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EL PASO LLC (EP)

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El Paso Corp : Ruby Pipeline, L.L.C. Announces Completion of $1.075 Billion Private Placement of Senior Notes—Retires Existing $1.510 Billion Secured Project Financing

02/15/2012 | 04:39pm US/Eastern
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HOUSTON, TEXAS, February 15, 2012- Ruby Pipeline, L.L.C. (Ruby) announced today that it has completed an offering of $1.075 billion in aggregate principal amount of senior unsecured notes, comprised of $250 million principal amount of 4.50% Notes due 2017 and $825 million principal amount of 6.00% Notes due 2022. Ruby used the proceeds of the offering, together with cash released from a debt service reserve account and borrowings under Ruby's new $350 million unsecured term loan credit facility to fully repay its previously existing senior secured credit facility.

The notes have not been registered under the Securities Act of 1933, as amended (the Securities Act), or any state securities laws; and unless so registered, the notes may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. The notes were offered only to qualified institutional buyers pursuant to Rule 144A under the Securities Act and to non-U.S. persons outside the United States in accordance with Regulation S under the Securities Act. This press release shall not constitute an offer to sell or a solicitation of any offer to buy such securities.

Ruby is a Delaware limited liability company, formed in 2007, whose sole asset is the Ruby pipeline, a recently completed 683-mile FERC-regulated natural gas transmission system that extends westward from the Opal Hub in Western Wyoming to the Malin Hub in Oregon, near the California border. Ruby is indirectly owned 50 percent by El Paso Corporation and 50 percent by funds managed by Global Infrastructure Management, L.L.C. (GIP). The notes are not guaranteed by El Paso Corporation, GIP or any other person.

El Paso provides natural gas and related energy products in a safe, efficient, and dependable manner. It owns or has interests in North America's largest interstate natural gas pipeline systems, one of North America's largest independent exploration & production companies and an emerging midstream business. El Paso owns a 42 percent limited partner interest, and the 2 percent general partner interest, in El Paso Pipeline Partners, L.P. On October 16, 2011, El Paso and Kinder Morgan, Inc. (Kinder Morgan) announced an agreement whereby Kinder Morgan would acquire all of the outstanding shares of El Paso. The transaction is expected to close in the second quarter of 2012 and is subject to the approval of both El Paso's and Kinder Morgan's shareholders and to customary regulatory approvals. Following the closing of the transaction, El Paso will be a subsidiary of Kinder Morgan. For more information, visit http://www.elpaso.com.

Global Infrastructure Partners is an independent infrastructure fund that invests worldwide in infrastructure assets and business in both OECD and select emerging market countries. GIP targets investments in single assets, and portfolios of assets and companies in power and utilities, natural resources infrastructure, air transport infrastructure, seaports, freight railroad, water distribution and treatment and waste management. GIP has offices in New York and London, with an affiliate in Sydney and portfolio company operations headquarters in Stamford, Connecticut. For more information, visit www.global-infra.com.

Contacts

El Paso Corporation
Investor and Media Relations
Bruce Connery
(713) 420-5855

Media Relations
Bill Baerg
(713) 420-2906

Global Infrastructure Partners
Media
Jack Cowell
(212) 315-8133

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