As filed with the Securities and Exchange Commission on January 24, 2000
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(A)
OF THE SECURITIES EXCHANGE ACT OF 1934
Filed by the Registrant {x}
Filed by a Party other than the Registrant {_}
Check the appropriate box:
{_} Preliminary Proxy Statement
{_} Confidential, for Use of the Commission Only (as permitted by Rule
14a-6(e)(2))
{_} Definitive Proxy Statement
{_} Definitive Additional Materials
{x} Soliciting Material Under Rule 14a-12
THE COASTAL CORPORATION
-----------------------------------------
(Name of Registrant as Specified in Its Charter)
-----------------------------------------
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
Payment of Filing Fee (Check the appropriate box):
{x} No fee required.
{_} Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transaction applies:
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):
(4) Proposed maximum aggregate value of transactions:
(5) Total fee paid:
{_} Fee paid previously with preliminary materials.
{_} Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number,
or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid: ______________________________________________
<PAGE>
(2) Form, Schedule or Registration Statement No.: ____________________
(3) Filing Party: ____________________________________________________
(4) Date Filed: ______________________________________________________
The press release and analysts' presentation described below may be
deemed to be solicitation materials in respect of the proposed merger of El Paso
Merger Company ("Merger Sub"), a wholly-owned subsidiary of El Paso Energy
Corporation ("El Paso"), with and into The Coastal Corporation ("Coastal"),
pursuant to an Agreement and Plan of Merger, dated as of January 17, 2000, by
and among Coastal, El Paso and Merger Sub (the "Merger Agreement"). A joint
press release announcing the execution of the Merger Agreement was issued on
January 18, 2000 and is attached hereto as Exhibit 99.1. A presentation by
analysts on January 19, 2000 that relates to the proposed merger is attached
hereto as Exhibit 99.2. This filing is being made in connection with Regulation
of Takeovers and Security Holder Communications (Release No. 33-7760, 34-42055)
promulgated by the Securities and Exchange Commission ("SEC") which became
effective today.
INVESTORS ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS WHICH WILL
BE INCLUDED IN THE REGISTRATION STATEMENT ON FORM S-4 TO BE FILED WITH THE SEC
IN CONNECTION WITH THE PROPOSED MERGER BECAUSE IT WILL CONTAIN IMPORTANT
INFORMATION. AFTER IT IS FILED WITH THE SEC, THE PROXY STATEMENT/PROSPECTUS WILL
BE AVAILABLE FOR FREE ON THE SEC'S WEB SITE (WWW.SEC.GOV), FROM COASTAL'S OFFICE
OF THE CORPORATE SECRETARY AND FROM EL PASO'S OFFICE OF INVESTOR RELATIONS. IN
ADDITION, THE IDENTITY OF THE PEOPLE WHO, UNDER SEC RULES, MAY BE CONSIDERED
PARTICIPANTS IN THE SOLICITATION OF COASTAL'S AND EL PASO'S SHAREHOLDERS IN
CONNECTION WITH THE PROPOSED MERGER, AND A DESCRIPTION OF THEIR INTERESTS, IS
AVAILABLE IN SEC FILINGS UNDER SCHEDULE 14A MADE BY COASTAL AND EL PASO ON
JANUARY 18, 2000.
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
99.1 Press Release dated January 18, 2000 (incorporated by
reference to Exhibit 99.1 of Form 8-K filed by El Paso
Energy Corporation on January 18, 2000).
99.2 Analysts' Presentation relating to the proposed merger of El
Paso Merger Company, a wholly-owned subsidiary of El Paso
Energy Corporation, with and into The Coastal Corporation
(incorporated by reference to Exhibit 99.1 of Form 8-K/A
filed by El Paso Energy Corporation on January 20, 2000).
