El Paso Corp. (ticker: EP, exchange: New York Stock Exchange (.N))
News Release -
9-Jun-2003
El Paso Corporation Responds to Full Page Advertisement Bought by Oscar Wyatt HOUSTON, June 9 /PRNewswire-FirstCall/ -- El Paso Corporation (NYSE: EP)
today commented on a full-page advertisement bought by Oscar Wyatt in Sunday's
Houston Chronicle:
Although the past year and a half has been extremely difficult for our
shareholders, we cannot allow Wyatt's ad to purposely mislead them. El Paso
is focused on the future and is making steady progress to reduce its debt,
strengthen its balance sheet and enhance the value of the company for the
benefit of its shareholders, employees and customers.
Wyatt's ad is riddled with falsehoods and outrageous statements. While
posing as a savior for El Paso's shareholders and a champion of corporate
governance, Wyatt's actions speak much louder than does his paid
advertisement. We believe this letter is an example of Wyatt's seller's
remorse because he no longer controls Coastal.
Wyatt, who owns less than one percent of El Paso's common stock, has been
conducting a long-term campaign that we believe is designed to create
roadblocks to El Paso's progress and is counterproductive to restoring
shareholder value.
* Analysts have informed El Paso that Wyatt has confronted them regarding
positive statements that they have made about the company in an effort
to change their public views.
* Wyatt is currently acting as the lead plaintiff in a shareholder lawsuit
against El Paso.
* Wyatt has defaulted on payment of a debt of $2.5 million plus interest
that he owes to El Paso.
* Wyatt has engaged in a negative public letter-writing campaign against
El Paso.
Shareholders of El Paso should ask themselves whether these are the
actions of someone intent on increasing value for all shareholders, as Wyatt
claims in his advertisement.
While CEO of Coastal, Wyatt's activities included:
* A criminal guilty plea by Wyatt of knowingly and willfully violating
federal crude oil pricing regulations in connection with 1975 sales of
domestic and foreign crude oil by Coastal subsidiaries
* A December 31, 1979 permanent injunction issued by the District Court of
Travis County, Texas that prohibits Wyatt from ever owning any interests
in certain former Coastal subsidiaries, which El Paso acquired in 2000,
in connection with Coastal's failure to provide winter gas supplies
under contracts with San Antonio, Austin and various other Texas
municipalities in the 1970s
* A series of greenmail transactions by Coastal in connection with
unsolicited bids for publicly traded companies, including Texas Gas
Resources, Pioneer Corp., Houston Natural Gas, and Sonat
* The issuance by Coastal of super-voting stock that had the effect of
concentrating voting power in the hands of Wyatt and Coastal employee
benefit plans that were controlled by Coastal management
* Maintaining a staggered board structure at Coastal that continued for
many years until El Paso eliminated it when El Paso acquired Coastal in
2001. Shareholders should note that El Paso has never had a staggered
Board.
Shareholders of El Paso should ask themselves whether these are the
actions of someone committed to good corporate governance, as Wyatt claims in
his advertisement.
Here is another important question El Paso shareholders should be asking
about Oscar Wyatt: Why has Oscar Wyatt told representatives of El Paso that
he will be in control of El Paso if the Zilkha/Wyatt slate is elected?
The Board of Directors urges El Paso shareholders to vote FOR the election
of El Paso's slate of 12 highly qualified directors on El Paso's WHITE proxy
card, NOT sign the blue proxy card sent to you by Messrs. Zilkha and Wyatt and
DISCARD any blue proxy card they may send to you in the future. Your vote is
critical, no matter how many shares you own. Time is short as the June 17
Annual Meeting is rapidly approaching.
El Paso shareholders who have any questions about voting their proxy or
need additional information about El Paso or the stockholders meeting, please
contact MacKenzie Partners, Inc. at (800) 322-2885 or visit El Paso's Web site
at www.elpaso.com.
El Paso Corporation is the leading provider of natural gas services and
the largest pipeline company in North America. The company has core
businesses in pipelines, production, and midstream services. Rich in assets,
El Paso is committed to developing and delivering new energy supplies and to
meeting the growing demand for new energy infrastructure. For more
information, visit www.elpaso.com.
Cautionary Statement Regarding Forward-Looking Statements
This release includes forward-looking statements and projections, made in
reliance on the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. The company has made every reasonable effort to ensure
that the information and assumptions on which these statements and projections
are based are current, reasonable, and complete. However, a variety of
factors could cause actual results to differ materially from the projections,
anticipated results or other expectations expressed in this release,
including, without limitation, our ability to attract and retain qualified
members of the Board of Directors; the successful recruitment and retention of
a qualified CEO; the successful implementation of the 2003 operational and
financial plan; the successful implementation of the settlement related to the
Western Energy Crisis; material and adverse impacts from our proxy contest
with Selim Zilkha/Oscar Wyatt; actions by the credit rating agencies; the
successful close of financing transactions; our ability to successfully exit
the energy trading business; our ability to divest of certain non-core assets;
changes in commodity prices for oil, natural gas, and power; general economic
and weather conditions in geographic regions or markets served by El Paso
Corporation and its affiliates, or where operations of the company and its
affiliates are located; the uncertainties associated with governmental
regulation; political and currency risks associated with international
operations of the company and its affiliates; inability to realize anticipated
synergies and cost savings associated with restructurings and divestitures on
a timely basis; difficulty in integration of the operations of previously
acquired companies, competition, and other factors described in the company's
(and its affiliates') Securities and Exchange Commission filings. While the
company makes these statements and projections in good faith, neither the
company nor its management can guarantee that anticipated future results will
be achieved. Reference must be made to those filings for additional important
factors that may affect actual results. The company assumes no obligation to
publicly update or revise any forward-looking statements made herein or any
other forward-looking statements made by the company, whether as a result of
new information, future events, or otherwise.
Additional Important Information
To the extent that individual customers, independent industry researchers,
financial analysts, or El Paso commissioned research are quoted in this
document, it is El Paso's policy to use reasonable efforts to verify the
source and accuracy of the quote. El Paso has not, however, sought or
obtained the consent of the quoted source to the use of such quote as proxy
soliciting material. This document may contain expressions of opinion and
belief. Except as otherwise expressly attributed to another individual or
entity, these opinions and beliefs are the opinions and beliefs of El Paso.
SOURCE El Paso Corporation
-0- 06/09/2003
/CONTACT: Communications and Government Affairs, Norma F. Dunn, Senior
Vice President, +1-713-420-3750, or fax, +1-713-420-3632, or Investor
Relations, Bruce L. Connery, Vice President, +1-713-420-5855, or Fax,
+1-713-420-4417, both of El Paso Corporation; or Alternate Contacts, Joele
Frank, or Dan Katcher, +1-212-355-4449, or Fax, +1-212-355-4554, for El Paso
Corporation/
/Web site: http://www.elpaso.com/
(EP)
CO: El Paso Corporation
ST: Texas
IN: OIL
SU:
LH
-- NYM105 --
9993 06/09/2003 07:32 EDT http://www.prnewswire.com
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