Southern Natural Gas Company Announces Pricing of Pending Cash Tender Offer for its 6.125-percent Notes Due September 15, 2008
December 13 2007 - 9:00AM
PR Newswire (US)
HOUSTON, Dec. 13 /PRNewswire-FirstCall/ -- Southern Natural Gas
Company (SNG), a majority owned subsidiary of El Paso Corporation
(NYSE:EP), announced today that it has determined the consideration
to be paid in connection with its pending cash tender offer to
purchase any and all of its outstanding 6.125-percent Notes due
September 15, 2008 (CUSIP No. 843452AX1). The tender offer is
subject to the terms and conditions set forth in SNG's Offer to
Purchase dated November 29, 2007 (the Offer to Purchase). Holders
who validly tendered (and did not validly withdraw) notes in the
tender offer at or prior to 5 p.m., New York City time, on December
12, 2007, will receive $1,016.16 per $1,000 principal amount of
notes tendered, which is referred to in the Offer to Purchase as
the "Full Tender Offer Consideration," plus any accrued and unpaid
interest from the last interest payment date for the notes to, but
not including, the initial settlement date, which SNG expects will
occur today, December 13, 2007. As of 5 p.m., New York City time,
on December 12, 2007, $66,015,000 principal amount of notes had
been validly tendered and not validly withdrawn. Holders who
validly tender notes in the tender offer after 5 p.m., New York
City time, on December 12, 2007, and at or prior to 12 midnight,
New York City time, on December 27, 2007, will receive the full
tender offer consideration set forth above minus the early tender
premium of $30.00 per $1,000 principal amount, which is referred to
in the Offer to Purchase as the "Late Tender Offer Consideration,"
plus any accrued and unpaid interest from the last interest payment
date for the notes to, but not including, the final settlement
date, which SNG expects will occur on December 28, 2007. The
consideration to be paid in connection with the tender offer was
determined by Merrill Lynch & Co. and J.P. Morgan Securities
Inc., the dealer managers for the tender offer, as of 2 p.m., New
York City time, on December 12, 2007, as set forth in the Offer to
Purchase. SNG has retained Merrill Lynch & Co. and J.P. Morgan
Securities Inc. to serve as the dealer managers for the tender
offer and has retained Global Bondholder Services Corporation to
serve as the depositary and information agent for the tender offer.
Requests for documents may be directed to Global Bondholder
Services Corporation by telephone at (866) 952-2200 or (212)
430-3774 or in writing at 65 Broadway, Suite 723, New York, NY,
10006. Questions regarding the tender offer may be directed to
Merrill Lynch & Co. at (888) 654-8637 or (212) 449-4914, or
J.P. Morgan Securities Inc. at (866) 834-4666 or (212) 834-4802.
This press release is neither an offer to purchase nor a
solicitation of an offer to sell the notes or any other securities.
The tender offer is made only by and pursuant to the terms of the
Offer to Purchase and the related letter of transmittal. None of
SNG, the dealer managers or the depositary and information agent
makes any recommendations as to whether holders should tender their
notes pursuant to the tender offer. Holders must make their own
decisions as to whether to tender notes, and, if so, the principal
amount of notes to tender. SNG is a Delaware general partnership,
originally formed as a corporation in 1935, and a majority owned
subsidiary of El Paso Corporation. Its primary business consists of
the interstate transportation and storage of natural gas. SNG
conducts its business activities through its Southern Natural Gas
pipeline system and related storage facilities. 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 SNG believes 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 SNG '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,
SNG disclaims 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 in the Offer to Purchase, under the caption "Risk
Factors" in SNG's Annual and Quarterly Reports on Forms 10-K and
10-Q and in the other documents SNG files 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 SNG or on
SNG's behalf. DATASOURCE: El Paso Corporation CONTACT:
Investor-Media Relations, Bruce L. Connery, Vice President,
+1-713-420-5855, fax, +1-713-420-4417, or Media Relations, Bill
Baerg, Manager, +1-713-420-2906, fax, +1-713-420-4417, both of El
Paso Corporation Web site: http://www.elpaso.com/
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