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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: August 25, 1998
(Date of earliest event reported: August 14, 1998)
EL PASO ENERGY CORPORATION
(Exact name of registrant as specified in the charter)
Delaware 1-14365 76-0568816
(State or other jurisdiction (Commission File Number) ( I.R.S. Employer
of incorporation) Identification No.)
El Paso Energy Building
1001 Louisiana Street
Houston, Texas 77002
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (713) 420-2131
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Item 5. Other Events
Effective August 14, 1998, El Paso Energy Corporation ("El Paso
Energy") completed the acquisition of DeepTech International Inc.
("DeepTech") and its interests in Leviathan Gas Pipeline. As a
result of these transactions, El Paso Energy owns 100 percent of
the general partner of Leviathan Gas Pipeline Partners, L.P. and a
27.3 percent effective interest in the partnership. Based upon the
elections by DeepTech stockholders, the majority of DeepTech
common stockholders will receive $14 in cash for each DeepTech
share, and approximately 70,600 shares of El Paso Energy common
stock will be issued to DeepTech common stockholders who elected
to receive El Paso Energy common stock in a taxable transaction.
The net cost of the transaction was approximately $450 million and
was funded through existing credit facilities.
A copy of the press release further describing the transaction is
attached hereto as Exhibit 99.1 and is incorporated herein by
reference.
Item 7. Financial Statements and Exhibits
c) Exhibits:
Exhibit Number Description
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99.1 Press release dated August 17, 1998.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 as amended,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
EL PASO ENERGY CORPORATION
By: /s/ Jeffrey I. Beason
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Jeffrey I. Beason
Vice President and Controller
Date: August 25, 1998
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INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit Number Description
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99.1 Press release dated August 17, 1998.
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[EL PASO ENERGY LETTERHEAD]
FOR IMMEDIATE RELEASE
EL PASO ENERGY COMPLETES ACQUISITION OF
DEEPTECH INTERNATIONAL AND ITS INTERESTS IN
LEVIATHAN GAS PIPELINE
HOUSTON, TEXAS, AUGUST 17, 1998 -- El Paso Energy Corporation (NYSE:EPG)
announced today that the acquisition of DeepTech International Inc.
(NASDAQ:DEEP) and its interests in Leviathan Gas Pipeline was completed
effective August 14, 1998. As a result of these transactions, El Paso Energy
owns 100 percent of the general partner of Leviathan Gas Pipeline Partners,
L. P. (NYSE:LEV) and a 27.3 percent effective interest in the partnership. Based
upon the elections by DeepTech stockholders, all DeepTech common stockholders
will receive $14 in cash for each DeepTech share, unless they elected to receive
El Paso Energy common stock in a taxable transaction. The net cost of the
transaction was approximately $450 million and was funded through existing
credit facilities.
"The DeepTech acquisition gives El Paso Energy a strong presence in the
most significant new oil and gas play in North America," said Robert G.
Phillips, president of El Paso Field Services Company. "Activity in the
Deepwater Trend and the ultradeep regions in the Gulf of Mexico continues to be
robust. The combination of Leviathan with our existing offshore assets positions
El Paso Energy to make significant infrastructure investments to support this
growth. As a leader in offshore gathering, Leviathan should benefit from
continued technological advances in deepwater drilling and production and the
synergies arising from its association with El Paso Energy."
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EL PASO ENERGY
PAGE TWO
Leviathan is the largest independent gatherer of natural gas in the Gulf of
Mexico, with interests in pipeline systems which transported more than 2.8
billion cubic feet per day (Bcf/d) in 1997. The pipeline systems, which cover a
large portion of the Outer Continental Shelf and access the prolific Deepwater
Trend of the Gulf of Mexico, include: the High Island Offshore System, the U-T
Offshore System, the Stingray Pipeline system, the Nautilus/Manta Ray Offshore
system, the Viosca Knoll Gathering system and the Poseidon Oil Pipeline. In
addition, Leviathan produces oil and gas from several offshore blocks and owns
interests in several multi-purpose offshore platforms which process oil and gas
for producers.
With over $9 billion in assets, El Paso Energy Corporation provides energy
solutions through five business units: Tennessee Gas Pipeline Company, El Paso
Natural Gas Company, El Paso Field Services Company, El Paso Energy Marketing
Company, and El Paso Energy International Company. The company owns the nation's
only integrated coast-to-coast natural gas pipeline system and has operations in
interstate natural gas transmission, gas gathering and processing, energy
marketing, and international infrastructure development. Visit El Paso Energy's
web site at www.epenergy.com.
# # #
Contacts:
Media Relations: Russ Roberts
(713) 420-5435
Investor Relations: Scott Vonderheide
(713) 420-4527
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Some information included in this document may be forward looking and may
involve risks and uncertainties, including general economic and competitive
conditions that could significantly impact expected results. Reference should be
made to the Company's (and its affiliates') Securities and Exchange Commission
filings for important factors that may affect actual results.
