Summary
Kinder Morgan, Inc. (KMI) filed an 8-K on May 7, 2012, to report on significant developments regarding its pending acquisition of El Paso Corporation (EP). The Federal Trade Commission (FTC) has voted to accept a proposed settlement order, which includes the early termination of the Hart-Scott-Rodino waiting period, clearing the way for the transaction to close. A key condition of the settlement requires KMI to divest specific natural gas pipeline and processing assets, collectively referred to as KMP’s FTC Natural Gas Pipelines disposal group, within 180 days of closing the EP acquisition. These divested assets include Kinder Morgan Interstate Gas Transmission, Trailblazer natural gas pipeline system, Casper and Douglas natural gas processing operations, and a 50% equity interest in the Rockies Express natural gas pipeline system. In response to this divestiture requirement, KMI has retroactively adjusted its financial reporting. The assets slated for disposal have been reclassified as discontinued operations for all previously reported periods presented in their revised financial statements, which are included as an exhibit to this filing.
Key Highlights
- 1FTC approves settlement for the El Paso Corporation (EP) acquisition, allowing the transaction to proceed.
- 2Early termination of the Hart-Scott-Rodino waiting period granted, enabling the closing of the EP acquisition.
- 3KMI is required to divest specific natural gas pipeline and processing assets as part of the FTC settlement.
- 4Divested assets include Kinder Morgan Interstate Gas Transmission, Trailblazer pipeline, Casper/Douglas processing, and Rockies Express stake.
- 5These assets will be referred to as KMP’s FTC Natural Gas Pipelines disposal group.
- 6The assets to be divested have been classified as discontinued operations in KMI's revised financial statements for historical periods.
- 7Revised financial statements, MD&A, and other disclosures are attached as Exhibit 99.1.