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 (Date of earliest event reported): February 21, 2013
KINDER MORGAN ENERGY PARTNERS, L.P.
(Exact name of registrant as specified in its charter)
Delaware (State or other jurisdiction of incorporation) | | 1-11234 (Commission File Number) | | 76-0380342 (I.R.S. Employer Identification No.) |
1001 Louisiana Street, Suite 1000
Houston, Texas 77002
(Address of principal executive offices, including zip code)
713-369-9000
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 7.01. Regulation FD Disclosure
In accordance with General Instruction B.2. of Form 8-K, the following information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.
Kinder Morgan Energy Partners, L.P. (the “Partnership”) has priced an underwritten public offering (the “Offering”) of 4,000,000 common units representing limited partner interests pursuant to an effective registration statement. The Partnership has granted the underwriters a 30-day option to purchase a maximum of 600,000 additional common units if the underwriters sell more than 4,000,000 common units in the Offering. The public offering price is $86.35 per unit.
Morgan Stanley, Citigroup, Wells Fargo Securities, BofA Merrill Lynch, Credit Suisse, J.P. Morgan, RBC Capital Markets and UBS Investment Bank are acting as joint book-running managers of the Offering.
When available, copies of the prospectus supplement and accompanying base prospectus related to the Offering may be obtained from the following persons at the addresses set forth below:
Morgan Stanley
180 Varick Street, 2nd Floor
New York, New York 10014
Attention: Prospectus Department
Telephone: 1-866-718-1649
Email: prospectus@morganstanley.com
Citigroup
c/o Broadridge Financial Solutions
1155 Long Island Avenue
Edgewood, New York 11717
Telephone: 1-800-831-9146
Email: batprospectusdept@citi.com
Wells Fargo Securities
375 Park Avenue
New York, New York 10152
Attention: Equity Syndicate Department
Telephone: 1-800-326-5897
Email: cmclientsupport@wellsfargo.com
BofA Merrill Lynch
222 Broadway
New York, New York 10038
Attn: Prospectus Department
Email: dg.prospectus_request@baml.com
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Credit Suisse
One Madison Avenue
New York, New York 10010
Attention: Prospectus Department
Telephone: 1-800-221-1037
Email: newyork.prospectus@credit-suisse.com
J.P. Morgan
c/o Broadridge Financial Solutions
1155 Long Island Avenue
Edgewood, New York 11717
Telephone: 1-866-803-9204
RBC Capital Markets
Three World Financial Center
200 Vesey Street, 8th Floor
New York, New York 10281
Attention: Prospectus Department
Telephone: 1-212-428-6670
UBS Investment Bank
299 Park Avenue
New York, New York 10171
Attention Prospectus Department
Telephone: 1-888-827-7275
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S I G N A T U R E
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 hereunto duly authorized.
| KINDER MORGAN ENERGY PARTNERS, L.P. |
| |
| By: | KINDER MORGAN G.P., INC., |
| | its general partner |
| | |
| | By: | KINDER MORGAN MANAGEMENT, LLC, |
| | | its delegate |
| | | |
Dated: February 21, 2013 | | | By: | /s/ Kimberly A. Dang |
| | | | Kimberly A. Dang Vice President and Chief Financial Officer |
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