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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. )
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Rule14a-6(e)(2))
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EL PASO CORPORATION
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(Name of Registrant as Specified in its Charter)
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NEWS [LOGO - EL PASO]
For Immediate Release
EL PASO CORPORATION URGES SHAREHOLDERS TO SUPPORT ITS BOARD NOMINEES TO
CONTINUE THE COMPANY'S PROGRESS WITH ITS TURNAROUND PLAN
HOUSTON, TEXAS, JUNE 16, 2003--El Paso Corporation (NYSE: EP) today urged
shareholders to vote for the El Paso Board's nominees in order to continue
the company's progress with its operational and financial plan and avoid
the disruption and serious risks that the company believes could result
from the election of the Zilkha/Wyatt slate.
The company noted that the Zilkha/Wyatt slate have made a series of
misleading statements concerning El Paso's business plan, most recently
overstating by $700 million El Paso's 2003 exploration and production (E&P)
capital budget. In the last two weeks, the dissident slate has stated
publicly or in SEC filings that El Paso's E&P budget was $1.6 billion, $1.3
billion and $2 billion. El Paso's 2003 E&P budget has not changed from the
$1.3 billion that was announced on February 5, 2003.
This follows other recent misstatements by Zilkha/Wyatt, who originally
told Institutional Shareholder Services and others that they could cut El
Paso's total capital budget in 2004 to $1 billion or less. Stephen
Chesebro', their designated CEO, last week discussed a proposed 2004 budget
of $1.6 billion--while still failing to give any details on the impact on
earnings or ongoing production levels that would be associated with their
"plan." The failure by the Zilkha/Wyatt slate to provide a clear and
consistent business plan for El Paso should be a serious concern for
investors given the progress the company has made under the company's
comprehensive business plan and its other recent initiatives.
The company also cited Stephen D. Chesebro's recent statement in
CBS.MarketWatch.com that, in fact, Oscar Wyatt approached him about taking
the position of CEO of El Paso. This statement contradicts a previous
statement by Zilkha/Wyatt that the selection of Mr. Chesebro' was a
decision made solely by the Zilkha/Wyatt nominees. We believe this
information confirms Mr. Wyatt's pivotal role in the proxy contest and
provides further evidence of the risks associated with election of the
Zilkha/Wyatt slate.
Shareholders who want to see El Paso continue its recent progress and who
want to avoid the disruption and inherent risks that may result from the
election of a totally new Wyatt-sponsored slate should vote the WHITE proxy
card to support El Paso's nominees.
THIS VOTE IS CRITICAL, NO MATTER HOW MANY SHARES YOU OWN. YOU MUST ACT
PROMPTLY, AS THE ANNUAL MEETING WILL BE HELD TOMORROW, TUESDAY, JUNE 17.
PROXIES MUST BE RECEIVED--NOT MAILED--PRIOR TO THE MEETING. MacKenzie
Partners, Inc. at (800) 322-2885 will provide El Paso shareholders with
last minute voting instructions.
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 pipelines, production, and midstream services. Rich in assets, El Paso
is committed to developing and delivering new energy supplies and to
meeting the growing demand for new energy infrastructure. For more
information, visit www.elpaso.com.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
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, our ability to attract and retain
qualified members of the Board of Directors; the successful recruitment and
retention of a qualified CEO; the successful implementation of the 2003
operational and financial plan; the successful implementation of the
settlement related to the Western Energy Crisis; material and adverse
impacts from our proxy contest with Selim Zilkha/Oscar Wyatt; actions by
the credit rating agencies; the successful close of financing transactions;
our ability to successfully exit the energy trading business; 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;
political and currency risks associated with international operations of
the company and its affiliates; inability to realize anticipated synergies
and cost savings associated with restructurings and divestitures on a
timely basis; difficulty in integration of the operations of previously
acquired companies, competition, 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. The
company assumes no obligation to publicly update or revise any
forward-looking statements made herein or any other forward-looking
statements made by the company, whether as a result of new information,
future events, or otherwise.
ADDITIONAL IMPORTANT INFORMATION
This document may contain expressions of opinion and belief. Except as
otherwise expressly attributed to another individual or entity, these
opinions and beliefs are the opinions and beliefs of El Paso.
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
Office: (212) 355-4449
Fax: (212) 355-4554