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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: December 2, 2002
(Date of Earliest Event Reported: December 2, 2002)
EL PASO ENERGY PARTNERS, L.P.
(Exact name of Registrant as specified in its charter)
Delaware 1-11680 76-00396023
(State or other (Commission File (I.R.S. Employer
jurisdiction of Number) Identification No.)
incorporation)
4 Greenway Plaza
Houston, Texas 77046
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (832) 676-2600
Item 5. Other Events
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El Paso Energy Partners, L.P. announced that it has completed its
acquisition of the San Juan assets from El Paso Corporation. A
copy of our 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
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99.1 Press Release dated December 2, 2002
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.
EL PASO ENERGY PARTNERS, L.P.
By: El Paso Energy Partners Company
Its General Partner
By: /s/ D. Mark Leland
-------------------------
D. Mark Leland
Senior Vice President and
Controller
(Principal Accounting Officer)
Date: December 2, 2002
EXHIBIT INDEX
Exhibit Number Description
- -------------- -----------
99.1 Press Release dated December 2, 2002.
EXHIBIT 99.1
El Paso Energy Partners NEWS
El Paso Energy Partners, L.P.
P.O. Box 2511
Houston, Texas 77252-2511
For Immediate Release
El Paso Energy Partners Announces Completion of San Juan Basin
Assets Acquisition
HOUSTON, TEXAS, December 2, 2002-El Paso Energy Partners, L.P.
(NYSE:EPN) announced that it has completed its acquisition of
the San Juan assets from El Paso Corporation (NYSE:EP). EPN paid
$782 million for the assets, which include the natural gas
gathering, processing and treating assets located in the San
Juan Basin of New Mexico, natural gas liquids (NGL)
transportation and fractionation assets located in south Texas,
and the Typhoon oil and natural gas pipelines located in the
Deepwater Trend of the Gulf of Mexico. The purchase price was
funded by the issuance of 10.9 million Series C equity units to
El Paso Corporation, the private placement of $200 million of
10.63 percent senior subordinated notes due 2012 representing
$195 million in net proceeds, and $238 million under a new
senior secured credit facility that matures in May 2004.
"We are thrilled to close this acquisition and add these
valuable businesses to the partnership's stable of diversified,
long lived, solid cash flow generating assets," said Robert G.
Phillips, chairman and chief executive officer of El Paso Energy
Partners. "This asset package, anchored by the 5,300 mile San
Juan Basin gathering system, continues to further diversify our
cash flow mix and adds another major midstream asset to the
partnership. Additionally, the Typhoon system integrates well
with our Marco Polo project, and the natural gas liquids assets
in southeastern Texas will complement our existing Texas NGL and
fractionation business. We expect these assets to contribute
between $115 million and $125 million of cash flow to our full
year 2003 results or approximately $0.20 per unit of
distributable cash flow. We are also pleased that we were able
to put together a comprehensive financing package which
immediately enhances our balance sheet by decreasing our pro
forma September 2002 debt to total capital ratio to 65 percent
from 69 percent. This transaction culminates the most
significant year of growth in the partnership's history with
approximately $1.5 billion in acquisitions and announced
deepwater growth projects totaling gross capital expenditures of
approximately $800 million. We expect the acquisitions and
deepwater projects to generate substantial growth for the
partnership in 2003 and beyond."
El Paso Energy Partners, L.P. is one of the largest publicly
traded master limited partnerships with interests in a
diversified set of midstream assets, including onshore and
offshore natural gas and oil pipelines; offshore production
platforms; natural gas storage and processing facilities; and
natural gas liquids fractionation, transportation, storage and
terminal assets. Visit El Paso Energy Partners on the Web at
www.elpasopartners.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
partnership 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
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 the partnership's (and
its affiliates') Securities and Exchange Commission filings
for additional important factors that may affect actual
results.
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Contacts:
Communications and
Government Affairs Investor Relations
Norma F. Dunn Sandra M. Ryan
Senior Vice President Director
Office: (713) 420-3750 Office: (832) 676-5371
Fax: (713) 420-3632 Fax: (832) 676-1195