Summary
Kinder Morgan, Inc. (KMI) filed an 8-K on December 7, 2011, to provide an update on its proposed acquisition of El Paso Corporation (EP). The key development is that both KMI and EP received a "second request" for additional information from the Federal Trade Commission (FTC) on December 5, 2011, in connection with antitrust review under the Hart-Scott-Rodino (HSR) Act. While a second request is common and was anticipated, it extends the HSR waiting period until 30 days after both companies substantially comply with the FTC's requests. Despite this procedural step, KMI and EP are cooperating with the FTC and continue to anticipate that the transaction will close in the second quarter of 2012, as previously announced. The merger is still subject to stockholder approval and other closing conditions. Investors are urged to review the Registration Statement on Form S-4 and the preliminary Information Statement/Proxy Statement/Prospectus filed with the SEC, which contain or will contain important information about the transaction.
Key Highlights
- 1Kinder Morgan (KMI) is proceeding with its acquisition of El Paso Corporation (EP).
- 2Both KMI and EP received a 'second request' from the FTC for additional information regarding the proposed transaction, extending the HSR waiting period.
- 3The second request is a standard part of the antitrust review process and was anticipated by both companies.
- 4KMI and EP are cooperating with the FTC and expect to substantially comply with the requests.
- 5The anticipated closing date for the transaction remains the second quarter of 2012.
- 6The merger is still subject to El Paso stockholder approval and other standard closing conditions.
- 7Investors are strongly advised to read the detailed filings (Form S-4, Information Statement/Proxy Statement/Prospectus) for crucial information about the deal.