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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: April 4, 2000
(Date of earliest event reported: March 20, 2000)
EL PASO ENERGY PARTNERS, L.P.
(Exact name of registrant as specified in the charter)
Delaware 1-11680 76-0396023
(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
Item 2. Acquisitions or Dispositions of Assets.
On March 20, 2000, El Paso Energy Partners, or the
Partnership, completed its acquisition of the El Paso
Intrastate-Alabama pipeline system, a natural gas gathering
system in the coal seam producing regions of Alabama, for
total cash consideration of $26.4 million from a subsidiary
of El Paso Energy Corporation. This transaction was
accounted for using the purchase method of accounting. El
Paso Energy, through its subsidiaries, owns an effective
34.5 percent economic interest in the Partnership, including
a one percent general partner interest and an approximate
one percent non-managing member interest in certain of the
Partnership's subsidiaries.
Item 7.Financial Statements and Exhibits.
(a) Pro forma financial statements and required audited
financial statements will be included by amendment.
(b) Exhibits.
99.1 Press release issued by El Paso Energy Partners, L.P.
on April 4, 2000
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 PARTNERS, L.P.
By: /s/ D. Mark Leland
---------------------------
D. Mark Leland
Vice President and Controller
Date: April 4, 2000
EXHIBIT INDEX
Exhibit Number Description
99.1 Press release dated April 4, 2000
EXHIBIT 99.1
[Logo] El Paso Energy Partners NEWS
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El Paso Energy Partners, L.P. Contact: Keith B. Forman
P.O. Box 2511 Chief Executive Officer
Houston, Texas 77252-2511 Office: (713) 420-5218
Fax: (713) 420-5477
FOR IMMEDIATE RELEASE
EL PASO ENERGY PARTNERS COMPLETES
ACQUISITION OF ALABAMA INTRASTATE PIPELINE
HOUSTON, TEXAS, APRIL 4, 2000-El Paso Energy Partners, L.P. (NYSE:EPN)
announced today that it has completed the purchase of El Paso
Intrastate-Alabama Inc. (EPIA) for $26.4 million in cash from El Paso
Energy Corporation (NYSE:EPG). EPIA owns and operates over 450 miles
of pipelines and related compression facilities and is the leading
natural gas gatherer in the Black Warrior Basin in western Alabama.
The acquisition represents El Paso Energy Partners' first major onshore
asset purchase pursuant to the new strategy, announced late last year,
that outlined the partnership's intention to aggressively seek
strategic onshore midstream growth opportunities.
EPIA was acquired by El Paso Energy Corporation through its
October 1999 merger with Sonat Inc. The system is strategically
located to gather and transport coal bed methane production as well as
conventional natural gas supplies for redelivery to regional local
distribution companies, municipalities in western Alabama, Tennessee
Gas Pipeline, which serves the northeast United States, and Southern
Natural Gas, which serves the southeast United States. The system has
current throughput of approximately 150 Mmcf/d from 27 producers. El
Paso Production Company, a subsidiary of El Paso Energy Corporation, is
the largest producer on the system and is currently engaged in an
aggressive coal seam development program. To support that growth, El
Paso Energy Partners will expand the system with a $2.5 million capital
project including the installation of approximately 4,200 horsepower of
new field compression to lower wellhead pressures and increase
production. This compression and expansion project is similar to El
Paso's global compression project, completed in the San Juan basin in
1998, and is expected to increase system volumes by 40 Mmcf/d within
the next two years.
"We are pleased to have completed our first onshore acquisition
toward the goal of diversifying and growing the sources of the
Partnership's cash flow," said Robert G. Phillips, chief executive
officer of El Paso Energy Partners, L.P. "The characteristics of EPIA
are identical to those we have targeted for future growth; they are fee-
based businesses with both long-lived economics and growth prospects.
We will continue to look for investments of this kind, which fit the
partnership profile and leverage off our general partners' nationwide
assets and aggressive growth strategy. This acquisition, the full
effect of which will be recorded in our second quarter results, will
immediately contribute to higher cash flow per unit as well as
earnings."
El Paso Energy Partners, L.P. is a publicly owned master limited
partnership that serves as one of El Paso Energy Corporation's primary
vehicles for the acquisition and development of midstream energy
infrastructure assets both onshore and offshore. The partnership
operates or has interests in eight natural gas pipeline systems located
offshore Louisiana and Texas as well as a 36-percent interest in the
Poseidon Oil Pipeline, a crude oil system designed to serve new
developments in the subsalt and Deepwater areas of the Gulf of Mexico.
El Paso Energy Corporation owns the general partner of El Paso Energy
Partners and owns an effective 34.5-percent economic interest in the
partnership.
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. El Paso Energy Partners,
L.P. 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, oil and natural gas prices, continued
drilling, exploration and production activity in the areas of the Gulf
of Mexico served by El Paso Energy Partners; and successful
negotiation of customer contracts on its pipelines and platforms.
While the partnership makes these statements and projections in good
faith, neither the partnership nor its management can guarantee that
the anticipated future results will be achieved. Reference should be
made to El Paso Energy Partners' (and its affiliates') Securities and
Exchange Commission filings for additional important factors that may
affect actual results.
# # #
Contacts:
Public Relations Investor Relations
Norma F. Dunn Bruce L. Connery
Senior Vice President Vice President
Office: (713) 420-3750 Office: (713) 420-5855
Fax: (713) 420-3632 Fax: (713) 420-4417