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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES
EXCHANGE ACT OF 1934 (AMENDMENT NO. )
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Filed by a Party other than the Registrant [ ]
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[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by
Rule14a-6(e)(2))
[ ] Definitive Proxy Statement
[ ] Definitive Additional Materials
[X] Soliciting Material Pursuant to Rule 14a-12
EL PASO CORPORATION
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(Name of Registrant as Specified in its Charter)
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EL PASO CORPORATION ANNOUNCES CLOSINGS
OF $1.2-BILLION FINANCING AND $500-MILLION ASSET SALE
HOUSTON, TEXAS, MARCH 13, 2003--El Paso Corporation (NYSE:EP) today
announced that it completed a major financing and closed the sale of its
Mid-Continent natural gas and oil reserves to Chesapeake Energy Corporation
(NYSE:CHK).
Today, El Paso closed a $1.2-billion two-year secured loan and used the
proceeds to retire the approximately $825-million net balance of the
Trinity River financing. This is an important step to simplify El Paso's
balance sheet and provide the company with significant additional
flexibility and liquidity. As previously disclosed, the cash generated from
the assets that had supported Trinity River was restricted so that El Paso
did not have full access to these funds. The new $1.2-billion loan has
scheduled maturities of $300 million in June 2004, $300 million in
September 2004, and the $600-million balance in March 2005. It is secured
by a portion of the production properties that previously supported Trinity
River. The loan was upsized to $1.2 billion from an originally planned $1
billion.
With the sale of the Mid-Continent properties for $500 million, El Paso has
now signed agreements for or closed approximately 45 percent, or $1.5
billion, of the $3.4 billion of non-core asset sales the company expects in
2003. The asset sales and financing activities support El Paso's previously
announced 2003 five-point business plan, which includes exiting non-core
businesses quickly but prudently and strengthening and simplifying the
balance sheet while maximizing liquidity.
El Paso will use the net proceeds from these transactions along with cash
on hand to retire the $1-billion Limestone Electron notes on the scheduled
Monday, March 17, 2003 maturity.
El Paso Corporation is the leading provider of natural gas services and the
largest pipeline company in North America. The company has core businesses
in production, pipelines, midstream services, and power. El Paso
Corporation, rich in assets and fully integrated across the natural gas
value chain, is committed to developing new supplies and technologies to
deliver energy. For more information, visit www.elpaso.com.
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, including, without limitation, our ability to attract and retain
qualified members of the Board of Directors; the successful recruitment and
retention of a qualified CEO; the successful implementation of the 2003
operational and financial plan; actions by the credit rating agencies; the
successful close of financing transactions; our ability to successfully
exit the energy trading business; our ability to divest of certain non-core
assets; changes in commodity prices for oil, natural gas, and power;
general economic and weather conditions in geographic regions or markets
served by El Paso Corporation and its affiliates, or where operations of
the company and its affiliates are located; the uncertainties associated
with governmental regulation; political and currency risks associated with
international operations of the company and its affiliates; inability to
realize anticipated synergies and cost savings associated with
restructurings and divestitures on a timely basis; difficulty in
integration of the operations of previously acquired companies,
competition, and other factors described in the company's (and its
affiliates') Securities and Exchange Commission filings. While the company
makes these statements and projections in good faith, neither the company
nor its management can guarantee that anticipated future results will be
achieved. Reference must be made to those filings for additional important
factors that may affect actual results.
ADDITIONAL IMPORTANT INFORMATION
Prior to its 2003 annual meeting, El Paso will furnish to its shareholders
El Paso's definitive proxy statement relating to this meeting, together
with a WHITE proxy card. Shareholders are strongly advised to read this
proxy statement when it becomes available, as it will contain important
information.
Shareholders will be able to obtain El Paso's proxy statement, any
amendments or supplements to the proxy statement and any other documents
filed by El Paso with the Securities and Exchange Commission for free at
the Internet website maintained by the Securities and Exchange Commission
at www.sec.gov. Copies of the proxy statement and any amendments and
supplements to the proxy statement will also be available for free at El
Paso's Internet Web site at www.elpaso.com or by writing to El Paso
Corporation, Investor Relations, PO Box 2511, Houston, TX 77252. In
addition, copies of the proxy materials may be requested by contacting our
proxy solicitor, MacKenzie Partners, Inc. at (800) 322-2885 Toll-Free or by
email at proxy@mackenziepartners.com.
To the extent that individual customers, independent industry researchers,
financial analysts, or El Paso commissioned research, are quoted herein, it
is El Paso's policy to use reasonable efforts to verify the source and
accuracy of the quote. El Paso has not, however, sought or obtained the
consent of the quoted source to the use of such quote as proxy soliciting
material. This document may contain expressions of opinion and belief.
Except as otherwise expressly attributed to another individual or entity,
these opinions and beliefs are the opinions and beliefs of El Paso.
Information regarding the names, affiliation and interests of individuals
who may be deemed participants in the solicitation of proxies of El Paso's
shareholders is contained in a Schedule 14A filed by El Paso with the
Securities and Exchange Commission on February 18, 2003.
CONTACTS
Communications and Government Affairs
Norma F. Dunn, Senior Vice President
Office: (713) 420-3750
Fax: (713) 420-3632
Investor Relations
Bruce L. Connery, Vice President
Office: (713) 420-5855
Fax: (713) 420-4417
Alternate Contacts
Joele Frank/Dan Katcher
Joele Frank, Wilkinson Brimmer Katcher
Office: (212) 355-4449
Fax: (212) 355-4554