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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: October 26, 1999
(Date of earliest event reported: October 25, 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
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On October 25, 1999, El Paso Energy Corporation
and Sonat Inc. announced that they had completed
their $6 billion merger.
A copy of the October 25, 1999 press release is
attached hereto as Exhibit 99.1 and is incorporated
herein by reference.
Item 7. Financial Statements and Exhibits
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c) Exhibits:
Exhibit Number Description
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99.1 Press release dated October 25, 1999
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
hereunto duly authorized.
EL PASO ENERGY CORPORATION
By: /s/ Jeffrey I. Beason
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Jeffrey I. Beason
Sr. Vice President
and Controller
(Chief Accounting Officer)
Date: October 26, 1999
EXHIBIT INDEX
Exhibit Number Description
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99.1 Press release dated October 25, 1999
EXHIBIT 99.1
EL PASO
ENERGY [LOGO] NEWS
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El Paso Energy Corporation
P.O. Box 2511
Houston, Texas 77252-2511
FOR IMMEDIATE RELEASE
EL PASO ENERGY CORPORATION AND SONAT INC. COMPLETE MERGER,
CREATE THE LARGEST NATURAL GAS PIPELINE SYSTEM IN NORTH AMERICA
HOUSTON, TEXAS, OCTOBER 25, 1999-El Paso Energy Corporation (NYSE:EPG)
and Sonat Inc. (NYSE:SNT) completed their $6 billion merger today. As
previously announced, El Paso Energy has agreed to divest its 100-percent
ownership in East Tennessee Natural Gas Company, Sonat's 100-percent
ownership of Sea Robin Pipeline Company, and Sonat's one-third interest
in Destin Pipeline Company, L.L.C. following the merger.
Today's transaction creates a natural gas transmission system
comprising over 40,000 miles, the largest natural gas transmission
system in North America, both in terms of throughput and miles of
pipeline. El Paso Energy's pipeline systems will transport 12.4
billion cubic feet of natural gas-fully one quarter of the natural gas
volumes transported in the United States each day.
"El Paso Energy has experienced tremendous growth since going
public in 1992," said William A. Wise, president and chief executive
officer of El Paso Energy. "From approximately $1 billion in assets
seven years ago, we have built a company with an asset value in excess
of $15 billion-an achievement recognized by Fortune magazine, which
recently named El Paso Energy to its list of the 100 Fastest Growing
Companies in America. We are proud of our success and what it means
for our shareholders. El Paso and Sonat have geographically
complementary energy assets, similar operating strategies, and a
results-oriented work force. These factors will support a smooth
transition as we write the next chapter in our corporate history."
El Paso Energy offers a comprehensive array of energy services,
including natural gas transmission, merchant services, field services,
gas and oil production, and international energy infrastructure
development. Interstate natural gas transmission services will be
provided by the Eastern Pipeline Group and El Paso Natural Gas Company.
The Eastern Pipeline Group is comprised of Tennessee Gas Pipeline
Company, subsidiary Midwestern Gas Transmission, and Southern Natural
Gas Company. The Eastern Pipeline Group represents 30,000 miles of
pipeline serving dynamic market areas in the eastern half of the United
States. El Paso Natural Gas Company and its subsidiary Mojave Pipeline
Company include 10,200 miles of pipeline transporting natural gas from
New Mexico, Texas, Oklahoma, and Colorado to markets in California, the
southwestern United States, and northern Mexico.
The Production, Power, and Gas group integrates El Paso's
production, power generation, and merchant activities. The group
consists of two companies-El Paso Merchant Energy Company, which
manages El Paso Energy's merchant and power generation activities, and
the newly formed El Paso Production Company, which is focused on
profitably managing the company's oil and natural gas reserves.
El Paso Merchant Energy owns or has interests in 5,500 megawatts of
power generation and is a top-ranked natural gas and power marketer.
El Paso Production currently has 1.4 trillion cubic feet equivalent of
domestic natural gas reserves.
El Paso Field Services Company will continue providing midstream
services to the production community. El Paso Field Services manages
the company's non-regulated gathering, processing, and intrastate
transmission business and serves as general partner of Leviathan Gas
Pipeline Partners, L.P., the largest gatherer of natural gas in the
Gulf of Mexico. In addition, the company provides producer financing
through its recent acquisition of EnCap Investments L.C. El Paso Field
Services owns and operates approximately $1.7 billion in assets
including 60 pipeline systems, 16 processing plants, and 8 offshore
platforms.
The development of international energy projects will remain under
El Paso Energy International Company. The company currently holds
interests in assets on five continents, including approximately 4,500
miles of pipeline and 7,600 megawatts of power generation.
Extensive pre-closing preparations will enable the companies'
businesses to be integrated promptly. "El Paso has an extremely
successful track record of integrating new assets into our existing
holdings-a track record we will continue to uphold as we combine the
El Paso and Sonat holdings following this merger," said Mr. Wise. "The
exploration and production assets acquired through the merger will
provide added flexibility for both our pipeline and power generation
facilities. To complete our integration strategy, El Paso will
continue developing and acquiring power generation facilities, many on
or near our pipeline systems, to maximize throughput on our
transmission systems. Additionally, our field services segment will
gather and transport the necessary supplies to interstate pipelines,
and we will continue to export our pipeline and power expertise to the
international marketplace."
The combined company will retain the El Paso Energy Corporation
name and be headquartered in Houston, Texas. The headquarters of
Southern Natural Gas Company will remain in Birmingham, Alabama, and
El Paso Natural Gas Company will remain in El Paso, Texas. William A.
Wise, previously chairman, president and chief executive officer of
El Paso Energy, will continue as president and chief executive officer
of the new company. Ronald L. Kuehn, Jr., who has been chairman,
president, and chief executive officer of Sonat, is now the chairman of
the board for the combined company until December 31, 2000. El Paso
Energy will replace Sonat Inc. in the Standard & Poor's 500 Index
following the merger.
For additional information on today's merger, including an
electronic press kit, visit El Paso Energy's web site at
www.epenergy.com. A video news release is also available. Times and
coordinates for the video news release are as follows:
Feed Date: Monday, October 25, 1999, Feed Time: 3:15-3:30 PM ET
Coordinates: C-Band: Telstar 6 (C)/Transponder 8 /Audio 6.2 and 6.8
Re-Feed Date: Tuesday, October 26, 1999, Re-Feed Time: 10:45-11:00 AM ET
Coordinates: C-Band: Telstar 4 (C) /Transponder 23 /Audio 6.2 and 6.8
Format: Pkg, SOTs, B-roll. For technical information on the video
news release, contact Medialink at 212-682-8300 or 800-843-0677.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
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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.
# # #
Contacts:
Investor Relations: Public Relations:
Bruce L. Connery Norma F. Dunn
Vice President Senior Vice President
Office: 713-420-5855 Office: 713-420-3750
Fax: 713-420-4417 Fax: 713-420-3632
