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Kinder Morgan, Inc. (KMI)
$14.6B Leveraged Buyout
Summary
|
 Energy
pipeline company in management-led buyout
Initial
offer of $100 per share was increased to $107.50
- Offer by CEO and other executives
-
Richard Kinder is CEO and an 18% stockholder
-
Fayez Sarofim is a 1.8% stockholder
-
Ownership table
- Offer backed by private equity firms
- Goldman Sachs Capital Partners
- AIG
- Carlyle Group
- Riverstone Holdings
$100
per share offer proposed
5.28.06
- $2.8B executive equity
- $4.5B from private equity firms
- $14.5B debt
Special
committee appointed 6.13.06
- Company forms special committee
- Company forms special committee
- Financial: Morgan Stanley - Blackstone
- Legal: Skadden
- Press release
6.13.06
$107.50
per share offer accepted 8.28.06
Schedule 13D filings
Closed
5.30.07
|
Offer Made 5.28.06
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Offer
made at $100 per share
Proposed
5.28.06
Special
committee
- Company forms special committee
Schedule 13D filings
Special
committee
- Company forms special committee
- Financial: Morgan Stanley - Blackstone
- Legal: Skadden
- Press release
6.13.06
Proposed
5.28.06 |
Offer Accepted 8.28.06
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Offer
Accepted 8.28.06
Merger
approved by shareholders
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Merger Agreement
Other Agreements
|
Agreements
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Financing
|
Summary
- $5.0B equity commitments from sponsor funds
- $2.9B equity rollover (Kinder and others)
- $7.3B new debt financing
- $7.2B existing indebtedness
Equity
commitment letters 8.28.06
Guarantees
8.28.06
Debt
commitment letter
|
Proxy Solicitation -
Schedule 13E-3 Filings
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Shareholder
meeting
Proxy
statements
Schedule
13e-3 filings
|
Schedule 13D Filings
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Schedule 13D filings
Richard
Kinder
Goldman
Sachs
AIG
Proposed
5.28.06
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Deal Protection
|
No
shop covenant
- Subject to 50
day go shop provision
- HCA can solicit competing proposals until 9.12.06
- HCA can continue to entertain superior proposals
received before this date
Break-up
fees
- $500mm after "go shop" period;
$300mm if a proposal is made during "go shop" period
|
Regulatory Approvals
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Antitrust
and energy regulatory approvals required
FTC
may issue a second request
- HSR Act filing was withdrawn and refiled
- New expiration date is 11.16.06
- Issue is reported to be ownership of Carlyle-Riverstone
in Magellan Midstream Holdings
(30.5% position)
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Fairness Opinions - Advisor Presentations
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Fairness
opinions 
Advisor
board presentations
Filed as Schedule 13e-3 exhibits
Statements
about fairness
Per going private rules Internal
projections
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Related Topics
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Energy
Distribution Companies
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