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KMI · KINDER MORGAN, INC.

16 filings

10-K

KMI 10-K Annual Reports

KINDER MORGAN, INC. - 16 annual reports

Filing record · 2016–202610-K1110-Q328-K208

KMI filed 11 annual reports (10-K), 32 quarterly reports (10-Q) and 208 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Jun ’17Jun ’17
  2. FY2019 annual report10-K · Feb ’20Feb ’20
  3. Leadership change8-K · Feb ’23Feb ’23
  4. Leadership change8-K · Feb ’25Feb ’25
  1. 2025

    KINDER MORGAN, INC. Annual Report, Year Ended Dec 31, 2025

    Kinder Morgan, Inc. (KMI) reported a strong 2025, with revenues increasing by 12% to $16.9 billion, driven primarily by a significant rise in natural gas sales due to higher commodity prices and volumes, as well as growth in services revenues from new projects and acquisitions. The company successfully integrated the Outrigger Energy acquisition in North Dakota and divested its 25% interest in EagleHawk. KMI continues to focus on its strategic plan, emphasizing stable, fee-based infrastructure assets, operational efficiency, and disciplined capital allocation. The company anticipates a 2% increase in its 2026 dividend to $1.19 per share and plans to invest approximately $3.3 billion in expansion projects and joint ventures. KMI maintains a robust financial profile, with a strong cash flow from operations and a significant credit facility, demonstrating its commitment to shareholder returns and strategic growth.

    Feb 13, 2026
  2. 2024

    KINDER MORGAN, INC. Annual Report, Year Ended Dec 31, 2024

    Kinder Morgan, Inc. (KMI) reported solid operational performance for the year ended December 31, 2024, with total revenues of $15.1 billion, a slight decrease of 2% compared to the prior year, primarily driven by lower product and natural gas sales volumes and prices. Despite revenue headwinds, the company demonstrated improved operating income and net income, reflecting efficient cost management and contributions from its Natural Gas Pipelines segment, which saw increased Segment EBDA due to higher volumes and rates on its Texas intrastate systems and the positive impact of acquired assets. The company announced its intention to increase its 2025 dividend by 2% to $1.17 per share and plans significant discretionary capital expenditures of $2.3 billion, signaling confidence in its future growth and shareholder returns. Key areas of development include expansion projects and a significant acquisition in North Dakota expected to close in Q1 2025, reinforcing KMI's commitment to expanding its network and serving growing energy markets.

    Feb 13, 2025
  3. 2023

    KINDER MORGAN, INC. Annual Report, Year Ended Dec 31, 2023

    Kinder Morgan, Inc. (KMI) has filed its 10-K for the fiscal year ended December 30, 2023, showcasing a robust infrastructure network and strategic growth initiatives. The company's core business involves the transportation and storage of natural gas, refined petroleum products, and crude oil across North America. KMI's significant asset base includes approximately 82,000 miles of pipelines and 139 terminals, underscoring its critical role in the energy supply chain. Financially, KMI reported revenues of $15.3 billion, a decrease from the prior year, primarily driven by lower commodity prices in natural gas and product sales, though offset by derivative contract impacts. Despite revenue fluctuations, the company maintained strong operating income and generated substantial cash flow from operations, which was used to fund capital expenditures, debt repayment, and shareholder returns. Key financial activities in 2023 included the acquisition of the STX Midstream pipeline system for $1.8 billion, debt issuances totaling $1.5 billion, and significant debt repayments of $3.2 billion. The company also continued its commitment to shareholder returns through dividends and share repurchases, with a planned 2% increase in dividends for 2024.

    Feb 20, 2024
  4. 2022

    KINDER MORGAN, INC. Annual Report, Year Ended Dec 31, 2022

    Kinder Morgan, Inc. (KMI) reported strong financial performance for the year ended December 31, 2022, demonstrating robust operating income and net income growth compared to the prior year. The company's strategy focuses on stable, fee-based energy transportation and storage assets, which are central to energy infrastructure and the ongoing energy transition. KMI's diverse portfolio across natural gas pipelines, products pipelines, terminals, and CO2 operations contributed to an 18% increase in total segment EBDA. The company also advanced its energy transition initiatives through strategic acquisitions in the renewable natural gas (RNG) sector. Financially, KMI managed its debt effectively, repaying significant amounts and maintaining a strong liquidity position with substantial borrowing capacity. The company also continued to return value to shareholders through a 2% increase in its declared dividend and an increased share repurchase authorization. Despite operational risks and regulatory considerations common to the energy infrastructure sector, KMI's management remains focused on disciplined capital allocation, operational efficiency, and enhancing shareholder value.

    Feb 8, 2023
  5. 2021

    KINDER MORGAN, INC. Annual Report, Year Ended Dec 31, 2021

    Kinder Morgan, Inc. (KMI) reported a strong financial performance in 2021, demonstrating resilience and strategic growth. The company's net income attributable to Kinder Morgan, Inc. significantly increased to $1.78 billion, up from $119 million in 2020, largely driven by a substantial positive impact from the February 2021 winter storm on its Natural Gas Pipelines and CO2 segments, alongside a notable reduction in impairments. KMI also executed its business strategy by completing key acquisitions, including Stagecoach Gas Services LLC and Kinetrex, bolstering its natural gas and renewable energy infrastructure capabilities, respectively. Financially, KMI managed its debt effectively by issuing new senior notes and repaying maturing debt, while also securing a new $3.5 billion revolving credit facility. The company maintained its commitment to shareholder returns, increasing its declared dividend for 2022. KMI's diversified business segments, particularly Natural Gas Pipelines and Products Pipelines, showed growth in Adjusted Segment EBDA, indicating solid operational performance and fee-based revenue streams that provide stability.

    Feb 7, 2022
  6. 2020

    KINDER MORGAN, INC. Annual Report, Year Ended Dec 31, 2020

    Kinder Morgan, Inc. (KMI) reported its 2020 annual results, a year significantly impacted by the COVID-19 pandemic. The company experienced a substantial decrease in net income attributable to Kinder Morgan, Inc. to $119 million from $2,190 million in 2019, largely due to non-cash impairments totaling $1.95 billion related to goodwill and certain assets, primarily within the CO2 and Natural Gas Pipelines segments. Despite these impairments, KMI's business strategy remains focused on stable, fee-based energy transportation and storage assets, aiming to increase asset utilization, maintain cost control, and exercise discipline in capital allocation. The company's infrastructure network, comprising approximately 83,000 miles of pipelines and 144 terminals, is central to North American energy supply chains. Financially, KMI managed its debt effectively, issuing $2.25 billion of new senior notes and repaying $2.2 billion of maturing notes during 2020. The company also announced expectations for a 3% increase in its 2021 dividend to $1.08 per share and planned $0.8 billion in expansion projects. While the pandemic created significant volatility and reduced demand, KMI's diversified business segments and long-term contracts provide a degree of resilience. The report highlights the company's continued commitment to safety and operational efficiency amidst ongoing market challenges.

    Feb 5, 2021
  7. 2019

    KINDER MORGAN, INC. Annual Report, Year Ended Dec 31, 2019

    Kinder Morgan's FY2019 10-K shows a company in transition: GAAP net income available to common stockholders rose to $2,190 million ($0.96 per share) from $1,481 million, but this was flattered by a $1,296 million pre-tax gain on the December 2019 sale of KML (Trans Mountain's Canadian parent) and the U.S. portion of the Cochin Pipeline to Pembina, offset by $1,014 million of impairments, including a $650 million write-down of its Ruby Pipeline investment. On an adjusted basis, Adjusted Earnings were $2,161 million ($0.95 per share), DCF was $4,993 million ($2.19 per share), and Adjusted EBITDA was $7,618 million, up roughly 1% year over year. Revenues declined about 7% to $13,209 million, largely because of divestitures and lower commodity-sales revenue. Balance sheet deleveraging continued. Consolidated debt fell to about $33.4 billion (principal), and the company reported a Net Debt-to-Adjusted EBITDA ratio of 4.3x. Cash fell sharply to $185 million after roughly $2.8 billion of debt repayments funded by divestiture proceeds, and sale proceeds from the Pembina stock (about $764 million after tax, received January 2020) are earmarked for further debt paydown. Management guides to 2020 dividends of $1.25 per share (up 25%), DCF of about $5.1 billion ($2.24 per share), and Adjusted EBITDA of $7.6 billion, and says no equity issuance is needed in 2020. Key investor watch items include exposure to CO2 segment commodity prices (2019 realized oil price fell to $49.49/bbl from $57.83), a $600 million-plus environmental reserve range, the ongoing SFPP and EPNG FERC rate proceedings, the Gulf LNG arbitration, and the sizable growth backlog (GCX, PHP, Elba liquefaction, TGP East 300) that supports the 2020 outlook.

    Feb 12, 2020
  8. 2018

    KINDER MORGAN, INC. Annual Report, Year Ended Dec 31, 2018

    Kinder Morgan's 2018 Form 10-K shows a company in transition: net income attributable to KMI rose to $1.609 billion from $183 million in 2017, but much of that improvement reflects the one-time $596 million gain on the August 2018 sale of Trans Mountain (TMPL) to the Government of Canada, and 2017 was depressed by a roughly $1.4 billion non-cash charge from the 2017 Tax Reform. Net income available to common stockholders was $1.481 billion, or $0.66 per share. Management's own 'before certain items' measure of net income available to common stockholders was $1.982 billion, versus $1.472 billion in 2017, and DCF per share rose to $2.12 from $2.00. Segment EBDA before certain items grew modestly, led by Natural Gas Pipelines, while the company absorbed a $600 million non-cash impairment of Oklahoma gathering and processing assets. The balance sheet strengthened materially. Cash rose to $3.28 billion, and total debt principal fell to about $36.6 billion from $36.9 billion. Management used the TMPL proceeds distributed in January 2019 to repay roughly $1.7 billion of short-term debt, including commercial paper and $1.3 billion of maturing notes. Credit ratings were upgraded in early 2019: S&P to BBB, with Fitch on positive outlook. Management guides to 2019 dividends of $1.00 per share (up 25% from $0.80 declared for 2018), roughly $5.0 billion of DCF, and $3.1 billion of expansion investment funded internally without equity issuance. Key risks for investors include the Ruby Pipeline's exposure to PG&E, which filed for Chapter 11 in January 2019 and could trigger an impairment of the $750 million investment, ongoing FERC rate challenges including SFPP shipper claims of roughly $330 million in refunds, potential environmental liabilities (reserves of $271 million against a range up to $448 million), and the CO2 segment's commodity sensitivity. Dividend growth depends on sustained DCF growth and disciplined capital allocation.

    Feb 8, 2019
  9. 2017

    KINDER MORGAN, INC. Annual Report, Year Ended Dec 31, 2017

    Kinder Morgan's FY2017 10-K reports a year marked by a sharp drop in reported profitability but a strengthening of its capital return and funding position. Net income attributable to KMI fell to $183 million (net income available to common stockholders of just $27 million), versus $708 million in 2016, largely because of a non-cash charge of roughly $1.4 billion (about $1,240 million in income tax expense) from the 2017 Tax Reform revaluation of deferred tax assets. Excluding certain items, net income available to common stockholders before certain items was about $1,472 million, and management's DCF was $4,482 million ($2.00 per share), roughly flat versus $4,511 million in 2016. Segment EBDA rose to $6,975 million from $6,364 million on a reported basis, led by Natural Gas Pipelines and Terminals, though much of the improvement reflects fewer impairments in 2017. The balance sheet remains heavily levered, with consolidated debt of about $36.9 billion (excluding fair value adjustments) and working capital deficits of $3.5 billion, but leverage is being reduced: total debt fell from $38.9 billion, and the company used proceeds from the KML IPO and the SNG sale to pay down debt. Cash flow from operations was $4.6 billion, and capital expenditures were $3.2 billion. Management guides to a common dividend of $0.80 per share for 2018 (a 60% increase), a $2 billion share buyback program with $250 million repurchased through February 2018, and about $2.2 billion of discretionary spending funded internally without new equity issuance. Key risks for investors include the Trans Mountain Expansion Project (TMEP), whose C$7.4 billion cost estimate and schedule face permitting and litigation uncertainty, with a potential one-year delay to December 2020; pending FERC rate challenges at SFPP and EPNG; environmental and Superfund exposures such as Portland Harbor, with estimated costs now around $1.1 billion; and commodity price sensitivity concentrated in the CO2 segment. The 2017 Tax Reform is moderately positive over time, delaying significant federal cash taxes until beyond 2024.

    Feb 9, 2018
  10. 2016

    KINDER MORGAN, INC. Annual Report, Year Ended Dec 31, 2016

    Kinder Morgan, Inc. (KMI) reported FY2016 results in its 10-K filed February 10, 2017. Net income was $721 million (up from $208 million in 2015), and net income available to common stockholders was $552 million ($0.25 per share), compared with $227 million in 2015. Total revenues fell 9% to $13.058 billion, reflecting lower commodity prices and the September 2016 sale of a 50% interest in the SNG pipeline. Results were weighed down by roughly $1.1 billion of pre-tax 'certain items,' including $613 million of equity investment impairments (primarily MEP and Ruby), a $1.0 billion total of impairments and divestiture losses in the income statement, and a $106 million project write-off. Excluding these items, net income available to common stockholders before certain items was about $1.48 billion, and DCF was $4.51 billion, or $2.02 per share, versus $2.14 per share in 2015. The dividend was cut sharply. Declared dividends for 2016 were $0.50 per share, down from $1.605 in 2015, with the quarterly rate fixed at $0.125 since the first quarter of 2016. Management guided to 2017 dividends of $0.50 per share, DCF of about $4.46 billion, and $3.2 billion of expansion capex funded internally without new equity. Balance sheet leverage remains substantial: consolidated debt is about $39 billion (principal) with a current portion of $2.7 billion, a working capital deficit of $2.7 billion, and roughly 28% of debt floating-rate after swaps. Ratings are BBB-/Baa3/BBB- with stable outlooks. Operating cash flow was $4.79 billion, down 10% from $5.30 billion. The growth pipeline is large, with more than $5 billion of projects in the 2017 outlook, led by the $5.4 billion Trans Mountain expansion (in service expected December 2019, subject to a planned joint venture partner), the $1.9 billion Elba Island liquefaction project, and the $1.4 billion Jones Act tanker program. Key litigation and contingency exposures include SFPP rate complaints (about $190 million in refunds sought), the Portland Harbor Superfund cleanup, now estimated at about $1.1 billion, and the Passaic River dioxin site, where the cost range is wide. The company recorded a $302 million environmental reserve and a $407 million legal reserve.

    Feb 10, 2017
  11. 2015

    KINDER MORGAN, INC. Annual Report, Year Ended Dec 31, 2015

    Kinder Morgan's FY2015 10-K shows a sharp earnings reset driven by non-cash charges, while underlying cash generation remained strong. Net income attributable to KMI fell to $253 million (net income available to common stockholders of $227 million, or $0.10 per share) from $1,026 million in 2014. The decline reflects roughly $1.78 billion of pre-tax 'certain items,' including a $1.15 billion goodwill impairment on non-regulated Natural Gas Pipelines assets, $929 million of long-lived asset and equity investment impairments (including $399 million on CO2 oil and gas properties and $207 million of CO2 project write-offs), and $175 million on a coal-related terminal. Segment earnings before DD&A fell to $5.78 billion from $7.49 billion, mainly because CO2 segment earnings fell with lower oil and NGL prices, while Products Pipelines, Terminals and Natural Gas Pipelines (excluding impairments) grew. Cash flow from operations rose 19% to $5.30 billion, helped by $347 million of tax refunds. Management reports DCF before certain items of $4.73 billion available to equity ($2.14 per common share), but the company cut its common dividend to $0.125 per quarter ($0.50 annualized) starting with the Q4 2015 payment on February 16, 2016, to retain cash and reduce reliance on capital markets. Management expects roughly $4.9 billion of DCF available to equity in 2016 under a $38/bbl WTI assumption. Consolidated debt is about $41.6 billion (principal), roughly 27% of it variable-rate after swaps, and the company faces a goodwill cushion of only about 3% at Natural Gas Pipelines Regulated. Legal exposure includes the Brinckerhoff judgment of about $100.2 million (under appeal), SFPP rate complaints, and the San Diego Mission Valley case.

    Feb 16, 2016
  12. 2014

    KINDER MORGAN, INC. Annual Report, Year Ended Dec 31, 2014

    Kinder Morgan's FY2014 10-K (filed February 23, 2015) reflects a transformational year defined by the November 26, 2014 Merger Transactions, which folded KMP, EPB and KMR into KMI at a total value of about $77 billion. Consolidated revenue rose 15% to $16.2 billion and operating income rose 11% to $4.4 billion. Net income attributable to KMI was $1.03 billion, down from $1.19 billion, largely because of a $235 million Katz Strawn impairment in CO2, $272 million of total long-lived asset impairments, and a shift of earnings to noncontrolling-interest holders before the merger. Segment EBDA was roughly flat at $7.5 billion, with Natural Gas Pipelines and Terminals growing and Kinder Morgan Canada and CO2 weaker. The balance sheet is much more leveraged and much larger. Total debt principal reached about $41 billion, with about $11 billion floating after swaps, and the company guarantees subsidiary debt under a cross-guarantee agreement. Total assets grew to $83.2 billion. Equity was roughly $34.4 billion after the share issuance tied to the merger. Working capital was a deficit of $2.6 billion, and management says it intends to refinance the $2.7 billion of short-term debt through credit facilities, commercial paper, long-term notes or asset sales. Operating cash flow was $4.47 billion, up 8%, and distributable cash flow before certain items was $2.62 billion, or $2.00 per share, versus a declared dividend of $1.74. Looking ahead, management guides to a 2015 dividend of $2.00 per share (up 15%), a $4.4 billion expansion capex budget, and the pending Hiland acquisition for about $3.0 billion. The 2015 budget assumes WTI of $70 per barrel and natural gas of $3.80 per MMBtu, and sensitivities are modest: roughly $10 million of DCF per $1/bbl WTI move and $3 million per $0.10/MMBtu gas move. Investors should weigh the strong fee-based cash flow and the expansion pipeline against the sharply higher debt load, the cross-guarantee exposure, and ongoing rate-case and litigation risk, including the $340 million environmental reserve and a $400 million legal reserve.

    Feb 23, 2015
  13. 2013

    KINDER MORGAN, INC. Annual Report, Year Ended Dec 31, 2013

    Kinder Morgan, Inc. (KMI) reported fiscal 2013 results that were dominated by the Kinder Morgan Energy Partners (KMP) and El Paso Pipeline Partners (EPB) MLP structure. Consolidated revenues rose to $14.07 billion from $9.97 billion, and net income attributable to KMI was $1.19 billion, up from $315 million, though the 2012 base was depressed by a $937 million loss on the FTC natural gas pipelines divestiture and $200 million of NGPL impairments. Operating income reached $3.99 billion. Growth came mainly from the full-year contribution of the El Paso acquisition, the May 2013 Copano acquisition by KMP, and a $558 million non-cash gain on remeasuring Eagle Ford, plus a $224 million gain on the Express pipeline sale. Income tax expense rose to $742 million, and noncontrolling interests absorbed $1.5 billion of net income, so investors should focus on the portion attributable to KMI. KMI's economics depend heavily on distributions from KMP and EPB, which made up about 87% of cash generated to KMI in 2013. Cash available to pay dividends was $1.71 billion, or $1.65 per share against a declared dividend of $1.60 per share. Leverage is high: consolidated debt was about $34 billion, with roughly 25% variable-rate, and KMI's own credit ratings sit in the BB range. Management guides to 2014 dividends of $1.72 per share (+8%) and a roughly $3.9 billion capital program, funded largely by drop-down asset sales to EPB and continued MLP equity and debt issuance. Key risks include regulatory and rate-case exposure at KMP's Pacific pipelines (approximately $400 million in CPUC reparation claims, with a $624 million total legal reserve), commodity price sensitivity in the CO2 segment, dependence on MLP access to capital markets, and conflicts of interest between KMI and its affiliated MLPs. Overall, the filing reflects a company that is expanding rapidly through acquisitions and drop-downs, with cash flow growing but capital-intensive growth and leverage remaining the central considerations.

    Feb 24, 2014
  14. 2012

    KINDER MORGAN, INC. Annual Report, Year Ended Dec 31, 2012

    Kinder Morgan, Inc. (KMI) reported 2012 results that reflect a transformational year, anchored by its May 25, 2012 acquisition of El Paso Corporation (EP) for roughly $23 billion in total consideration ($11.6 billion cash, ~330 million Class P shares, and ~505 million warrants). Revenues rose to $9.97 billion from $7.94 billion, and operating income climbed to $2.59 billion from $1.42 billion. However, net income attributable to KMI fell to $315 million from $594 million, weighed down by a $937 million pre-tax-equivalent loss on the remeasurement and sale of KMP's FTC Natural Gas Pipelines disposal group (reported as discontinued operations), $310 million of after-tax EP acquisition expenses, and a $200 million pre-tax impairment on the NGPL Holdco investment. Management reported cash available to pay dividends of $1,411 million ($1.55 per share) and declared 2012 dividends of $1.40 per share, up from $1.05 (prorated) in 2011, with guidance of $1.57 per share for 2013. Investors should recognize that KMI's cash flow is heavily dependent on its master limited partnerships: distributions from KMP and EPB represented about 81% of the cash generated for KMI's dividends in 2012. Consolidated debt rose to roughly $32 billion (about $30 billion excluding fair value adjustments), with roughly 35% variable-rate, and Moody's downgraded KMI's senior secured rating to Ba2 in July 2012 (outlook later revised to positive in February 2013). Consolidated total assets grew to $68.2 billion from $30.7 billion, and goodwill to $23.6 billion, so future impairment risk and integration execution are material considerations. Looking ahead, the 2013 outlook centers on KMP's pending roughly $5 billion acquisition of Copano Energy, a 2013 capital expansion program of about $3.1 billion at the combined level, growth projects such as the Trans Mountain expansion (about $5.4 billion, pending NEB approval), and planned drop-downs of EP assets (EPNG and EPMIC) to KMP. Key risks include litigation (notably SFPP rate proceedings and CPUC refund claims), regulatory and climate-related costs, a $397 million environmental reserve, and the reliance on MLP distributions and incentive distribution waivers.

    Mar 1, 2013
  15. 2012

    KINDER MORGAN, INC. Annual Report, Year Ended Feb 22, 2012

    Kinder Morgan, Inc. (KMI) FY2011 10-K, filed February 23, 2012, centers on the pending $38 billion acquisition of El Paso Corporation (EP), announced October 16, 2011 and expected to close in Q2 2012. Consideration per EP share is $14.65 in cash, 0.4187 KMI Class P shares and 0.640 KMI warrants (exercise price $40, five-year term), valued at $26.87 at announcement, with a 47% premium to EP's 20-day average. The deal is financed with a $6.8 billion 364-day bridge, a $5.0 billion three-year term loan and a $750 million revolver increase, and management expects asset drop-downs and EP E&P sales to substantially reduce the debt needed. Investors should weigh the leverage this adds against a company already carrying $16.1 billion of consolidated debt, of which about 45% is variable rate. The filing also notes non-investment-grade ratings at KMI and a downgrade-related pressure on KMP's credit. KMI's economics are overwhelmingly dependent on its ownership of the general partner of Kinder Morgan Energy Partners (KMP) and related distributions. Approximately 98% of 2011 distributions to KMI came from KMP, and KMI's cash available to pay dividends rose to $835.3 million in 2011 from $654.1 million in 2010. Reported 2011 net income attributable to KMI was $594.4 million, compared with a $41.3 million loss in 2010, which included a $430 million NGPL impairment and a $200 million Going Private litigation settlement. Dividends declared were $1.05 per share for 2011 on a partial-year basis (full-year equivalent $1.20), and management guides to $1.35 for 2012. Results were also affected by a $167.2 million non-cash KinderHawk remeasurement loss and a $251.8 million rate-case and litigation reserve increase at KMP's West Coast products pipelines. Governance and control are important considerations for investors. The Sponsor Investors and Richard Kinder control roughly 80% of the voting power, KMI is a 'controlled company' under NYSE rules, and the Sponsor Investors hold supermajority-type veto rights over board actions and dividend policy changes. KMI's Class A, B and C shares convert into a fixed number of Class P shares, so the economic interests of public holders are diluted only by the EP transaction and any future issuances. Overall, the filing presents a fee-based, growth-oriented midstream platform whose 2012 outlook depends heavily on successful closing and integration of EP.

    Feb 23, 2012
  16. 2010

    KINDER MORGAN, INC. Annual Report, Year Ended Dec 31, 2010

    Kinder Morgan, Inc. (KMI) filed its first annual report as a public company (10-K for fiscal 2010, filed March 2, 2011) following its February 16, 2011 IPO of 109.8 million Class P common shares, which raised roughly $3.3 billion. The IPO was a secondary offering: all shares were sold by existing Sponsor Investors (Goldman Sachs, Highstar, Carlyle, Riverstone), and KMI received no proceeds. KMI's economic value rests primarily on its general partner interest and roughly 11% limited partner stake in Kinder Morgan Energy Partners (KMP), which accounted for about 97% of distributions KMI received in 2010. Management guided to 2011 cash available for dividends of about $820 million, or $1.16 per share, with quarterly dividends of $0.29 per share. The 2010 results were mixed. Revenues rose to $8.19 billion from $7.19 billion, and segment earnings before DD&A fell 9% to $2.77 billion, largely because of a $430 million non-cash impairment on the 20% NGPL PipeCo investment and a $172 million KMP rate-case reserve. KMI also took a $200 million charge to settle the Going Private Transaction litigation. As a result, net income attributable to KMI was a loss of $41.3 million, compared with income of $495.0 million in 2009. Total debt was substantial: KMP carried about $11.5 billion of consolidated debt, and KMI's own debt was about $3.6 billion, which included $750 million of notes that matured in January 2011. KMI's credit ratings were below investment grade, so it relied on a credit facility rather than commercial paper. The filing also raises governance and structural concerns for public shareholders. Pre-IPO investors and Richard Kinder control roughly 80% of the voting power, and the company is a "controlled company" under NYSE rules. Sponsor investors hold veto rights and the power to nominate most directors. Supermajority board approval is required for many actions, dividend policy changes need supermajority approval while sponsors hold their thresholds, and KMP's general partner may waive incentive distributions in ways that reduce cash flow to KMI. Meanwhile, KMP's commodity sensitivity is modest, with a $1 change in WTI affecting its CO2 segment by about $5.5 million.

    Mar 2, 2011