HOUSTON, TX (SNG), announced today it has commenced a cash
tender offer to purchase up to $189 million aggregate principal
amount of its outstanding notes of the series specified in the
table below. The principal amount of a particular series of notes
that is purchased in the tender offer will be based on the
"Acceptance Priority Levels" listed in the table below. In no event
will SNG be obligated to accept for purchase or pay for notes
tendered pursuant to the tender offer in an aggregate principal
amount in excess of $189 million (the Tender Cap). The tender offer
is made pursuant to an Offer to Purchase dated today (the Offer to
Purchase), which sets forth a more comprehensive description of the
terms of the tender offer. The tender offer is part of SNG's
previously announced plan to reduce the aggregate amount of its
outstanding indebtedness by approximately $289 million.
The table below indicates each series of notes included in the tender
offer.
Title of Principal Acceptance Reference Bloomberg Fixed Spread
Securities and Amount Priority Treasury Reference (basis
CUSIP Numbers Outstanding Level Security Page points)(1)
------------- ---------- ------------ -------- ------------
7.35% Notes due
February 15, 2031 4.75% U.S.
(CUSIP No. Treasury Notes
843452AY9) $ 300,000,000 1 due 2/15/2037 PX1 +225 bps
------------- ---------- ------------ -------- ------------
8.0% Notes due
March 1, 2032 4.75% U.S.
(CUSIP No. Treasury Notes
843452AZ6) $ 300,000,000 2 due 2/15/2037 PX1 +225 bps
------------- ---------- ------------ -------- ------------
(1) Represents full tender offer consideration. Holders who tender notes
after the Early Tender Date will receive the full tender offer
consideration minus the early tender premium of $30.00 per $1,000
principal amount of notes.
As set forth in the Offer to Purchase, the amount of a series of
notes that is purchased in the tender offer will be based on the
acceptance priority level for such series, as set forth in the
table above, and may be prorated. Notes with the first acceptance
priority level will be purchased before those with the second
acceptance priority level, and if the aggregate principal amount of
Notes tendered within the first acceptance priority level exceeds
the Tender Cap, no notes within the second acceptance priority
level will be accepted for purchase. SNG may increase the Tender
Cap, subject to and in accordance with applicable law, without
extending withdrawal rights. If the aggregate principal amount of
notes of any series tendered exceeds the amount of the Tender Cap
remaining available for application to the acceptance priority
level for such series, then, if SNG accepts notes of such series
for purchase, SNG will accept such notes on a pro rata basis.
The full tender offer consideration for each $1,000 principal
amount of notes tendered and accepted for payment will be
determined in the manner described in the Offer to Purchase by
reference to the fixed spread specified in the table above over the
yield based on the bid side price of the applicable reference
treasury security specified in the table above, as calculated by
Merrill Lynch & Co. and JPMorgan, the dealer managers for the
tender offer, at 2 p.m., New York City time, on June 6, 2008.
The tender offer is scheduled to expire at 12 midnight, New York
City time, on June 20, 2008, unless extended or earlier terminated.
Holders of notes must tender and not withdraw their notes on or
before the early tender date, which is 5 p.m., New York City time,
on June 6, 2008, unless extended, to receive the full tender offer
consideration. Holders of notes who tender their notes after the
early tender date and whose notes are accepted for purchase will
receive the late tender offer consideration, which is the full
tender offer consideration minus an early tender premium of $30.00
per $1,000 principal amount of notes.
In addition to the full tender offer consideration or late
tender offer consideration, as applicable, holders of notes
tendered and accepted for payment will receive accrued and unpaid
interest on the notes from the last interest payment date for the
notes to, but not including, the settlement date, which SNG expects
to occur promptly after the expiration date.
Except as set forth in the Offer to Purchase or as required by
applicable law, notes tendered may be withdrawn only on or before
the withdrawal date, which is 5 p.m., New York City time, on June
6, 2008, and notes tendered after the withdrawal date and before
the expiration of the tender offer may not be withdrawn.
The tender offer is conditioned on the satisfaction of certain
conditions. If any condition is not satisfied, SNG is not obligated
to accept for purchase, or to pay for, notes tendered and may delay
the acceptance for payment of, any tendered notes, in each event,
subject to applicable laws, and may terminate, extend or amend the
tender offer and may postpone the acceptance for purchase of, and
payment for, notes so tendered. The tender offer is not conditioned
on the tender of a minimum principal amount of the notes. SNG is
not soliciting consents from holders of notes in connection with
the tender offer.
SNG has retained Merrill Lynch & Co. and JPMorgan 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
JPMorgan 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. SNG is owned 90 percent by a wholly owned
subsidiary of El Paso Corporation (El Paso) and 10 percent by a
wholly owned subsidiary of El Paso Pipeline Partners, L.P. (NYSE:
EPB). SNG's 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.
Contacts Investor and Public Relations Bruce L. Connery Vice
President Office: (713) 420-5855 Media Relations Bill Baerg Manager
Office: (713) 420-2906
El Paso (NYSE:EP)
Historical Stock Chart
From Jun 2024 to Jul 2024
El Paso (NYSE:EP)
Historical Stock Chart
From Jul 2023 to Jul 2024
