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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: July 26, 1999
(Date of earliest event reported: July 22, 1999)
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
On July 22, 1999, El Paso Energy Corporation released earnings for the
second quarter and six months ended June 30, 1999. A copy of the press release
is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
c) Exhibits:
EXHIBIT
NUMBER DESCRIPTION
99.1 - Press release dated July 22, 1999
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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
(Chief Accounting Officer)
Date: July 26, 1999
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
Number Description
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<S> <C> <C>
99.1 - Press release dated July 22, 1999
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EXHIBIT 99.1
[EL PASO ENERGY LETTERHEAD]
FOR IMMEDIATE RELEASE
EL PASO ENERGY CORPORATION REPORTS
RECORD SECOND QUARTER EARNINGS BEFORE MERGER CHARGES
HOUSTON, TEXAS, JULY 22, 1999--El Paso Energy Corporation (NYSE:EPG) reported
record diluted earnings per share of $0.74 before merger charges, compared to
second quarter 1998 diluted earnings per share of $0.45. Charges in the second
quarter related to the merger with Sonat Inc. were approximately $126 million
pretax, $83 million aftertax, or $0.70 per share. These charges included $120
million for the accelerated amortization of certain employee benefit plans when
El Paso's stockholders approved the merger with Sonat Inc., as well as $6
million of various merger-related legal, accounting, and financial advisory
costs.
El Paso also had a second quarter gain of $19 million pretax, $13 million
aftertax, or $0.11 per share, from the sale of El Paso Field Services Company's
interest in the Viosca Knoll Gathering System to Leviathan Gas Pipeline
Partners, L.P. Consolidated earnings before interest expense and income taxes
(EBIT) for the second quarter, excluding both the merger charges and the gain,
totaled $205 million. Comparable EBIT in the year-ago quarter totaled $149
million.
"This quarter's results exceeded our expectations. They represent the tenth
consecutive quarter-to-quarter favorable comparison and a 40-percent growth
(excluding the merger charges and the Viosca Knoll gain) over the corresponding
quarter of 1998. All of this is a result of the continued solid performance of
each of our business segments," said William A. Wise, president, chairman, and
chief executive officer of El Paso Energy. "The special charges recorded during
this quarter are related to our pending merger with Sonat. Our stockholders'
recent overwhelmingly positive approval of the merger represents a key milestone
in this process, and we remain on target to complete the transaction in late
September or early October of this year."
-more-
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EL PASO ENERGY REPORTS RECORD
SECOND QUARTER EARNINGS BEFORE MERGER CHARGES
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For the first six months of 1999, diluted earnings per share totaled
$1.23, adjusted for both the merger charges and the gain recorded in the second
quarter, as well as the cumulative effect of an accounting change implemented
in the first quarter. Diluted earnings per share for the first six months of
1998 totaled $0.92. Adjusted consolidated EBIT for the six months totaled $395
million compared to $312 million in the year-ago period.
SECOND QUARTER BUSINESS SEGMENT RESULTS
Tennessee Gas Pipeline Company reported second quarter EBIT of $113
million compared to $72 million a year ago. The results included the resolution
of certain regulatory matters accomplished during the quarter. Tennessee system
throughput in the quarter averaged 4,790 billion British thermal units per day
(BBtu/d).
El Paso Natural Gas Company reported second quarter EBIT of $54 million
compared to $57 million in 1998. El Paso's second quarter 1999 throughput
averaged 3,939 BBtu/d, up 2 percent from the year-ago quarter due primarily to
increased gas demand for electric generation in California.
El Paso Field Services Company reported second quarter EBIT of $36 million
compared to $17 million in 1998, including the $19 million gain from the sale
of Viosca Knoll. Gathering and treating volumes averaged 4,495 BBtu/d, up 8
percent from the year-ago quarter, while processing volumes averaged 1,131
BBtu/d, a 9-percent increase.
El Paso Energy Marketing Company and El Paso Power Services Company
together reported EBIT of $6 million for the second quarter of 1999 compared to
reported break-even results in 1998. Marketed gas volumes in the quarter
averaged 3,322 BBtu/d, consistent with year-ago levels, while average marketed
power volumes rose 52 percent to 18,003 thousand megawatt hours.
El Paso Energy International Company reported second quarter EBIT of $16
million compared to $9 Million in 1998. The increase was largely due to the
contribution from the company's interest in East Asia Power Resources Company
in the Philippines and from generation plants in Mexico and Brazil, which
recently commenced operations.
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EL PASO ENERGY REPORTS RECORD
SECOND QUARTER EARNINGS BEFORE MERGER CHARGES
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With over $10 billion in assets, El Paso Energy Corporation provides
energy solutions through its strategic business units: Tennessee Gas Pipeline
Company, El Paso Natural Gas Company, El Paso Field Services Company, El Paso
Power 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 natural gas
transmission, gas gathering and processing, power generation, energy marketing,
and international energy infrastructure development. On June 10, the
stockholders of both El Paso Energy and Sonat Inc. overwhelmingly voted in
favor of merging the two organizations. The merger is expected to close in the
third or fourth quarter this year, concurrent with the completion of regulatory
reviews. Visit El Paso Energy's web site at www.epenergy.com.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This release includes forward-looking statements and projections, made in
reliance on the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. The company has made every reasonable effort to ensure that
the information and assumptions on which these statements and projections are
based are current, reasonable, and complete. However, a variety of factors
could cause actual results to differ materially from the projections,
anticipated results or other expectations expressed in this release. While the
company makes these statements and projections in good faith, neither the
company nor its management can guarantee that the anticipated future results
will be achieved. Reference should be made to the company's (and its
affiliates') Securities and Exchange Commission filings for additional important
factors that may affect actual results.
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EL PASO ENERGY CONTACTS:
Media Relations: Paula Delaney (713) 420-6885
Investor Relations: Bridget McEvoy (713) 420-5597
