El Paso Corp.
El Paso Home
Back to Directory   


 
  News Releases

El Paso Corp. (ticker: EP, exchange: New York Stock Exchange (.N)) News Release - 28-Sep-2007

Southern Natural Gas Company and Colorado Interstate Gas Company Commence Consent Solicitations with Respect to Outstanding Notes

HOUSTON, Sept. 28 /PRNewswire-FirstCall/ -- Southern Natural Gas Company ("SNG") and Colorado Interstate Gas Company ("CIG"), each a wholly owned subsidiary of El Paso Corporation (NYSE: EP), announced today that they are soliciting consents from the holders of certain of their outstanding notes. SNG's consent solicitation relates to its 6.125% Notes due September 15, 2008, 5.90% Notes due April 1, 2017, 7.35% Notes due February 15, 2031, and 8.00% Notes due March 1, 2032 (the "SNG Notes"). CIG's consent solicitation relates to its 5.95% Senior Notes due March 15, 2015, 6.80% Senior Notes due November 15, 2015, and 6.85% Senior Notes due June 15, 2037 (the "CIG Notes" and, together with the SNG Notes, the "Notes"). The consents are being solicited with respect to proposed amendments to the indentures governing the Notes.

The purpose of the consent solicitations is to amend the indentures to permit each of SNG and CIG to convert to a non-corporate legal entity such as a general partnership, limited partnership or limited liability company in connection with the formation by El Paso Corporation of a master limited partnership that will own an interest in each of SNG and CIG. The proposed amendments would:

  • provide that the covenants in the indentures related to the preservation of SNG's and CIG's corporate existence and consolidation, merger and sale of assets will not prohibit SNG or CIG from conducting a statutory conversion to a non-corporate legal entity such as a general partnership, limited partnership or limited liability company so long as at least one corporation is a co-issuer party to the applicable indenture and to each series of securities issued under the indenture and is jointly and severally liable as a primary obligor with respect to the obligations of SNG or CIG under the indenture and such securities, and to make certain other conforming amendments to the indentures.

The consent solicitations are being made to all persons in whose name Notes are registered on September 27, 2007 and their duly designated proxies. Each consent solicitation will expire at 5 p.m., New York City time, on Thursday, October 11, 2007, unless terminated or extended by SNG or CIG, as applicable. For the proposed amendments with respect to the SNG indenture to be approved, holders of record must grant (and not revoke) valid consents in respect of a majority in aggregate principal amount of all outstanding SNG Notes of each series. For the proposed amendments with respect to the CIG indenture to be approved, holders of record must grant (and not revoke) valid consents in respect of a majority in principal amount of the outstanding CIG Notes of all series, considered together as a single class. Holders of the SNG Notes will be able to revoke their consents with respect to Notes of any series until the time and date on which valid consents in respect of a majority in principal amount of the outstanding Notes of such series have been delivered (and not revoked), but not thereafter. Holders of the CIG Notes will be able to revoke their consents with respect to Notes of any series until the earlier of (i) the time and date on which valid consents in respect of a majority in principal amount of the outstanding Notes of such series have been delivered (and not revoked), but not thereafter or (ii) the time and date on which the requisite consent to approve the amendments has been achieved.

SNG or CIG, as applicable, will, promptly after the expiration of the applicable consent solicitation and the satisfaction or waiver of all conditions to such consent solicitation (as set forth in the applicable consent solicitation statement described below), cause to be paid to each holder of SNG Notes or CIG Notes, as applicable, who has delivered (and has not revoked) a valid consent at or prior to the expiration of the consent solicitation a cash consent fee of $2.50 for each $1,000 in principal amount of SNG Notes or CIG Notes, as applicable, in respect of which such consent has been delivered.

The detailed terms and conditions of each consent solicitation are contained in consent solicitation statements dated September 28, 2007. Merrill Lynch & Co. and JPMorgan will act as Solicitation Agents for the consent solicitations. Global Bondholder Services Corporation will act as the Information Agent and Tabulation Agent. Requests for documents may be directed to Global Bondholder Services Corporation, by telephone at (866) 952-2200 (toll free) or (212) 430-3774. Questions regarding the consent solicitations may be directed to Merrill Lynch & Co. at (888) 654-8637 (toll-free) or (212) 499-4914 or JPMorgan at (866) 834-4666 (toll-free) or (212) 834-4802.

SNG is a Delaware corporation incorporated in 1935, and a wholly owned subsidiary of El Paso Corporation. Its primary business consists of the interstate transportation and storage of natural gas and LNG terminalling operations. SNG conducts its business activities through its natural gas pipeline systems, which include its Southern Natural Gas pipeline system and its 50 percent indirect interest in the Florida Gas Transmission pipeline system, an LNG receiving terminal and storage facilities.

CIG is a Delaware corporation incorporated in 1927, and an indirect wholly owned subsidiary of El Paso Corporation. Its primary business consists of the interstate transportation, storage and processing of natural gas. CIG conducts its business activities through its natural gas pipeline systems, storage facilities and processing plants.

El Paso Corporation provides natural gas and related energy products in a safe, efficient, dependable manner. El Paso Corporation owns North America's largest interstate natural gas pipeline system and one of North America's largest independent natural gas producers. For more information, visit http://www.elpaso.com.

Cautionary Statement Regarding Forward-Looking Statements

This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All forward-looking statements are based on assumptions that SNG and CIG believe to be reasonable. However, actual results almost always vary from assumed facts and the differences can be material, depending upon the circumstances. As a result, you should not place undue reliance on such forward-looking statements. The words "believe," "expect," "estimate," "anticipate" and similar expressions will generally identify forward-looking statements. All of SNG 's and CIG's forward-looking statements, whether written or oral, are expressly qualified by these cautionary statements and any other cautionary statements that may accompany such forward-looking statements. In addition, SNG and CIG 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 caption "Risk Factors" in SNG's and CIG's Annual and Quarterly Reports on Forms 10-K and 10-Q and in the other documents SNG and CIG file with the SEC from time to time, which could cause actual results to differ materially from those expressed in any forward-looking statement made by SNG or CIG or on SNG's or CIG's behalf.

SOURCE El Paso Corporation
09/28/2007

CONTACT: investor and public relations, Bruce L. Connery, Vice President, +1-713-420-5855, fax, +1-713-420-4417, or media relations, Bill Baerg, Manager, +1-713-420-2906, fax, +1-713-420-4417, both of El Paso Corporation

8691 09/28/2007 07:30 EDT http://www.prnewswire.com