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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES
EXCHANGE ACT OF 1934 (AMENDMENT NO. )
Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by
Rule14a-6(e)(2))
[ ] Definitive Proxy Statement
[ ] Definitive Additional Materials
[X] Soliciting Material Pursuant to Rule 14a-12
EL PASO CORPORATION
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(Name of Registrant as Specified in its Charter)
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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[ ] Fee paid previously with preliminary materials:
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EL PASO MERCHANT ENERGY ANNOUNCES SETTLEMENT WITH
COMMODITY FUTURES TRADING COMMISSION
HOUSTON, TEXAS, MARCH 26, 2003--El Paso Merchant Energy (EPME), a unit of
El Paso Corporation (NYSE:EP), today announced that it has concluded a
settlement with the Commodity Futures Trading Commission (CFTC) on a
previously disclosed investigation relating to the inaccurate reporting of
information on natural gas trades to energy industry publications that
compile and report index prices. As a result, the CFTC issued an order
filing and simultaneously settling an administrative action against EPME.
Under this order, EPME agreed to pay a civil monetary penalty in the amount
of $20 million without admitting or denying the findings in the CFTC's
order. The settlement requires EPME to pay $10 million immediately and the
remaining $10 million within three years.
The company is not aware of any evidence that any of the inaccurate reporting
affected any published index price.
El Paso previously reported that, as a result of its internal investigation,
the company discovered circumstances where inaccurate information regarding
natural gas trades was reported by former employees to various energy
industry publications that compile and report index prices. The company
voluntarily reported this information to the CFTC and other relevant federal
agencies. As noted in the CFTC Order, El Paso cooperated fully with the
Commission after making its initial disclosure. The company continues to
cooperate with the government in its review of these matters.
El Paso is committed to the highest ethical standards for all of its
operations and noted that these actions were contrary to the company's Code
of Conduct. The company reiterated its previous statement that any
inaccurate reporting is unacceptable. The personnel engaged in these
activities are no longer with the company, and El Paso has previously
announced its plans to exit the energy trading business.
El Paso Corporation is the leading provider of natural gas services and the
largest pipeline company in North America. The company has core businesses
in production, pipelines, midstream services, and power. El Paso
Corporation, rich in assets and fully integrated across the natural gas value
chain, is committed to developing new supplies and technologies to deliver
energy. For more information, visit www.elpaso.com.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
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This release includes forward-looking statements and projections, made in
reliance on the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. The company has made every reasonable effort to ensure
that the information and assumptions on which these statements and
projections are based are current, reasonable, and complete. However, a
variety of factors could cause actual results to differ materially from the
projections, anticipated results or other expectations expressed in this
release, including, without limitation, actions by credit rating agencies;
the successful implementation of the settlement announced in this release;
receipt of any necessary judicial and regulatory approvals of the settlement;
our ability to divest of certain non-core assets; changes in commodity prices
for oil, natural gas, and power; general economic and weather conditions in
geographic regions or markets served by El Paso Corporation and its
affiliates, or where operations of the company and its affiliates are
located; the uncertainties associated with governmental regulation;
competition; the successful implementation of the 2003 business plan; and
other factors described in the company's (and its affiliates') Securities and
Exchange Commission filings. While the company makes these statements and
projections in good faith, neither the company nor its management can
guarantee that anticipated future results will be achieved. Reference must
be made to those filings for additional important factors that may affect
actual results.
ADDITIONAL IMPORTANT INFORMATION
Prior to its 2003 annual meeting, El Paso will furnish to its shareholders El
Paso's definitive proxy statement relating to this meeting, together with a
WHITE proxy card. Shareholders are strongly advised to read this proxy
statement when it becomes available, as it will contain important information.
Shareholders will be able to obtain El Paso's proxy statement, any amendments
or supplements to the proxy statement and any other documents filed by El
Paso with the Securities and Exchange Commission for free at the Internet Web
site maintained by the Securities and Exchange Commission at www.sec.gov.
Copies of the proxy statement and any amendments and supplements to the proxy
statement will also be available for free at El Paso's Internet Web site at
www.elpaso.com or by writing to El Paso Corporation, Investor Relations, PO
Box 2511, Houston, TX 77252. In addition, copies of the proxy materials may
be requested by contacting our proxy solicitor, MacKenzie Partners, Inc. at
(800) 322-2885 toll-free or by email at proxy@mackenziepartners.com.
To the extent that individual customers, independent industry researchers,
financial analysts, or El Paso commissioned research, are quoted, it is El
Paso's policy to use reasonable efforts to verify the source and accuracy of
the quote. El Paso has not, however, sought or obtained the consent of the
quoted source to the use of such quote as proxy soliciting material. Also,
El Paso may express opinions and beliefs. Except as otherwise expressly
attributed to another individual or entity, these opinions and beliefs are
the opinions and beliefs of El Paso.
Information regarding the names, affiliation and interests of individuals who
may be deemed participants in the solicitation of proxies of El Paso's
shareholders is contained in Schedule 14A filed by El Paso with the
Securities and Exchange Commission on February 18, 2003, as amended by a
Schedule 14A filed by El Paso on March 18, 2003.
CONTACTS
Communications and Government Affairs
Norma F. Dunn, Senior Vice President
Office: (713) 420-3750
Fax: (713) 420-3632
Investor Relations
Bruce L. Connery, Vice President
Office: (713) 420-5855
Fax: (713) 420-4417
Alternate Contacts
Joele Frank/Dan Katcher
Joele Frank, Wilkinson Brimmer Katcher
Office: (212) 355-4449
Fax: (212) 355-4554