Knight Inc. Announces Preliminary Results and Early Settlement for Its Debt Tender...
Knight Inc. Announces Preliminary Results and Early Settlement for Its Debt Tender Offer
HOUSTON--(Business Wire)--
Knight Inc. (formerly Kinder Morgan, Inc.), a Kansas corporation
(the "Company"), announced today the preliminary results for its
previously announced offer to purchase up to $1,600,000,000 aggregate
purchase amount of the debt securities of the Company and certain of
its affiliates listed on the following table (the "Notes"). The terms
and conditions of the tender offer are set forth in the Company's
Offer to Purchase dated February 21, 2008 (the "Offer to Purchase")
and the related Letter of Transmittal. At 5:00 p.m., New York City
time, on March 5, 2008 (the "Early Tender Date") the right of holders
of Notes to receive the Early Tender Premium (as defined in the Offer
to Purchase) for valid tender of the Notes and the right to withdraw
any previously tendered Notes terminated. Due to the high level of
participation of holders in the tender offer which is subject to the
Maximum Tender Offer Amount (as defined in the Offer to Purchase), the
Company will not be able to purchase any of the tendered Notes with an
acceptance priority level of 4, 5 or 6. Accordingly, Notes in those
priority levels that have been tendered to the Company will be
promptly returned to holders.
The following table lists, for each series of the Notes, the
aggregate principal amount outstanding, the acceptance priority level
and the principal amount tendered as of the Early Tender Date. Also
listed is the total consideration to be paid for each series of First
Priority Notes (as defined in the Offer to Purchase) on the Initial
Settlement Date (as defined below) to holders who tendered First
Priority Notes on or before the Early Tender Date.
-0-
*T
Aggregate
Principal
CUSIP Amount
Number Issuer Title of Security Outstanding
----------------------------------------------------------------------
First Priority Notes:
----------------------------------------------------------------------
482588AC4 K N Capital Trust I 8.560% Series B $100,000,000
Capital Trust Pass-
Through Securities
due 2027
482917AA9 K N Capital Trust III 7.630% Capital $175,000,000
Securities due 2028
482620AX9 K N Energy, Inc. 7.450% Senior $150,000,000
Debentures due 2098
482620AW1 K N Energy, Inc. 7.250% Senior $493,000,000
Debentures due 2028
482620AS0 K N Energy, Inc. 6.670% Debentures due $150,000,000
2027
49455WAF3 Kinder Morgan Finance 6.400% Senior Notes $550,000,000
Company, ULC due 2036
----------------------------------------------------------------------
Maximum Tender Offer Notes:
482620AN1 K N Energy, Inc. 6.500% Debentures due $30,000,000
2013
494553AB6 Kinder Morgan, Inc. 6.500% Senior Notes $1,000,000,000
494553AA8 due 2012
49455WAD8 Kinder Morgan Finance 5.700% Senior Notes $850,000,000
49455WAC0 Company, ULC due 2016
C49355AB3
49455WAB2 Kinder Morgan Finance 5.350% Senior Notes $750,000,000
Company, ULC due 2011
494553AC4 Kinder Morgan, Inc. 5.150% Senior Notes $250,000,000
due 2015
----------------------------------------------------------------------
Principal Total
Amount Consideration
Acceptance Tendered as to be Paid on
CUSIP Priority of Early Initial
Number Level Tender Date Settlement
----------------------------------------------------------------------
First Priority Notes:
----------------------------------------------------------------------
482588AC4 1 $86,343,000 $86,343,000
482917AA9 1 $159,905,000 $148,711,650
482620AX9 1 $124,004,000 $114,083,680
482620AW1 1 $460,831,000 $460,831,000
482620AS0 1 $142,954,000 $137,235,840
49455WAF3 1 $513,463,000 $464,684,015
----------------------------------------------------------------------
Maximum Tender Offer Notes:
482620AN1 2 $18,857,000 N/A
494553AB6 3 $855,974,000 N/A
494553AA8 $4,500,000
49455WAD8 4 To Be N/A
49455WAC0 Returned to
C49355AB3 Holders
49455WAB2 5 To Be N/A
Returned to
Holders
494553AC4 6 To Be N/A
Returned to
Holders
----------------------------------------------------------------------
*T
The tender offer will expire at 12:00 midnight, New York City
time, on March 19, 2008 (the "Expiration Date"), unless extended, and
Notes may be validly tendered until such time. Holders validly
tendering Notes after the Early Tender Date will be eligible to
receive only the applicable tender offer consideration and not the
applicable Early Tender Premium. Holders tendering Notes with an
acceptance priority level of 4, 5 or 6 will not be accepted for
payment by the Company and such Notes should not be tendered to the
Company in this tender offer.
The payment date for First Priority Notes validly tendered on or
before the Early Tender Date will be on or before the third business
day following the Early Tender Date, and is currently expected to be
March 6, 2008 (the "Initial Settlement Date"). In addition, notes with
an acceptance priority level of 4, 5 or 6 that have been tendered to
the Company will be returned to their respective holders on the
Initial Settlement Date. The payment date for First Priority Notes
validly tendered after the Early Tender Date but on or before the
Expiration Date as well as the payment date for all Maximum Tender
Offer Notes (as defined in the Offer to Purchase) validly tendered on
or before the Expiration Date, will be on or before the third business
day following the Expiration Date and currently is expected to be
March 24, 2008. In addition to the applicable total consideration or
tender offer consideration, as the case may be, accrued and unpaid
interest up to, but not including, the applicable payment date will be
paid in cash on all validly tendered Notes accepted for purchase in
the tender offer.
Citi and Merrill Lynch & Co. are acting as dealer managers for the
tender offer. The information agent and depositary for the tender
offer is Global Bondholders Services Corporation. The tender offer is
made only by the Offer to Purchase and the related Letter of
Transmittal, and the information in this news release is qualified by
reference to such documents. Persons with questions regarding the
tender offer should contact Citi at (212) 723-6106 (collect) or (800)
558-3745 (toll-free) or Merrill Lynch & Co. at (212) 449-4914
(collect) or (888) 654-8637 (toll-free). Requests for copies of the
Offer to Purchase and Letter of Transmittal should be directed to
Global Bondholders Services Corporation at (212) 430-3774 or (866)
470-4200 (toll-free).
This release is for informational purposes only and is neither an
offer to purchase nor a solicitation of an offer to sell the Notes.
The tender offer to buy the Notes is only being made pursuant to the
Offer to Purchase and the related Letter of Transmittal. The tender
offer is not being made to noteholders in any jurisdiction in which
the making or acceptance thereof would not be in compliance with the
securities, blue sky or other laws of such jurisdiction. In any
jurisdiction in which the tender offer is required to be made by a
licensed broker or dealer, it shall be deemed to be made by the dealer
managers on behalf of the Company.
About Knight Inc.
The Company, together with its consolidated subsidiaries, is a
large energy transportation and storage company, operating or owning
an interest in approximately 37,000 miles of pipelines and
approximately 165 terminals. The Company has both regulated and
nonregulated operations. We also own the general partnership interest
and a significant limited partnership interest in Kinder Morgan Energy
Partners, L.P., a publicly traded pipeline limited partnership.
Forward Looking Statements. This news release includes
forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended. Although the Company believes that
its expectations are based on reasonable assumptions, it can give no
assurance that such assumptions will materialize. Important factors
that could cause actual results to differ materially from those in the
forward-looking statements herein are enumerated in the Company's Form
10-K and Forms 10-Q as filed with the Securities and Exchange
Commission (the "SEC").
All subsequent written and oral forward-looking statements
attributable to the Company, or persons acting on the Company's
behalf, are expressly qualified in their entirety by these cautionary
statements. Given the risks and uncertainties, the public is cautioned
not to place undue reliance on the forward-looking statements that may
be made in this news release. The Company undertakes no obligation to
publicly update or revise any forward-looking statements to reflect
current or future events or circumstances, except as otherwise
required by law. You are advised, however, to consult any additional
disclosures that the Company makes in its Form 10-K, Form 10-Q and
Form 8-K reports to the SEC. Other factors besides those listed here
could also adversely affect the Company.
Knight Inc.
Larry Pierce, 713-369-9407 (Media Relations)
Mindy Mills, 713-369-9490 (Investor Relations)
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