Barclays Investment Banking Pitch Book
Key Transaction Terms
(S in millions)
Sources:
KMI Shares
New KMI Debt
Assumed KMP Debt
Total Sources:
KMP
Uses:
Purchase KMP Equity
Existing KMP Debt
Total Uses:
KMP Public Units o/s (mm units)
(Shares in millions)
Rich Kinder
Other Insiders (4)
Current KMI Public
Total)
$24,655
3,352
22,201
$50,209
$28,008
22,201
$50,209
BARCLAYS
311.2
Status Quo
Share Count
243
124
669
1,036
(5 in millions)
Sources:
KMI Shares
New KMI Debt
Assumed KMR Debt
Total Sources:
Uses:
Purchase KMR Equity
Existing KMR Debt
Total Uses:
KMR Public Shares o/s (mm shares)(5)
KMI Ownership
% Ownership
23%
12%
65%
100%
1. Assumes KMP, KMR and EPB units owned by insiders will be converted into KMI shares.
2. Assumes that all EPB and KMP directors remain insiders
KMR
$10,635
11
$10,635
$10,635
$10,635
118.5
(Shares in millions)
Rich Kinder
Other Insiders (4)
(S in millions)
Sources:
KMI Shares
New KMI Debt
Assumed EPB Debt
Total Sources:
Uses:
Purchase EPB Equity
Existing EPB Debt
Total Uses:
EPB Public Units ols (mm units)
KMP/KMR Owned by Insiders (¹)
EPB Owned by Insiders (¹)
Total Insider Ownership (2)
Current KMI Public
Current KMP Public Unitholders
Pro Forma
Current KMR Public Unitholders
Current EPB Public Unitholders
Total
Fairness Opinion Analysis
EPB
Share Count
245
124
6
0
375
669
676
293
131
2,145
$4,751
647
4,764
$10,162
$5,399
4,764
$10,162
139.2
3 Total shares outstanding at year-end 2014. Does not include warrant dilution
4. Per KMI 2014 proxy, excludes 8.8mm shares held by entities indirectly controlled by Mr. Sarofim; includes 5.1mm restricted shares issued to management
5. Per KMI 2014 proxy and KMP and EPB 2013 10-Ks Excludes 4.6mm KMP units held in entities indirectly controlled by Mr. Sarofim and/or advisory/managed accounts over which Mr.
Sarofim or entities controlled by him have shared voting and/or dispositive powers
6. Assumed units/shares outstanding at year-end 2014.
% Ownership
11%
6%
0%
0%
17%
31%
32%
14%
6%
100%View entire presentation