pending mergers with KMI, which are currently expected to close on
Nov. 26, 2014.
As previously announced, KMP and EPB unitholders had the option
to elect, for each KMP or EPB common unit held, either cash, KMI
common stock, or a combination of cash and KMI common stock. For
both KMP and EPB unitholders, the all cash and all stock elections
are subject to proration. The period for KMP and EPB unitholders to
make their elections officially expired at 5:00 p.m. ET on Nov. 24,
2014 (the “Election Deadline”).
Prior to the Election Deadline, KMP unitholders were entitled to
elect to receive, for each KMP common unit held, one of the
following:
- 2.4849 shares of KMI common stock (a
“KMP Stock Election”);
- $91.72 in cash without interest (a “KMP
Cash Election”); or
- $10.77 in cash without interest and
2.1931 shares of KMI common stock (a “KMP Mixed Election”).
Prior to the Election Deadline, EPB unitholders were entitled to
elect to receive, for each EPB common unit held, one of the
following:
- 1.0711 shares of KMI common stock (an
“EPB Stock Election”);
- $39.53 in cash without interest (an
“EPB Cash Election”); or
- $4.65 in cash without interest and
0.9451 of a share of KMI common stock (an “EPB Mixed
Election”).
Preliminary KMP Results
Based on available information as of the Election Deadline, the
preliminary merger consideration election results for KMP were as
follows:
- Holders of approximately 61.3% of the
outstanding KMP common units, or 186,390,655 KMP common units, made
a KMP Stock Election (including elections with respect to
29,540,534 units made pursuant to the notice of guaranteed delivery
procedure).
- Holders of approximately 0.9% of the
outstanding KMP common units, or 2,868,326 KMP common units, made a
KMP Cash Election (including elections with respect to 45,689 units
made pursuant to the notice of guaranteed delivery procedure).
- Holders of approximately 10.1% of the
outstanding KMP common units, or 30,593,050 KMP common units, made
a KMP Mixed Election (including elections with respect to 612,506
units made pursuant to the notice of guaranteed delivery
procedure).
- Holders of approximately 27.7% of the
outstanding KMP common units, or 84,100,499 KMP common units, did
not make a valid election or did not deliver a valid election form
prior to the Election Deadline and, therefore, are deemed to have
made a KMP Mixed Election.
Preliminary EPB Results
Based on available information as of the Election Deadline, the
preliminary merger consideration election results for EPB
unitholders were as follows:
- Holders of approximately 69.5% of the
outstanding EPB common units, or 98,907,908 EPB common units, made
an EPB Stock Election (including elections with respect to
20,218,478 units made pursuant to the notice of guaranteed delivery
procedure).
- Holders of approximately 7.9% of the
outstanding EPB common units, or 11,212,278 EPB common units, made
an EPB Cash Election.
- Holders of approximately 9.7% of the
outstanding EPB common units, or 13,772,542 EPB common units, made
an EPB Mixed Election (including elections with respect to 569,173
units made pursuant to the notice of guaranteed delivery
procedure).
- Holders of approximately 13.0% of the
outstanding EPB common units, or 18,451,467 EPB common units, did
not make a valid election or did not deliver a valid election form
prior to the Election Deadline and, therefore, are deemed to have
made an EPB Mixed Election.
Elections made by KMP and EPB unitholders pursuant to the notice
of guaranteed delivery procedure require the delivery of units to
Computershare Trust Company, N.A., the exchange agent for the
mergers, by 5:00 p.m. ET on Nov. 26, 2014. If the exchange agent
does not receive the required unit certificates or book-entry
transfer of units by the guaranteed delivery deadline, the EPB and
KMP common units subject to such elections will be treated as units
deemed to have made a KMP Mixed Election or EPB Mixed Election, as
applicable.
After the final results of the merger consideration election
process are determined, the final allocation of merger
consideration will be calculated in accordance with the terms of
the merger agreements.
For more information on the transactions, please visit the
Kinder Morgan web site at www.kindermorgan.com.
The combined Kinder Morgan entities own an interest in or
operate approximately 80,000 miles of pipelines and 180 terminals.
They comprise the largest midstream and third largest energy
company in North America with an enterprise value of more than $125
billion. Kinder Morgan’s 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. Kinder Morgan, Inc.
(NYSE:KMI) owns the general partner interests of Kinder Morgan
Energy Partners, L.P. (NYSE:KMP) and El Paso Pipeline Partners,
L.P. (NYSE:EPB), along with limited partner interests in KMP and
EPB and shares in Kinder Morgan Management, LLC (NYSE:KMR).
Kinder Morgan Energy Partners is a leading pipeline
transportation and energy storage company and one of the largest
publicly traded pipeline limited partnerships in America. It owns
an interest in or operates approximately 52,000 miles of pipelines
and 180 terminals. The general partner of KMP is owned by Kinder
Morgan, Inc.
El Paso Pipeline Partners is a publicly traded pipeline limited
partnership. It owns an interest in or operates more than 13,000
miles of interstate natural gas transportation pipelines in the
Rockies and the Southeast, natural gas storage facilities with a
capacity of over 100 billion cubic feet and LNG assets in Georgia
and Mississippi. The general partner of EPB is owned by Kinder
Morgan, Inc.
CAUTIONARY LANGUAGE CONCERNING FORWARD-LOOKING STATEMENTS
Statements in this communication regarding the Proposed
Transactions involving KMI, KMP, KMR and EPB, the expected
timetable for completing the Proposed Transactions, the expected
benefit of the Proposed Transactions, future financial and
operating results, future opportunities for the combined company
and any other statements about management’s 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 Transactions; the ability to
obtain requisite regulatory and shareholder or unitholder approval
and the satisfaction of the other conditions to the consummation of
the Proposed Transactions; the ability to realize anticipated
synergies and cost savings; the potential impact of the
announcement or consummation of the Proposed Transactions on
relationships, including with employees, suppliers, customers and
competitors; the ability to achieve revenue growth; the effects of
environmental, legal, regulatory or other uncertainties; the
effects of government regulations and policies and of the pace of
deregulation of retail natural gas; national, international,
regional and local economic or competitive conditions and
developments; possible changes in credit ratings; capital and
credit markets conditions; interest rates; the political and
economic stability of oil producing nations; energy markets,
including changes in the price of certain commodities; weather,
alternative energy sources, conservation and technological advances
that may affect price trends and demand; business and regulatory or
legal decisions; the timing and success of business development
efforts; acts of nature, accidents, sabotage, terrorism (including
cyber attacks) or other similar acts causing damage greater than
the insurance coverage limits of the combined company; and the
other factors and financial, operational and legal risks or
uncertainties described in KMI’s, KMP’s, KMR’s and EPB’s Annual
Reports on Form 10-K for the year ended December 31, 2013, and
other subsequent filings with the SEC. KMI, KMP, KMR and EPB
disclaim any intention or obligation to update any forward-looking
statements as a result of developments occurring after the date of
this communication, other than as required by applicable law.
Kinder Morgan, Inc.Media RelationsLarry Pierce, (713)
369-9407Cell: (281)
330-2981larry_pierce@kindermorgan.comorInvestor
Relations(713)
369-9490km_ir@kindermorgan.comwww.kindermorgan.com