El Paso Corp. (ticker: EP, exchange: New York Stock Exchange (.N))
News Release -
Tennessee Gas Pipeline Company and El Paso Tennessee Pipeline Co. Commence Consent Solicitations With Respect to Outstanding Debentures
HOUSTON, TX, Jul 09, 2008 (MARKET WIRE via COMTEX News Network) -- Tennessee Gas Pipeline Company (TGP) and El Paso Tennessee Pipeline
Co. (EPTP), 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 debentures. TGP's consent
solicitation relates to its 6 percent Debentures due 2011 (the TGP
Debentures). EPTP's consent solicitation relates to its 9 percent
Debentures due 2012 and 7 1/4 percent Debentures due 2025 (the EPTP
Debentures and, together with the TGP Debentures, the Debentures).
The consents are being solicited with respect to proposed amendments
to the indentures governing the Debentures.
The purpose of the consent solicitations is to amend the indentures
to permit each of TGP and EPTP to convert to a non-corporate legal
entity such as a general partnership, limited partnership or limited
liability company. The proposed amendments would provide that the
covenants in the indentures related to the preservation of TGP's and
EPTP's corporate existence and consolidation, merger and sale of
assets will not prohibit TGP or EPTP 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 indenture and
is jointly and severally liable as a primary obligor with respect to
the obligations of TGP or EPTP under the indenture and the Debentures,
and make certain other conforming amendments to the indentures.
The consent solicitations are being made to all persons in whose name
Debentures are registered on July 9, 2008, and their duly designated
proxies. Each consent solicitation will expire at 5 p.m., Eastern
Time, on Friday, July 18, 2008, unless terminated or extended by TGP
or EPTP, as applicable. For approval of the proposed amendments to
TGP's indenture, holders of record must grant valid consents in
respect of 66 2/3 percent in aggregate principal amount of the
outstanding TGP Debentures. For approval of the proposed amendments
to EPTP's indenture, holders of record must grant valid consents in
respect of a majority in aggregate principal amount of the
outstanding EPTP Debentures of both series, considered together as a
single class. Under the terms of the indentures, consents are
irrevocable for a period of six months after they are executed and
cannot be revoked at any time after the requisite consent to approve
the amendments has been achieved.
TGP or EPTP, as applicable, will, promptly after the expiration of
the applicable consent solicitation and the satisfaction or waiver of
all conditions to the consent solicitation (as set forth in the
applicable consent solicitation statement described below), cause to
be paid to each holder of TGP Debentures or EPTP Debentures who has
delivered 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 TGP Debentures or EPTP Debentures, as applicable,
in respect of which such consent has been delivered.
The detailed terms and conditions of the consent solicitation are
contained in the consent solicitation statements dated July 9, 2008.
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) 449-4914
or JPMorgan at (866) 834-4666 (toll-free) or (212) 834-4802.
TGP is a Delaware corporation incorporated in 1947, and an indirect
wholly owned subsidiary of El Paso Corporation. Its primary business
consists of the interstate transportation and storage of natural gas.
TGP conducts its business activities through its natural gas
pipeline system and storage facilities.
EPTP is a Delaware corporation and a wholly owned subsidiary of El
Paso Corporation. EPTP serves as the holding company for the
following businesses of El Paso: 1) TGP, 2) El Paso's Marketing
business segment, which markets and manages the price risks
associated with El Paso's natural gas and oil production as well as
El Paso's remaining legacy trading portfolio, and 3) El Paso's Power
business segment, which manages the risks associated with El Paso's
remaining international power assets, primarily in Brazil, Asia and
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 TGP and EPTP
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 TGP's and
EPTP'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, TGP and EPTP 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 TGP's and El Paso Corporation's Annual and
Quarterly Reports on Forms 10-K and 10-Q and in the other documents
TGP and El Paso Corporation 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 TGP or EPTP or on
TGP's or EPTP's behalf.
Investor and Media Relations
Bruce L. Connery
Office: (713) 420-5855
Office: (713) 420-2906
SOURCE: El Paso Corporation