0001104659-12-068816.txt : 20121012 0001104659-12-068816.hdr.sgml : 20121012 20121012090047 ACCESSION NUMBER: 0001104659-12-068816 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20121012 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20121012 DATE AS OF CHANGE: 20121012 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KINDER MORGAN, INC. CENTRAL INDEX KEY: 0001506307 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922] IRS NUMBER: 260238387 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35081 FILM NUMBER: 121141094 BUSINESS ADDRESS: STREET 1: 500 DALLAS STREET STREET 2: SUITE 1000 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 713-369-9000 MAIL ADDRESS: STREET 1: 500 DALLAS STREET STREET 2: SUITE 1000 CITY: HOUSTON STATE: TX ZIP: 77002 FORMER COMPANY: FORMER CONFORMED NAME: Kinder Morgan Holdco LLC DATE OF NAME CHANGE: 20101122 8-K 1 a12-23890_18k.htm 8-K

 

 

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): October 12, 2012

 

KINDER MORGAN, INC.
(Exact name of registrant as specified in its charter)

 

Delaware
(State or other jurisdiction
of incorporation)

 

1-35081
(Commission
File Number)

 

80-0682103
(I.R.S. Employer
Identification No.)

 

500 Dallas 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.

 

Investment funds affiliated with Goldman, Sachs & Co., The Carlyle Group and Riverstone Holdings LLC (collectively, the “Selling Stockholders”) have priced an underwritten public offering (the “Offering”) of 69,296,921 shares of Class P common stock, par value $0.01 per share, of Kinder Morgan, Inc. (“KMI”) pursuant to an effective registration statement on Form S-3 (File No. 333-179812).  The public offering price is $34.15 per share.  The offering is expected to close and settle on October 17, 2012.  It is expected that the Selling Stockholders will sell all of their holdings of KMI common stock in the Offering.  Neither KMI nor KMI’s management is selling any shares of common stock in the offering, and KMI will not receive any of the proceeds from the offering of shares by the Selling Stockholders.

 

Barclays is acting as the underwriter of the offering.

 

When available, copies of the prospectus supplement and accompanying base prospectus related to the Offering may be obtained from the following person at the address set forth below:

 

Barclays

c/o Broadridge Financial Solutions

1155 Long Island Avenue

Edgewood, New York 11717

Telephone: 888-603-5847

Email: Barclaysprospectus@broadridge.com

 

This communication shall not constitute an offer to sell or the solicitation of an offer to buy shares nor shall there be any sale of these securities in any State or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such State or jurisdiction. The offering may be made only by means of a prospectus supplement and accompanying base prospectus.

 

This Form 8-K includes forward-looking statements. Although Kinder Morgan 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 reports of Kinder Morgan, Inc. filed with the Securities and Exchange Commission.

 

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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, INC.

 

 

 

 

Dated: October 12, 2012

By:

/s/ Kimberly A. Dang

 

 

Kimberly A. Dang

 

 

Vice President and Chief Financial Officer

 

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