As filed with the Securities and Exchange Commission on April 22, 2025
Registration No. 333-275130
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 2 TO
FORM S-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
UNDER
THE SECURITIES ACT OF 1933
KINDER MORGAN, INC.*
(Exact name of registrant as specified in its charter)
(Exact name of registrant as specified in its charter)
| |
Delaware
(State or other jurisdiction of
incorporation or organization) |
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80-0682103
(I.R.S. Employer
Identification No.) |
|
1001 Louisiana Street, Suite 1000
Houston, Texas 77002
(713) 369-9000
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Houston, Texas 77002
(713) 369-9000
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Catherine Callaway James
Vice President and General Counsel
Kinder Morgan, Inc.
1001 Louisiana Street, Suite 1000
Houston, Texas 77002
(713) 369-9000
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Vice President and General Counsel
Kinder Morgan, Inc.
1001 Louisiana Street, Suite 1000
Houston, Texas 77002
(713) 369-9000
(Name, address, including zip code, and telephone number, including area code, of agent for service)
With copies to:
Troy L. Harder
Bracewell LLP
711 Louisiana Street, Suite 2300
Houston, Texas 77002
(713) 221-1456
Bracewell LLP
711 Louisiana Street, Suite 2300
Houston, Texas 77002
(713) 221-1456
Approximate date of commencement of proposed sale to the public: From time to time after the effective date of this registration statement.
If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box. ☐
If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box. ☒
If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
If this Form is a registration statement pursuant to General Instruction I.D. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following box. ☒
If this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.D. filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following box. ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☒Accelerated filer ☐Non-accelerated filer ☐Smaller reporting company ☐Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐
*
Includes certain subsidiaries of Kinder Morgan, Inc. identified below. Unless otherwise indicated, the address and telephone number of each registrant’s principal executive offices and the name, address and telephone number of each registrant’s agent for service is the same as that set forth above for Kinder Morgan, Inc.
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Exact name of registrant as specified in its charter
|
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State or other
jurisdiction of incorporation or organization |
| |
I.R.S. Employer
Identification No. |
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AMERICAN PETROLEUM TANKERS II LLC
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| |
Delaware
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| |
N/A
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AMERICAN PETROLEUM TANKERS III LLC
|
| |
Delaware
|
| |
N/A
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AMERICAN PETROLEUM TANKERS IV LLC
|
| |
Delaware
|
| |
N/A
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AMERICAN PETROLEUM TANKERS IX LLC
|
| |
Delaware
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| |
81-4719987
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AMERICAN PETROLEUM TANKERS LLC
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| |
Delaware
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N/A
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AMERICAN PETROLEUM TANKERS PARENT LLC
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| |
Delaware
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| |
N/A
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AMERICAN PETROLEUM TANKERS V LLC
|
| |
Delaware
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| |
N/A
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AMERICAN PETROLEUM TANKERS VI LLC
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| |
Delaware
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| |
N/A
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AMERICAN PETROLEUM TANKERS VII LLC
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| |
Delaware
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| |
81-4698215
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AMERICAN PETROLEUM TANKERS VIII LLC
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| |
Delaware
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| |
81-4709889
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AMERICAN PETROLEUM TANKERS X LLC
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| |
Delaware
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81-4756333
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AMERICAN PETROLEUM TANKERS XI LLC
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| |
Delaware
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| |
81-4762207
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APT FLORIDA LLC
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| |
Delaware
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| |
81-4683674
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APT INTERMEDIATE HOLDCO LLC
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| |
Delaware
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| |
N/A
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APT NEW INTERMEDIATE HOLDCO LLC
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| |
Delaware
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| |
N/A
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APT PENNSYLVANIA LLC
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| |
Delaware
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| |
81-4680078
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APT SUNSHINE STATE LLC
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Delaware
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| |
N/A
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ARLINGTON STORAGE COMPANY, LLC
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| |
Delaware
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| |
26-1179687
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BETTY LOU LLC
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| |
Delaware
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| |
26-4569062
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CAMINO REAL GAS GATHERING COMPANY LLC
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| |
Delaware
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| |
N/A
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CAMINO REAL GATHERING COMPANY, L.L.C.
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| |
Delaware
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27-3383291
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CANTERA GAS COMPANY LLC
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| |
Delaware
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| |
38-3432972
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CDE PIPELINE LLC
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| |
Delaware
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45-4765020
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CENTRAL FLORIDA PIPELINE LLC
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| |
Delaware
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59-1084277
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CHEYENNE PLAINS GAS PIPELINE COMPANY, L.L.C.
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| |
Delaware
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| |
84-1618229
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CIG GAS STORAGE COMPANY LLC
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| |
Delaware
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| |
N/A
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CIG PIPELINE SERVICES COMPANY, L.L.C.
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| |
Delaware
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| |
26-1102190
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COLORADO INTERSTATE GAS COMPANY, L.L.C.
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| |
Delaware
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| |
84-0173305
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COLORADO INTERSTATE ISSUING CORPORATION
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| |
Delaware
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26-1397951
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COPANO DOUBLE EAGLE LLC
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| |
Delaware
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| |
26-4316438
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COPANO ENERGY, L.L.C.
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| |
Delaware
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| |
51-0411678
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COPANO ENERGY FINANCE CORPORATION
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| |
Delaware
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20-3151590
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COPANO ENERGY SERVICES/UPPER GULF COAST LLC
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| |
Texas
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46-4725613
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COPANO FIELD SERVICES GP, L.L.C.
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| |
Delaware
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20-1862487
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COPANO FIELD SERVICES/NORTH TEXAS, L.L.C.
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Delaware
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26-1586828
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COPANO FIELD SERVICES/SOUTH TEXAS LLC
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| |
Texas
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| |
46-4668646
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COPANO FIELD SERVICES/UPPER GULF COAST LLC
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| |
Texas
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| |
46-4714794
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COPANO LIBERTY, LLC
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| |
Delaware
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| |
26-3154210
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COPANO NGL SERVICES (MARKHAM), L.L.C.
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| |
Delaware
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| |
27-0904927
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COPANO NGL SERVICES LLC
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| |
Texas
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| |
46-4737892
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COPANO PIPELINES GROUP, L.L.C.
|
| |
Delaware
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| |
51-0411715
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|
Exact name of registrant as specified in its charter
|
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State or other
jurisdiction of incorporation or organization |
| |
I.R.S. Employer
Identification No. |
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COPANO PIPELINES/NORTH TEXAS, L.L.C.
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| |
Delaware
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27-1125058
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COPANO PIPELINES/ROCKY MOUNTAINS, LLC
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Delaware
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20-0659235
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COPANO PIPELINES/SOUTH TEXAS LLC
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| |
Texas
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46-4656852
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COPANO PIPELINES/UPPER GULF COAST LLC
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| |
Texas
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46-4695294
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COPANO PROCESSING LLC
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| |
Texas
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46-4458657
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COPANO RISK MANAGEMENT LLC
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Texas
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N/A
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COPANO TERMINALS LLC
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| |
Delaware
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N/A
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COPANO/WEBB-DUVAL PIPELINE LLC
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Delaware
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N/A
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CPNO SERVICES LLC
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Texas
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N/A
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DAKOTA BULK TERMINAL LLC
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Delaware
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41-1734333
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DELTA TERMINAL SERVICES LLC
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| |
Delaware
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72-1284643
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EAGLE FORD GATHERING LLC
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Delaware
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27-1365749
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EAGLE FORD MIDSTREAM LLC
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Texas
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27-2024494
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EL PASO CHEYENNE HOLDINGS, L.L.C.
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Delaware
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N/A
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EL PASO CITRUS HOLDINGS, INC.
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Delaware
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04-3607282
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EL PASO CNG COMPANY, L.L.C.
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Delaware
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84-0890602
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EL PASO ENERGY SERVICE COMPANY, L.L.C.
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| |
Delaware
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76-0228695
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EL PASO LLC
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| |
Delaware
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| |
76-0568816
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EL PASO MIDSTREAM GROUP LLC
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| |
Delaware
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N/A
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EL PASO NATURAL GAS COMPANY, L.L.C.
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| |
Delaware
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46-0809216
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EL PASO NORIC INVESTMENTS III, L.L.C.
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| |
Delaware
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N/A
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EL PASO RUBY HOLDING COMPANY, L.L.C.
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| |
Delaware
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| |
N/A
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EL PASO TENNESSEE PIPELINE CO., L.L.C.
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| |
Delaware
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| |
76-0233548
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ELBA EXPRESS COMPANY, L.L.C.
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| |
Delaware
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N/A
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ELIZABETH RIVER TERMINALS LLC
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| |
Delaware
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| |
27-3076713
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EMORY B CRANE, LLC
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Louisiana
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84-1620908
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EP RUBY LLC
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Delaware
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| |
N/A
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EPBGP CONTRACTING SERVICES LLC
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| |
Delaware
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| |
N/A
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EPTP ISSUING CORPORATION
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| |
Delaware
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| |
45-3971704
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FRANK L. CRANE, LLC
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| |
Louisiana
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84-1620921
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GENERAL STEVEDORES GP, LLC
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Texas
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| |
20-5269648
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GENERAL STEVEDORES HOLDINGS LLC
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| |
Delaware
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| |
20-4087109
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HBM ENVIRONMENTAL LLC
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| |
Delaware
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| |
72-1198254
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HILAND CRUDE, LLC
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| |
Oklahoma
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| |
20-4572594
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HILAND PARTNERS HOLDINGS LLC
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| |
Delaware
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| |
47-3805791
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HILAND SANDERSON SYSTEM HOLDINGS LLC
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| |
Delaware
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| |
87-3404041
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HILAND SANDERSON SYSTEM LLC
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| |
Delaware
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| |
N/A
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ICPT, L.L.C.
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Louisiana
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72-1422387
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INDEPENDENT TRADING & TRANSPORTATION
COMPANY I, L.L.C. |
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Oklahoma
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73-1493732
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JV TANKER CHARTERER LLC
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| |
Delaware
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| |
N/A
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Exact name of registrant as specified in its charter
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| |
State or other
jurisdiction of incorporation or organization |
| |
I.R.S. Employer
Identification No. |
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KINDER MORGAN 2-MILE LLC
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| |
Delaware
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36-2735673
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KINDER MORGAN ADMINISTRATIVE SERVICES TAMPA LLC
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| |
Delaware
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| |
46-2931924
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KINDER MORGAN ALTAMONT LLC
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| |
Delaware
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| |
46-2383182
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KINDER MORGAN ARLINGTON RNG LLC
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| |
Texas
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92-0628562
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KINDER MORGAN BALTIMORE TRANSLOAD TERMINAL
LLC |
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Delaware
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20-4871985
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KINDER MORGAN BATTLEGROUND OIL LLC
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| |
Delaware
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| |
N/A
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KINDER MORGAN BORDER PIPELINE LLC
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| |
Delaware
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| |
26-0634502
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KINDER MORGAN BULK TERMINALS LLC
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| |
Louisiana
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72-1073113
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KINDER MORGAN CARBON DIOXIDE TRANSPORTATION
COMPANY |
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Delaware
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34-1468343
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KINDER MORGAN CCS HOLDCO LLC
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| |
Delaware
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N/A
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KINDER MORGAN CO2 COMPANY LLC
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Texas
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76-0554627
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KINDER MORGAN COMMERCIAL SERVICES LLC
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Delaware
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| |
20-4673552
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KINDER MORGAN CONTRACTING SERVICES LLC
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| |
Delaware
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| |
N/A
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KINDER MORGAN CRUDE & CONDENSATE LLC
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| |
Delaware
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| |
45-3456791
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KINDER MORGAN CRUDE MARKETING LLC
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| |
Delaware
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| |
N/A
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KINDER MORGAN CRUDE OIL PIPELINES LLC
|
| |
Delaware
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| |
26-0449613
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KINDER MORGAN CRUDE TO RAIL LLC
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| |
Delaware
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| |
83-3379277
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KINDER MORGAN CUSHING LLC
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| |
Delaware
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| |
N/A
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KINDER MORGAN DALLAS FORT WORTH RAIL
TERMINAL LLC |
| |
Delaware
|
| |
20-4499927
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KINDER MORGAN DEEPROCK NORTH HOLDCO LLC
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| |
Delaware
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| |
82-3848793
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KINDER MORGAN ENDEAVOR LLC
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| |
Delaware
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| |
27-1006843
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KINDER MORGAN ENERGY PARTNERS, L.P.
|
| |
Delaware
|
| |
76-0380342
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KINDER MORGAN ENERGY TRANSITION VENTURES HOLDCO LLC
|
| |
Delaware
|
| |
N/A
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KINDER MORGAN EP MIDSTREAM LLC
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| |
Delaware
|
| |
45-5334086
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|
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KINDER MORGAN FINANCE COMPANY LLC
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| |
Delaware
|
| |
98-0477770
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|
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KINDER MORGAN FREEDOM PIPELINE LLC
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| |
Delaware
|
| |
N/A
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KINDER MORGAN GP LLC
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| |
Delaware
|
| |
47-0495888
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|
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KINDER MORGAN GULF COAST CCS LLC
|
| |
Delaware
|
| |
N/A
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|
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KINDER MORGAN IMT HOLDCO LLC
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| |
Delaware
|
| |
N/A
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KINDER MORGAN KEYSTONE GAS STORAGE LLC
|
| |
Delaware
|
| |
04-3617867
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|
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KINDER MORGAN KMAP LLC
|
| |
Delaware
|
| |
N/A
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|
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KINDER MORGAN LAS VEGAS LLC
|
| |
Delaware
|
| |
36-3686525
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|
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KINDER MORGAN LINDEN TRANSLOAD TERMINAL LLC
|
| |
Delaware
|
| |
20-4871819
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KINDER MORGAN LIQUIDS TERMINALS LLC
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| |
Delaware
|
| |
36-2827997
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|
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KINDER MORGAN LIQUIDS TERMINALS ST. GABRIEL LLC
|
| |
Delaware
|
| |
82-3238143
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|
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KINDER MORGAN LOUISIANA PIPELINE HOLDING LLC
|
| |
Delaware
|
| |
N/A
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|
|
KINDER MORGAN LOUISIANA PIPELINE LLC
|
| |
Delaware
|
| |
20-5420094
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|
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KINDER MORGAN MARINE SERVICES LLC
|
| |
Delaware
|
| |
26-1096479
|
|
|
Exact name of registrant as specified in its charter
|
| |
State or other
jurisdiction of incorporation or organization |
| |
I.R.S. Employer
Identification No. |
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|
KINDER MORGAN MATERIALS SERVICES, LLC
|
| |
Delaware
|
| |
43-1961238
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KINDER MORGAN MID ATLANTIC MARINE SERVICES LLC
|
| |
Delaware
|
| |
26-1096549
|
|
|
KINDER MORGAN NATGAS O&M LLC
|
| |
Delaware
|
| |
N/A
|
|
|
KINDER MORGAN NGPL HOLDINGS LLC
|
| |
Delaware
|
| |
81-0973390
|
|
|
KINDER MORGAN NORTH TEXAS PIPELINE LLC
|
| |
Delaware
|
| |
26-0634555
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|
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KINDER MORGAN OPERATING LLC “A”
|
| |
Delaware
|
| |
76-0380015
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|
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KINDER MORGAN OPERATING LLC “B”
|
| |
Delaware
|
| |
76-0414819
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|
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KINDER MORGAN OPERATING LLC “C”
|
| |
Delaware
|
| |
76-0547319
|
|
|
KINDER MORGAN OPERATING LLC “D”
|
| |
Delaware
|
| |
76-0561780
|
|
|
KINDER MORGAN OPERATING LLC “E”
|
| |
Delaware
|
| |
N/A
|
|
|
KINDER MORGAN PECOS LLC
|
| |
Delaware
|
| |
20-4540914
|
|
|
KINDER MORGAN PECOS VALLEY LLC
|
| |
Delaware
|
| |
N/A
|
|
|
KINDER MORGAN PERMIAN CCS LLC
|
| |
Delaware
|
| |
N/A
|
|
|
KINDER MORGAN PETCOKE GP LLC
|
| |
Delaware
|
| |
16-1721400
|
|
|
KINDER MORGAN PETCOKE, L.P.
|
| |
Delaware
|
| |
20-2640394
|
|
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KINDER MORGAN PETCOKE LP LLC
|
| |
Delaware
|
| |
20-2734041
|
|
|
KINDER MORGAN PETROLEUM TANKERS LLC
|
| |
Delaware
|
| |
N/A
|
|
|
KINDER MORGAN PIPELINE LLC
|
| |
Delaware
|
| |
36-3547843
|
|
|
KINDER MORGAN PORT MANATEE TERMINAL LLC
|
| |
Delaware
|
| |
27-0796736
|
|
|
KINDER MORGAN PORT SUTTON TERMINAL LLC
|
| |
Delaware
|
| |
20-0388851
|
|
|
KINDER MORGAN PORT TERMINALS USA LLC
|
| |
Delaware
|
| |
N/A
|
|
|
KINDER MORGAN PORTLAND BULK LLC
|
| |
Delaware
|
| |
N/A
|
|
|
KINDER MORGAN PORTLAND HOLDINGS LLC
|
| |
Delaware
|
| |
87-3762308
|
|
|
KINDER MORGAN PORTLAND INTERMEDIATE
HOLDINGS I LLC |
| |
Delaware
|
| |
87-3789018
|
|
|
KINDER MORGAN PORTLAND INTERMEDIATE
HOLDINGS II LLC |
| |
Delaware
|
| |
N/A
|
|
|
KINDER MORGAN PORTLAND JET LINE LLC
|
| |
Delaware
|
| |
84-1816653
|
|
|
KINDER MORGAN PORTLAND LIQUIDS TERMINALS LLC
|
| |
Delaware
|
| |
N/A
|
|
|
KINDER MORGAN PORTLAND OPERATING LLC
|
| |
Delaware
|
| |
87-3404041
|
|
|
KINDER MORGAN PRODUCTION COMPANY LLC
|
| |
Delaware
|
| |
26-0449452
|
|
|
KINDER MORGAN PRODUCTS TERMINALS LLC
|
| |
Delaware
|
| |
N/A
|
|
|
KINDER MORGAN RAIL SERVICES LLC
|
| |
Delaware
|
| |
27-4212015
|
|
|
KINDER MORGAN RANGER LLC
|
| |
Delaware
|
| |
N/A
|
|
|
KINDER MORGAN RESOURCES II LLC
|
| |
Delaware
|
| |
N/A
|
|
|
KINDER MORGAN RESOURCES III LLC
|
| |
Delaware
|
| |
N/A
|
|
|
KINDER MORGAN RNG HOLDCO LLC
|
| |
Delaware
|
| |
99-3925273
|
|
|
KINDER MORGAN ROCKIES MARKETING LLC
|
| |
Delaware
|
| |
93-2341367
|
|
|
KINDER MORGAN SCURRY CONNECTOR LLC
|
| |
Delaware
|
| |
N/A
|
|
|
KINDER MORGAN SEVEN OAKS LLC
|
| |
Delaware
|
| |
26-0514145
|
|
|
KINDER MORGAN SHREVEPORT RNG LLC
|
| |
Texas
|
| |
92-0659380
|
|
|
Exact name of registrant as specified in its charter
|
| |
State or other
jurisdiction of incorporation or organization |
| |
I.R.S. Employer
Identification No. |
|
|
KINDER MORGAN SNG OPERATOR LLC
|
| |
Delaware
|
| |
N/A
|
|
|
KINDER MORGAN SOUTHEAST TERMINALS LLC
|
| |
Delaware
|
| |
20-0387389
|
|
|
KINDER MORGAN TANK STORAGE TERMINALS LLC
|
| |
Delaware
|
| |
36-2855293
|
|
|
KINDER MORGAN TEJAS PIPELINE LLC
|
| |
Delaware
|
| |
26-0449826
|
|
|
KINDER MORGAN TERMINALS LLC
|
| |
Delaware
|
| |
26-3061236
|
|
|
KINDER MORGAN TERMINALS WILMINGTON LLC
|
| |
Delaware
|
| |
47-3283092
|
|
|
KINDER MORGAN TEXAS PIPELINE LLC
|
| |
Delaware
|
| |
26-0449814
|
|
|
KINDER MORGAN TEXAS TERMINALS, L.P.
|
| |
Delaware
|
| |
20-4582584
|
|
|
KINDER MORGAN TRANSMIX COMPANY, LLC
|
| |
Delaware
|
| |
23-2992048
|
|
|
KINDER MORGAN TREATING LP
|
| |
Delaware
|
| |
20-3799420
|
|
|
KINDER MORGAN TREATING ODESSA LLC
|
| |
Delaware
|
| |
45-3909314
|
|
|
KINDER MORGAN TURKEY RUN RNG LLC
|
| |
Delaware
|
| |
99-1273817
|
|
|
KINDER MORGAN UTICA LLC
|
| |
Delaware
|
| |
N/A
|
|
|
KINDER MORGAN VEHICLE SERVICES LLC
|
| |
Delaware
|
| |
81-5441641
|
|
|
KINDER MORGAN VICTORIA RNG LLC
|
| |
Texas
|
| |
92-0643268
|
|
|
KINDER MORGAN VIRGINIA LIQUIDS TERMINALS LLC
|
| |
Delaware
|
| |
46-2474610
|
|
|
KINDER MORGAN WINK PIPELINE LLC
|
| |
Delaware
|
| |
26-0449718
|
|
|
KINDERHAWK FIELD SERVICES LLC
|
| |
Delaware
|
| |
27-2540813
|
|
|
KINETREX ENERGY TRANSPORTATION, LLC
|
| |
Indiana
|
| |
37-1884203
|
|
|
KINETREX HOLDCO, INC.
|
| |
Delaware
|
| |
81-4452697
|
|
|
KM CRANE LLC
|
| |
Maryland
|
| |
86-1059673
|
|
|
KM DECATUR LLC
|
| |
Delaware
|
| |
63-1026019
|
|
|
KM EAGLE GATHERING LLC
|
| |
Delaware
|
| |
N/A
|
|
|
KM ENERGY, INC.
|
| |
Delaware
|
| |
33-3148171
|
|
|
KM ENERGY LLC
|
| |
Delaware
|
| |
N/A
|
|
|
KM GAS MARKETING LLC
|
| |
Delaware
|
| |
76-0623745
|
|
|
KM KASKASKIA DOCK LLC
|
| |
Delaware
|
| |
N/A
|
|
|
KM LIQUIDS MARKETING LLC
|
| |
Delaware
|
| |
82-1680512
|
|
|
KM LIQUIDS TERMINALS LLC
|
| |
Delaware
|
| |
26-0449722
|
|
|
KM LOUISIANA MIDSTREAM LLC
|
| |
Delaware
|
| |
N/A
|
|
|
KM NORTH CAHOKIA LAND LLC
|
| |
Delaware
|
| |
N/A
|
|
|
KM NORTH CAHOKIA SPECIAL PROJECT LLC
|
| |
Delaware
|
| |
N/A
|
|
|
KM NORTH CAHOKIA TERMINAL PROJECT LLC
|
| |
Delaware
|
| |
N/A
|
|
|
KM SHIP CHANNEL SERVICES LLC
|
| |
Delaware
|
| |
26-4690171
|
|
|
KM TREATING GP LLC
|
| |
Delaware
|
| |
27-0864888
|
|
|
KM UTOPIA OPERATOR LLC
|
| |
Delaware
|
| |
84-3037112
|
|
|
KMBT LEGACY HOLDINGS LLC
|
| |
Tennessee
|
| |
62-1525376
|
|
|
KMBT LLC
|
| |
Delaware
|
| |
N/A
|
|
|
KMGP SERVICES COMPANY, INC.
|
| |
Delaware
|
| |
76-0661680
|
|
|
KN TELECOMMUNICATIONS, INC.
|
| |
Colorado
|
| |
84-1456517
|
|
|
KNIGHT POWER COMPANY LLC
|
| |
Delaware
|
| |
26-2988233
|
|
|
Exact name of registrant as specified in its charter
|
| |
State or other
jurisdiction of incorporation or organization |
| |
I.R.S. Employer
Identification No. |
|
|
LIBERTY HIGH BTU LLC
|
| |
Delaware
|
| |
N/A
|
|
|
LNG INDY, LLC
|
| |
Indiana
|
| |
46-2826768
|
|
|
LOMITA RAIL TERMINAL LLC
|
| |
Delaware
|
| |
72-1552009
|
|
|
MILWAUKEE BULK TERMINALS LLC
|
| |
Wisconsin
|
| |
39-1569624
|
|
|
MISSION NATURAL GAS COMPANY LLC
|
| |
Texas
|
| |
76-0621247
|
|
|
MJR OPERATING LLC
|
| |
Maryland
|
| |
86-1059670
|
|
|
MOJAVE PIPELINE COMPANY, L.L.C.
|
| |
Delaware
|
| |
76-0145884
|
|
|
MOJAVE PIPELINE OPERATING COMPANY, L.L.C.
|
| |
Texas
|
| |
76-0228861
|
|
|
NEP DC HOLDINGS, LLC
|
| |
Delaware
|
| |
83-3930417
|
|
|
NET MEXICO PIPELINE LLC
|
| |
Texas
|
| |
46-2542130
|
|
|
NET MIDSTREAM, LLC
|
| |
Texas
|
| |
20-4434061
|
|
|
NORTH AMERICAN BIO-FUELS, L.L.C.
|
| |
Michigan
|
| |
N/A
|
|
|
NORTH AMERICAN NATURAL RESOURCES, LLC
|
| |
Delaware
|
| |
99-3904494
|
|
|
NORTH AMERICAN NATURAL RESOURCES-SBL, LLC
|
| |
Michigan
|
| |
N/A
|
|
|
NORTH AMERICAN-CENTRAL, LLC
|
| |
Michigan
|
| |
N/A
|
|
|
PADDY RYAN CRANE, LLC
|
| |
Louisiana
|
| |
84-1620920
|
|
|
PALMETTO PRODUCTS PIPE LINE LLC
|
| |
Delaware
|
| |
N/A
|
|
|
PI 2 PELICAN STATE LLC
|
| |
Delaware
|
| |
N/A
|
|
|
PINNEY DOCK & TRANSPORT LLC
|
| |
Delaware
|
| |
34-0758193
|
|
|
PRAIRIE VIEW HIGH BTU LLC
|
| |
Delaware
|
| |
93-3608352
|
|
|
QUEEN CITY TERMINALS LLC
|
| |
Delaware
|
| |
31-1473009
|
|
|
RAHWAY RIVER LAND LLC
|
| |
Delaware
|
| |
N/A
|
|
|
RIVER TERMINALS PROPERTIES GP LLC
|
| |
Delaware
|
| |
N/A
|
|
|
RIVER TERMINAL PROPERTIES, L.P.
|
| |
Tennessee
|
| |
35-1915981
|
|
|
RNG INDY LLC
|
| |
Delaware
|
| |
38-4098654
|
|
|
SNG PIPELINE SERVICES COMPANY, L.L.C.
|
| |
Delaware
|
| |
26-1102043
|
|
|
SOUTHERN GULF LNG COMPANY, L.L.C.
|
| |
Delaware
|
| |
N/A
|
|
|
SOUTHERN LIQUEFACTION COMPANY LLC
|
| |
Delaware
|
| |
N/A
|
|
|
SOUTHERN LNG COMPANY, L.L.C.
|
| |
Delaware
|
| |
63-0590022
|
|
|
SOUTHWEST FLORIDA PIPELINE LLC
|
| |
Delaware
|
| |
N/A
|
|
|
SRT VESSELS LLC
|
| |
Delaware
|
| |
N/A
|
|
|
STAGECOACH ENERGY SOLUTIONS LLC
|
| |
Delaware
|
| |
N/A
|
|
|
STAGECOACH GAS SERVICES LLC
|
| |
Delaware
|
| |
37-1825291
|
|
|
STAGECOACH OPERATING SERVICES LLC
|
| |
Delaware
|
| |
N/A
|
|
|
STAGECOACH PIPELINE & STORAGE COMPANY LLC
|
| |
New York
|
| |
87-1959007
|
|
|
STEVEDORE HOLDINGS, L.P.
|
| |
Delaware
|
| |
20-2640477
|
|
|
TEJAS GAS, LLC
|
| |
Delaware
|
| |
76-0619237
|
|
|
TEJAS NATURAL GAS, LLC
|
| |
Delaware
|
| |
76-0614235
|
|
|
TENNESSEE GAS PIPELINE COMPANY, L.L.C.
|
| |
Delaware
|
| |
74-1056569
|
|
|
TENNESSEE GAS PIPELINE ISSUING CORPORATION
|
| |
Delaware
|
| |
45-3992009
|
|
|
TEXAN TUG LLC
|
| |
Delaware
|
| |
26-4690640
|
|
|
Exact name of registrant as specified in its charter
|
| |
State or other
jurisdiction of incorporation or organization |
| |
I.R.S. Employer
Identification No. |
|
|
TGP PIPELINE SERVICES COMPANY, L.L.C.
|
| |
Delaware
|
| |
27-4829301
|
|
|
TRANSCOLORADO GAS TRANSMISSION COMPANY LLC
|
| |
Delaware
|
| |
26-2061358
|
|
|
TRANSLOAD SERVICES, LLC
|
| |
Illinois
|
| |
36-4289637
|
|
|
TRIDENT INTRASTATE PIPELINE LLC
|
| |
Delaware
|
| |
N/A
|
|
|
TWIN BRIDGES HIGH BTU LLC
|
| |
Delaware
|
| |
N/A
|
|
|
TWIN TIER PIPELINE LLC
|
| |
Delaware
|
| |
76-0380342
|
|
|
UTICA MARCELLUS TEXAS PIPELINE LLC
|
| |
Delaware
|
| |
N/A
|
|
|
WESTERN PLANT SERVICES LLC
|
| |
Delaware
|
| |
68-0214553
|
|
|
WYOMING INTERSTATE COMPANY, L.L.C.
|
| |
Delaware
|
| |
84-0867957
|
|
EXPLANATORY NOTE
This Amendment No. 2 to Registration Statement on Form S-3 (Registration No. 333-275130) of Kinder Morgan, Inc. (the “Company”) is being filed to remove Kinder Morgan Galena Park West LLC as a co-registrant as it is no longer a subsidiary guarantor of the Company.
This Amendment is also being filed to add the following subsidiary guarantors as co-registrants:
•
Hiland Sanderson System Holdings LLC
•
Hiland Sanderson System LLC
•
Kinder Morgan Operating LLC “E”
•
KM Energy, Inc.
•
KM Energy LLC
•
Trident Intrastate Pipeline LLC
No changes or additions are being made hereby to the prospectus that forms a part of the Registration Statement. Accordingly, such prospectus is being omitted from this filing.
PART II.
INFORMATION NOT REQUIRED IN PROSPECTUS
Item 14. Other Expenses of Issuance and Distribution.
The following table sets forth the expenses to be incurred by Kinder Morgan, Inc. in connection with the issuance and distribution of the securities being registered.
| |
SEC Registration Fee
|
| | | $ | * | | |
| |
Legal Fees and Expenses
|
| | | | ** | | |
| |
Accounting Fees and Expenses
|
| | | | ** | | |
| |
Fees and Expenses of Transfer Agent and Trustee
|
| | | | ** | | |
| |
Listing Fees
|
| | | | ** | | |
| |
Printing Fees
|
| | | | ** | | |
| |
Miscellaneous
|
| | | | ** | | |
| |
Total
|
| | | $ | ** | | |
*
To be deferred pursuant to Rule 456(b) and calculated in connection with the offering of securities under this registration statement pursuant to Rule 457(r).
**
Because an indeterminate amount of securities is covered by this registration statement, the expenses in connection with the issuance and distribution of the securities cannot be determined at this time. The estimates of such expenses will be included in the applicable prospectus supplement.
Item 15. Indemnification of Directors and Officers.
Kinder Morgan, Inc. is incorporated under the laws of the State of Delaware. Section 145 of the Delaware General Corporation Law, or DGCL, provides that a corporation may indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding whether civil, criminal, administrative or investigative (other than an action by or in the right of the corporation) by reason of the fact that such person is or was a director, officer, employee or agent of the corporation, or is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, against expenses (including attorneys’ fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by such person in connection with such action, suit or proceeding, provided that such person acted in good faith and in a manner such person reasonably believed to be in or not opposed to the best interests of the corporation, and, with respect to any criminal action or proceeding, had no reasonable cause to believe their conduct was unlawful. Section 145 further provides that a corporation similarly may indemnify any such person serving in any such capacity who was or is a party or is threatened to be made a party to any threatened, pending or completed action or suit by or in the right of the corporation to procure a judgment in its favor by reason of the fact that such person is or was a director, officer, employee or agent of the corporation or is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, against expenses (including attorneys’ fees) actually and reasonably incurred in connection with the defense or settlement of such action or suit if such person acted in good faith and in a manner such person reasonably believed to be in or not opposed to the best interests of the corporation except that no indemnification shall be made in respect of any claim, issue or matter as to which such person shall have been adjudged to be liable to the corporation unless and only to the extent that the Delaware Court of Chancery or such other court in which such action or suit was brought shall determine upon application that, despite the adjudication of liability but in view of all of the circumstances of the case, such person is fairly and reasonably entitled to indemnity for such expenses which the Delaware Court of Chancery or such other court shall deem proper.
II-1
As permitted by the DGCL, the registrant’s certificate of incorporation includes a provision that eliminates the personal liability of its directors and officers for monetary damages for breach of fiduciary duty as a director or officer, except for liability:
•
for any breach of the duty of loyalty to the registrant or its stockholders;
•
for acts or omissions not in good faith or that involve intentional misconduct or knowing violation of law;
•
of a director under Section 174 of the DGCL regarding unlawful dividends and stock purchases;
•
for any transaction from which the director or officer derived an improper personal benefit; or
•
of an officer in any action by or in the right of the corporation.
As permitted by the DGCL, the registrant’s certificate of incorporation and bylaws provide that:
•
the registrant is required to indemnify its directors and officers to the fullest extent permitted under the DGCL, subject to very limited exceptions;
•
the registrant may indemnify its other employees and agents to the fullest extent permitted by law, subject to very limited exceptions;
•
the registrant is required to advance expenses, as incurred, to its directors and officers in connection with a proceeding to the maximum extent permitted under the DGCL, subject to very limited exceptions; and
•
the rights conferred in the certificate of incorporation or bylaws are not exclusive.
The registrant maintains liability insurance policies covering its officers and directors against some liabilities, including certain liabilities under the Securities Act, that may be incurred by them.
Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers or persons controlling the registrant pursuant to the foregoing provisions, the registrant has been informed that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is therefore unenforceable.
Item 16. Exhibits.
| |
Exhibit
Number |
| | | | |
Description of Exhibit
|
|
| | 1.1** | | | — | | | Underwriting Agreement. | |
| | 4.1 | | | — | | | Senior Indenture, dated as of March 1, 2012, between Kinder Morgan, Inc. and U.S. Bank Trust Company, National Association (successor in interest to U.S. Bank National Association), as Trustee (filed as Exhibit 4.1 to Kinder Morgan, Inc.’s Registration Statement on Form S-3 filed on March 1, 2012 (File No. 333-179812) and incorporated herein by reference). | |
| | 4.2 | | | — | | | | |
| | 4.3 | | | — | | | Subordinated Indenture, dated as of March 1, 2012, between Kinder Morgan, Inc. and U.S. Bank Trust Company, National Association (successor in interest to U.S. Bank National Association), as Trustee (filed as Exhibit 4.3 to Kinder Morgan, Inc.’s Registration Statement on Form S-3 filed on March 1, 2012 (File No. 333-179812) and incorporated herein by reference). | |
| | 4.4 | | | — | | | | |
| | 4.5** | | | — | | | Form of Deposit Agreement. | |
II-2
| |
Exhibit
Number |
| | | | |
Description of Exhibit
|
|
| | 4.6** | | | — | | | Form of Preferred Stock Certificate of Designation. | |
| | 4.7 | | | — | | | | |
| | 4.8 | | | — | | | | |
| | 4.9 | | | — | | | | |
| | 4.10 | | | — | | | Amendment No. 1 to the Shareholders Agreement among Kinder Morgan, Inc. and certain holders of common stock (filed as Exhibit 4.3 to Kinder Morgan, Inc.’s Current Report on Form 8-K filed on May 30, 2012 (File No. 001-35081) and incorporated herein by reference). | |
| | 4.11 | | | — | | | Amendment No. 2 to the Shareholders Agreement among Kinder Morgan, Inc. and certain holders of common stock (filed as Exhibit 4.1 to Kinder Morgan, Inc.’s Current Report on Form 8-K filed on December 3, 2014 (File No. 001-35081) and incorporated herein by reference). | |
| | 5.1*** | | | — | | | | |
| | 23.1*** | | | — | | | | |
| | 23.2* | | | — | | | | |
| | 24.1*** | | | — | | | | |
| | 24.2*** | | | — | | | | |
| | 25.1*** | | | — | | | |
*
Filed herewith.
**
To be filed by amendment or as an exhibit to a Current Report on Form 8-K in connection with a specific offering.
***
Previously Filed.
Item 17. Undertakings.
(a) The undersigned registrant hereby undertakes:
(1) To file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement:
(i) To include any prospectus required by section 10(a)(3) of the Securities Act of 1933;
(ii) To reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the registration statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than 20% change in the maximum aggregate offering price set forth in the “Calculation of Filing Fee Tables” or “Calculation of Registration Fee” table, as applicable, in the effective registration statement;
II-3
(iii) To include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement;
provided, however, that paragraphs (a)(1)(i), (a)(1)(ii) and (a)(1)(iii) of this section do not apply if the registration statement is on Form S-3 or Form F-3 and the information required to be included in a post-effective amendment by those paragraphs is contained in reports filed with or furnished to the Commission by the registrant pursuant to section 13 or section 15(d) of the Securities Exchange Act of 1934 that are incorporated by reference in the registration statement, or is contained in a form of prospectus filed pursuant to Rule 424(b) that is part of the registration statement.
(2) That, for the purpose of determining any liability under the Securities Act of 1933, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.
(3) To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering.
(4) That, for the purpose of determining liability under the Securities Act of 1933 to any purchaser:
(i) Each prospectus filed by the registrant pursuant to Rule 424(b)(3) shall be deemed to be part of the registration statement as of the date the filed prospectus was deemed part of and included in the registration statement; and
(ii) Each prospectus required to be filed pursuant to Rule 424(b)(2), (b)(5), or (b)(7) as part of a registration statement in reliance on Rule 430B relating to an offering made pursuant to Rule 415(a)(1)(i), (vii), or (x) for the purpose of providing the information required by section 10(a) of the Securities Act of 1933 shall be deemed to be a part of and included in the registration statement as of the earlier of the date such form of prospectus is first used after effectiveness or the date of the first contract of sale of securities in the offering described in the prospectus. As provided in Rule 430B, for liability purposes of the issuer and any person that is at that date an underwriter, such date shall be deemed to be a new effective date of the registration statement relating to the securities in the registration statement to which that prospectus relates, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof. Provided, however, that no statement made in a registration statement or prospectus that is part of the registration statement or made in a document incorporated or deemed incorporated by reference into the registration statement or prospectus that is part of the registration statement will, as to a purchaser with a time of contract of sale prior to such effective date, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration statement or made in any such document immediately prior to such effective date.
(5) That, for the purpose of determining liability of the registrant under the Securities Act of 1933 to any purchaser in the initial distribution of the securities, the undersigned registrant undertakes that in a primary offering of securities of the undersigned registrant pursuant to this registration statement, regardless of the underwriting method used to sell the securities to the purchaser, if the securities are offered or sold to such purchaser by means of any of the following communications, the undersigned registrant will be a seller to the purchaser and will be considered to offer or sell such securities to such purchaser:
(i) Any preliminary prospectus or prospectus of the undersigned registrant relating to the offering required to be filed pursuant to Rule 424;
(ii) Any free writing prospectus relating to the offering prepared by or on behalf of the undersigned registrant or used or referred to by the undersigned registrant;
(iii) The portion of any other free writing prospectus relating to the offering containing material information about the undersigned registrant or its securities provided by or on behalf of the undersigned registrant; and
II-4
(iv) Any other communication that is an offer in the offering made by the undersigned registrant to the purchaser.
(b) The undersigned registrant hereby undertakes that, for purposes of determining any liability under the Securities Act of 1933, each filing of the registrant’s annual report pursuant to section 13(a) or section 15(d) of the Securities Exchange Act of 1934 (and, where applicable, each filing of an employee benefit plan’s annual report pursuant to section 15(d) of the Securities Exchange Act of 1934) that is incorporated by reference in the registration statement shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.
(c) Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the registrant pursuant to the foregoing provisions, or otherwise, the registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Securities Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Securities Act and will be governed by the final adjudication of such issue.
II-5
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Registration Statement on Form S-3 or amendment thereto to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Houston, State of Texas, on April 22, 2025.
KINDER MORGAN, INC.
By:
/s/ DAVID P. MICHELS
Name:
David P. Michels
Title:
Vice President and Chief Financial Officer
Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement on Form S-3 or amendment thereto has been signed by the following persons in the capacities indicated on April 22, 2025.
| |
Signature
|
| |
Title
|
|
| |
/s/ RICHARD D. KINDER*
Richard D. Kinder
|
| | Director and Executive Chairman | |
| |
/s/ KIMBERLY A. DANG*
Kimberly A. Dang
|
| |
Director and Chief Executive Officer
(Principal Executive Officer) |
|
| |
/s/ DAVID P. MICHELS
David P. Michels
|
| |
Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer) |
|
| |
/s/ AMY W. CHRONIS*
Amy W. Chronis
|
| | Director | |
| |
/s/ TED A. GARDNER*
Ted A. Gardner
|
| | Director | |
| |
/s/ ANTHONY W. HALL, JR.*
Anthony W. Hall, Jr.
|
| | Director | |
| |
/s/ STEVEN J. KEAN*
Steven J. Kean
|
| | Director | |
| |
/s/ DEBORAH A. MACDONALD*
Deborah A. Macdonald
|
| | Director | |
| |
/s/ MICHAEL C. MORGAN*
Michael C. Morgan
|
| | Director | |
| |
/s/ ARTHUR C. REICHSTETTER*
Arthur C. Reichstetter
|
| | Director | |
II-6
| |
Signature
|
| |
Title
|
|
| |
/s/ C. PARK SHAPER*
C. Park Shaper
|
| | Director | |
| |
/s/ WILLIAM A. SMITH*
William A. Smith
|
| | Director | |
| |
/s/ ROBERT F. VAGT*
Robert F. Vagt
|
| | Director | |
| |
*By:
/s/ CATHERINE CALLAWAY JAMES
Catherine Callaway James
Attorney-in-fact for persons indicated |
| | | |
II-7
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, each registrant below has duly caused this Registration Statement on Form S-3 or amendment thereto to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Houston, state of Texas on April 22, 2025.
KINDER MORGAN ENERGY PARTNERS, L.P.
By: Kinder Morgan GP LLC,
its general partner
its general partner
By:
/s/ R. Eric McCord
Name:
R. Eric McCord
Title:
Vice President
Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement on Form S-3 or amendment thereto has been signed by the following persons in the capacities indicated on April 22, 2025.
| |
Signature
|
| |
Title
|
|
| |
/s/ THOMAS A. MARTIN
Thomas A. Martin
|
| |
President of Kinder Morgan GP LLC
(Principal Executive Officer) |
|
| |
/s/ DAVID P. MICHELS
David P. Michels
|
| |
Vice President and Chief Financial Officer of Kinder Morgan GP LLC
(Principal Financial and Accounting Officer) |
|
| |
/s/ R. ERIC MCCORD
R. Eric McCord
|
| | Vice President of Kinder Morgan GP LLC | |
II-8
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, each registrant below (each a “Corporation”) has duly caused this Registration Statement on Form S-3 or amendment thereto to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Houston, state of Texas on April 22, 2025.
COPANO ENERGY FINANCE CORPORATION
EL PASO CITRUS HOLDINGS, INC.
EPTP ISSUING CORPORATION
KINDER MORGAN CARBON DIOXIDE
TRANSPORTATION COMPANY
KMGP SERVICES COMPANY, INC.
KN TELECOMMUNICATIONS, INC.
By:
/s/ R. Eric McCord
R. Eric McCord
Vice President of each Corporation
Vice President of each Corporation
Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement on Form S-3 or amendment thereto has been signed by the following persons in the capacities indicated on April 22, 2025.
| |
Signature
|
| |
Title
|
|
| |
/s/ THOMAS A. MARTIN
Thomas A. Martin
|
| | Director of each Corporation and President of each of Copano Energy Finance Corporation, El Paso Citrus Holdings, Inc., EPTP Issuing Corporation, KMGP Services Company, Inc. and KN Telecommunications, Inc. (Principal Executive Officer) | |
| |
/s/ DAVID P. MICHELS
David P. Michels
|
| | Vice President and Chief Financial Officer of each Corporation (Principal Financial and Accounting Officer) | |
| |
/s/ ANTHONY B. ASHLEY
Anthony B. Ashley
|
| | President of Kinder Morgan Carbon Dioxide Transportation Company (Principal Executive Officer) | |
| |
/s/ R. ERIC MCCORD
R. Eric McCord
|
| | Director of each Corporation | |
II-9
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, each registrant below (each a “KMP Member Managed Subsidiary”) has duly caused this Registration Statement on Form S-3 or amendment thereto to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Houston, state of Texas on April 22, 2025.
| | | | | AMERICAN PETROLEUM TANKERS LLC | |
| | | | |
AMERICAN PETROLEUM TANKERS PARENT LLC
|
|
| | | | | AMERICAN PETROLEUM TANKERS II LLC | |
| | | | | AMERICAN PETROLEUM TANKERS III LLC | |
| | | | | AMERICAN PETROLEUM TANKERS IV LLC | |
| | | | | AMERICAN PETROLEUM TANKERS V LLC | |
| | | | | AMERICAN PETROLEUM TANKERS VI LLC | |
| | | | | AMERICAN PETROLEUM TANKERS VII LLC | |
| | | | | AMERICAN PETROLEUM TANKERS VIII LLC | |
| | | | | AMERICAN PETROLEUM TANKERS IX LLC | |
| | | | | AMERICAN PETROLEUM TANKERS X LLC | |
| | | | | AMERICAN PETROLEUM TANKERS XI LLC | |
| | | | | APT INTERMEDIATE HOLDCO LLC | |
| | | | | APT NEW INTERMEDIATE HOLDCO LLC | |
| | | | | APT FLORIDA LLC | |
| | | | | APT PENNSYLVANIA LLC | |
| | | | | APT SUNSHINE STATE LLC | |
| | | | | ARLINGTON STORAGE COMPANY, LLC | |
| | | | | BETTY LOU LLC | |
| | | | |
CAMINO REAL GAS GATHERING COMPANY LLC
|
|
| | | | |
CAMINO REAL GATHERING COMPANY, L.L.C.
|
|
| | | | | CANTERA GAS COMPANY LLC | |
| | | | | CDE PIPELINE LLC | |
| | | | | CENTRAL FLORIDA PIPELINE LLC | |
| | | | | CIG GAS STORAGE COMPANY LLC | |
| | | | | COPANO DOUBLE EAGLE LLC | |
| | | | | COPANO ENERGY, L.L.C. | |
| | | | |
COPANO ENERGY SERVICES/UPPER GULF COAST LLC
|
|
| | | | | COPANO FIELD SERVICES GP, L.L.C. | |
| | | | |
COPANO FIELD SERVICES/NORTH TEXAS, L.L.C.
|
|
| | | | |
COPANO FIELD SERVICES/SOUTH TEXAS LLC
|
|
II-10
| | | | |
COPANO FIELD SERVICES/UPPER GULF COAST LLC
|
|
| | | | | COPANO LIBERTY, LLC | |
| | | | | COPANO NGL SERVICES (MARKHAM), L.L.C. | |
| | | | | COPANO NGL SERVICES LLC | |
| | | | | COPANO PIPELINES GROUP, L.L.C. | |
| | | | | COPANO PIPELINES/NORTH TEXAS, L.L.C. | |
| | | | |
COPANO PIPELINES/ROCKY MOUNTAINS, LLC
|
|
| | | | | COPANO PIPELINES/SOUTH TEXAS LLC | |
| | | | |
COPANO PIPELINES/UPPER GULF COAST LLC
|
|
| | | | | COPANO PROCESSING LLC | |
| | | | | COPANO RISK MANAGEMENT LLC | |
| | | | | COPANO TERMINALS LLC | |
| | | | | COPANO/WEBB-DUVAL PIPELINE LLC | |
| | | | | CPNO SERVICES LLC | |
| | | | | EAGLE FORD GATHERING LLC | |
| | | | | EAGLE FORD MIDSTREAM LLC | |
| | | | | EL PASO NATURAL GAS COMPANY, L.L.C. | |
| | | | | ELBA EXPRESS COMPANY, L.L.C. | |
| | | | | ELIZABETH RIVER TERMINALS LLC | |
| | | | | EPBGP CONTRACTING SERVICES LLC | |
| | | | | EP RUBY LLC | |
| | | | | ICPT, L.L.C. | |
| | | | | JV TANKER CHARTERER LLC | |
| | | | | KINDER MORGAN 2-MILE LLC | |
| | | | |
KINDER MORGAN ADMINISTRATIVE SERVICES TAMPA LLC
|
|
| | | | | KINDER MORGAN ALTAMONT LLC | |
| | | | |
KINDER MORGAN BALTIMORE TRANSLOAD TERMINAL LLC
|
|
| | | | |
KINDER MORGAN BATTLEGROUND OIL LLC
|
|
| | | | | KINDER MORGAN BORDER PIPELINE LLC | |
| | | | | KINDER MORGAN CO2 COMPANY LLC | |
| | | | |
KINDER MORGAN COMMERCIAL SERVICES LLC
|
|
| | | | |
KINDER MORGAN CRUDE & CONDENSATE LLC
|
|
| | | | | KINDER MORGAN CRUDE MARKETING LLC | |
| | | | |
KINDER MORGAN CRUDE OIL PIPELINES LLC
|
|
| | | | | KINDER MORGAN CRUDE TO RAIL LLC | |
II-11
| | | | | KINDER MORGAN CUSHING LLC | |
| | | | |
KINDER MORGAN DALLAS FORT WORTH RAIL TERMINAL LLC
|
|
| | | | |
KINDER MORGAN DEEPROCK NORTH HOLDCO LLC
|
|
| | | | | KINDER MORGAN ENDEAVOR LLC | |
| | | | | KINDER MORGAN EP MIDSTREAM LLC | |
| | | | | KINDER MORGAN FREEDOM PIPELINE LLC | |
| | | | | KINDER MORGAN IMT HOLDCO LLC | |
| | | | |
KINDER MORGAN KEYSTONE GAS STORAGE LLC
|
|
| | | | | KINDER MORGAN KMAP LLC | |
| | | | | KINDER MORGAN LAS VEGAS LLC | |
| | | | |
KINDER MORGAN LINDEN TRANSLOAD TERMINAL LLC
|
|
| | | | |
KINDER MORGAN LIQUIDS TERMINALS LLC
|
|
| | | | |
KINDER MORGAN LIQUIDS TERMINALS ST. GABRIEL LLC
|
|
| | | | |
KINDER MORGAN LOUISIANA PIPELINE HOLDING LLC
|
|
| | | | |
KINDER MORGAN LOUISIANA PIPELINE LLC
|
|
| | | | |
KINDER MORGAN MATERIALS SERVICES, LLC
|
|
| | | | | KINDER MORGAN NATGAS O&M LLC | |
| | | | |
KINDER MORGAN NORTH TEXAS PIPELINE LLC
|
|
| | | | | KINDER MORGAN OPERATING LLC “A” | |
| | | | | KINDER MORGAN OPERATING LLC “B” | |
| | | | | KINDER MORGAN OPERATING LLC “C” | |
| | | | | KINDER MORGAN OPERATING LLC “D” | |
| | | | | KINDER MORGAN OPERATING LLC “E” | |
| | | | | KINDER MORGAN PECOS LLC | |
| | | | | KINDER MORGAN PECOS VALLEY LLC | |
| | | | | KINDER MORGAN PETCOKE GP LLC | |
| | | | |
KINDER MORGAN PETCOKE, L.P. By Kinder Morgan Petcoke GP LLC, its general partner
|
|
| | | | | KINDER MORGAN PETCOKE LP LLC | |
| | | | |
KINDER MORGAN PETROLEUM TANKERS LLC
|
|
| | | | | KINDER MORGAN PIPELINE LLC | |
| | | | |
KINDER MORGAN PORT MANATEE TERMINAL LLC
|
|
II-12
| | | | |
KINDER MORGAN PORT SUTTON TERMINAL LLC
|
|
| | | | |
KINDER MORGAN PORT TERMINALS USA LLC
|
|
| | | | |
KINDER MORGAN PRODUCTION COMPANY LLC
|
|
| | | | |
KINDER MORGAN PRODUCTS TERMINALS LLC
|
|
| | | | | KINDER MORGAN RAIL SERVICES LLC | |
| | | | | KINDER MORGAN RESOURCES II LLC | |
| | | | | KINDER MORGAN RESOURCES III LLC | |
| | | | |
KINDER MORGAN SCURRY CONNECTOR LLC
|
|
| | | | | KINDER MORGAN SNG OPERATOR LLC | |
| | | | |
KINDER MORGAN SOUTHEAST TERMINALS LLC
|
|
| | | | |
KINDER MORGAN TANK STORAGE TERMINALS LLC
|
|
| | | | | KINDER MORGAN TEJAS PIPELINE LLC | |
| | | | |
KINDER MORGAN TERMINALS WILMINGTON LLC
|
|
| | | | | KINDER MORGAN TEXAS PIPELINE LLC | |
| | | | |
KINDER MORGAN TRANSMIX COMPANY, LLC
|
|
| | | | |
KINDER MORGAN TREATING LP By KM Treating GP LLC, its general partner
|
|
| | | | | KINDER MORGAN TREATING ODESSA LLC | |
| | | | | KINDER MORGAN UTICA LLC | |
| | | | |
KINDER MORGAN VIRGINIA LIQUIDS TERMINALS LLC
|
|
| | | | | KINDER MORGAN WINK PIPELINE LLC | |
| | | | | KINDERHAWK FIELD SERVICES LLC | |
| | | | | KM EAGLE GATHERING LLC | |
| | | | | KM KASKASKIA DOCK LLC | |
| | | | | KM LIQUIDS MARKETING LLC | |
| | | | | KM LIQUIDS TERMINALS LLC | |
| | | | | KM LOUISIANA MIDSTREAM LLC | |
| | | | | KM NORTH CAHOKIA LAND LLC | |
| | | | |
KM NORTH CAHOKIA TERMINAL PROJECT LLC
|
|
| | | | | KM TREATING GP LLC | |
| | | | | KM UTOPIA OPERATOR LLC | |
| | | | | LOMITA RAIL TERMINAL LLC | |
II-13
| | | | | MISSION NATURAL GAS COMPANY LLC | |
| | | | | MJR OPERATING LLC | |
| | | | | MOJAVE PIPELINE COMPANY, L.L.C. | |
| | | | |
MOJAVE PIPELINE OPERATING COMPANY, L.L.C.
|
|
| | | | | NEP DC HOLDINGS, LLC | |
| | | | | NET MEXICO PIPELINE LLC | |
| | | | | NET MIDSTREAM, LLC | |
| | | | | PALMETTO PRODUCTS PIPE LINE LLC | |
| | | | | PI 2 PELICAN STATE LLC | |
| | | | | PINNEY DOCK & TRANSPORT LLC | |
| | | | | RAHWAY RIVER LAND LLC | |
| | | | | SOUTHERN GULF LNG COMPANY, L.L.C. | |
| | | | | SOUTHERN LIQUEFACTION COMPANY LLC | |
| | | | | SOUTHERN LNG COMPANY, L.L.C. | |
| | | | | SOUTHWEST FLORIDA PIPELINE LLC | |
| | | | | SRT VESSELS LLC | |
| | | | | STAGECOACH ENERGY SOLUTIONS LLC | |
| | | | | STAGECOACH GAS SERVICES LLC | |
| | | | | STAGECOACH OPERATING SERVICES LLC | |
| | | | |
STAGECOACH PIPELINE & STORAGE COMPANY LLC
|
|
| | | | |
STEVEDORE HOLDINGS, L.P. By Kinder Morgan Petcoke GP LLC, its general partner
|
|
| | | | | TEJAS GAS, LLC | |
| | | | | TEJAS NATURAL GAS, LLC | |
| | | | |
TRANSCOLORADO GAS TRANSMISSION COMPANY LLC
|
|
| | | | | TRIDENT INTRASTATE PIPELINE LLC | |
| | | | | TWIN TIER PIPELINE LLC | |
| | | | | UTICA MARCELLUS TEXAS PIPELINE LLC | |
| | | | |
WYOMING INTERSTATE GAS COMPANY, L.L.C.
|
|
By:
/s/ R. ERIC MCCORD
R. Eric McCord
Vice President
Vice President
II-14
Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement on Form S-3 or amendment thereto has been signed by the following persons in the capacities indicated on April 22, 2025.
| |
Signature
|
| |
Title
|
|
| |
/s/ THOMAS A. MARTIN
Thomas A. Martin
|
| | President of Kinder Morgan GP LLC, the general partner of Kinder Morgan Energy Partners, L.P., the direct or indirect sole member of each KMP Member Managed Subsidiary (Principal Executive Officer) | |
| |
/s/ DAVID P. MICHELS
David P. Michels
|
| |
Vice President and Chief Financial Officer of Kinder Morgan GP LLC
(Principal Financial and Accounting Officer) |
|
| |
/s/ R. ERIC MCCORD
R. Eric McCord
|
| | Vice President of Kinder Morgan GP LLC, the general partner of Kinder Morgan Energy Partners, L.P., the direct or indirect sole member of each KMP Member Managed Subsidiary | |
II-15
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, each registrant below (each a “KMI Subsidiary”) has duly caused this Registration Statement on Form S-3 or amendment thereto to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Houston, state of Texas on April 22, 2025.
| | | | | CIG PIPELINE SERVICES COMPANY, L.L.C. | |
| | | | | DAKOTA BULK TERMINAL LLC | |
| | | | | DELTA TERMINAL SERVICES LLC | |
| | | | | EL PASO CHEYENNE HOLDINGS, L.L.C. | |
| | | | | EL PASO CNG COMPANY, L.L.C. | |
| | | | | EL PASO ENERGY SERVICE COMPANY, L.L.C. | |
| | | | | EL PASO LLC | |
| | | | | EL PASO MIDSTREAM GROUP LLC | |
| | | | | EL PASO NORIC INVESTMENTS III, L.L.C. | |
| | | | | EL PASO RUBY HOLDING COMPANY, L.L.C. | |
| | | | | EL PASO TENNESSEE PIPELINE CO., L.L.C. | |
| | | | | EMORY B CRANE, LLC | |
| | | | | FRANK L. CRANE, LLC | |
| | | | | GENERAL STEVEDORES GP, LLC | |
| | | | | GENERAL STEVEDORES HOLDINGS LLC | |
| | | | | HBM ENVIRONMENTAL LLC | |
| | | | | HILAND CRUDE, LLC | |
| | | | | HILAND PARTNERS HOLDINGS LLC | |
| | | | | HILAND SANDERSON SYSTEM LLC | |
| | | | |
HILAND SANDERSON SYSTEM HOLDINGS LLC
|
|
| | | | |
INDEPENDENT TRADING & TRANSPORTATION COMPANY I, L.L.C.
|
|
| | | | | KINDER MORGAN ARLINGTON RNG LLC | |
| | | | | KINDER MORGAN BULK TERMINALS LLC | |
| | | | | KINDER MORGAN CCS HOLDCO LLC | |
| | | | |
KINDER MORGAN CONTRACTING SERVICES LLC
|
|
| | | | |
KINDER MORGAN ENERGY TRANSITION VENTURES HOLDCO LLC
|
|
| | | | | KINDER MORGAN FINANCE COMPANY LLC | |
| | | | | KINDER MORGAN GP LLC | |
| | | | | KINDER MORGAN GULF COAST CCS LLC | |
| | | | | KINDER MORGAN MARINE SERVICES LLC | |
II-16
| | | | |
KINDER MORGAN MID ATLANTIC MARINE SERVICES LLC
|
|
| | | | |
KINDER MORGAN NGPL HOLDINGS LLC
KINDER MORGAN PERMIAN CCS LLC
|
|
| | | | | KINDER MORGAN PORTLAND BULK LLC | |
| | | | |
KINDER MORGAN PORTLAND HOLDINGS LLC
|
|
| | | | |
KINDER MORGAN PORTLAND INTERMEDIATE HOLDINGS I LLC
|
|
| | | | |
KINDER MORGAN PORTLAND INTERMEDIATE HOLDINGS II LLC
|
|
| | | | | KINDER MORGAN PORTLAND JET LINE LLC | |
| | | | |
KINDER MORGAN PORTLAND LIQUIDS TERMINALS LLC
|
|
| | | | |
KINDER MORGAN PORTLAND OPERATING LLC
|
|
| | | | | KINDER MORGAN RANGER LLC | |
| | | | | KINDER MORGAN RNG HOLDCO LLC | |
| | | | |
KINDER MORGAN ROCKIES MARKETING LLC
|
|
| | | | | KINDER MORGAN SEVEN OAKS LLC | |
| | | | | KINDER MORGAN SHREVEPORT RNG LLC | |
| | | | | KINDER MORGAN TERMINALS LLC | |
| | | | |
KINDER MORGAN TEXAS TERMINALS, L.P. By General Stevedores GP, LLC, its general partner
|
|
| | | | | KINDER MORGAN TURKEY RUN RNG LLC | |
| | | | | KINDER MORGAN VEHICLE SERVICES LLC | |
| | | | | KINDER MORGAN VICTORIA RNG LLC | |
| | | | | KINETREX HOLDCO, INC. | |
| | | | | KINETREX ENERGY TRANSPORTATION, LLC | |
| | | | | KM CRANE LLC | |
| | | | | KM DECATUR LLC | |
| | | | | KM ENERGY, INC. | |
| | | | | KM ENERGY LLC | |
| | | | | KM GAS MARKETING LLC | |
| | | | |
KM NORTH CAHOKIA SPECIAL PROJECT LLC
|
|
| | | | | KM SHIP CHANNEL SERVICES LLC | |
| | | | | KMBT LLC | |
| | | | | KMBT LEGACY HOLDINGS LLC | |
| | | | | KNIGHT POWER COMPANY LLC | |
| | | | | LIBERTY HIGH BTU LLC | |
II-17
| | | | | LNG INDY, LLC | |
| | | | | MILWAUKEE BULK TERMINALS LLC | |
| | | | | NORTH AMERICAN BIO-FUELS, L.L.C. | |
| | | | |
NORTH AMERICAN NATURAL RESOURCES, LLC
|
|
| | | | |
NORTH AMERICAN NATURAL RESOURCES-SBL, LLC
|
|
| | | | | NORTH AMERICAN-CENTRAL, LLC | |
| | | | | PADDY RYAN CRANE, LLC | |
| | | | | PRAIRIE VIEW HIGH BTU LLC | |
| | | | | QUEEN CITY TERMINALS LLC | |
| | | | | RIVER TERMINALS PROPERTIES GP LLC | |
| | | | |
RIVER TERMINAL PROPERTIES, L.P. By River Terminals Properties GP LLC, its general partner
|
|
| | | | | RNG INDY LLC | |
| | | | | SNG PIPELINE SERVICES COMPANY, L.L.C. | |
| | | | | TEXAN TUG LLC | |
| | | | | TGP PIPELINE SERVICES COMPANY, L.L.C. | |
| | | | | TRANSLOAD SERVICES, LLC | |
| | | | | TWIN BRIDGES HIGH BTU LLC | |
| | | | | WESTERN PLANT SERVICES LLC | |
By:
/s/ R. ERIC MCCORD
R. Eric McCord
Vice President
Vice President
Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement on Form S-3 or amendment thereto has been signed by the following persons in the capacities indicated on April 22, 2025.
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Signature
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Title
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/s/ RICHARD D. KINDER*
Richard D. Kinder
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Director and Executive Chairman of Kinder Morgan, Inc., the direct or indirect sole member of each KMI Subsidiary
(Principal Executive Officer) |
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/s/ KIMBERLY A. DANG*
Kimberly A. Dang
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Director and Chief Executive Officer of Kinder Morgan, Inc.
(Principal Executive Officer) |
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/s/ DAVID P. MICHELS
David P. Michels
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Vice President and Chief Financial Officer of Kinder Morgan, Inc.
(Principal Financial and Accounting Officer) |
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II-18
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Signature
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Title
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/s/ AMY W. CHRONIS*
Amy W. Chronis
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| | Director of Kinder Morgan, Inc. | |
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/s/ TED A. GARDNER*
Ted A. Gardner
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| | Director of Kinder Morgan, Inc. | |
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/s/ ANTHONY W. HALL, JR.*
Anthony W. Hall, Jr.
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| | Director of Kinder Morgan, Inc. | |
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/s/ STEVEN J. KEAN*
Steven J. Kean
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| | Director of Kinder Morgan, Inc. | |
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/s/ DEBORAH A. MACDONALD*
Deborah A. Macdonald
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| | Director of Kinder Morgan, Inc. | |
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/s/ MICHAEL C. MORGAN*
Michael C. Morgan
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| | Director of Kinder Morgan, Inc. | |
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/s/ ARTHUR C. REICHSTETTER*
Arthur C. Reichstetter
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| | Director of Kinder Morgan, Inc. | |
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/s/ C. PARK SHAPER*
C. Park Shaper
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| | Director of Kinder Morgan, Inc. | |
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/s/ WILLIAM A. SMITH *
William A. Smith
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| | Director of Kinder Morgan, Inc. | |
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/s/ ROBERT F. VAGT*
Robert F. Vagt
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| | Director of Kinder Morgan, Inc. | |
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*By:
/s/ Catherine Callaway James
Catherine Callaway James
Attorney-in-fact for persons indicated |
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II-19
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, each registrant below has duly caused this Registration Statement on Form S-3 or amendment thereto to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Houston, state of Texas on April 22, 2025.
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CHEYENNE PLAINS GAS PIPELINE COMPANY, L.L.C.
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COLORADO INTERSTATE GAS COMPANY, L.L.C.
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COLORADO INTERSTATE ISSUING CORPORATION
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By:
/s/ R. ERIC MCCORD
R. Eric McCord
Vice President
Vice President
Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement on Form S-3 or amendment thereto has been signed by the following persons in the capacities indicated on April 22, 2025.
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Signature
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Title
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/s/ SITAL K. MODY
Sital K. Mody
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| | President (Principal Executive Officer) | |
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/s/ DAVID P. MICHELS
David P. Michels
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Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer) |
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/s/ THOMAS A. MARTIN
Thomas A. Martin
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| | Member of the Management Committees of Cheyenne Plains Gas Pipeline Company, L.L.C. and Colorado Interstate Gas Company, L.L.C. and Director of Colorado Interstate Issuing Corporation | |
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/s/ R. ERIC MCCORD
R. Eric McCord
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| | Member of the Management Committees of Cheyenne Plains Gas Pipeline Company, L.L.C. and Colorado Interstate Gas Company, L.L.C. and Director of Colorado Interstate Issuing Corporation | |
II-20
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, each registrant below has duly caused this Registration Statement on Form S-3 or amendment thereto to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Houston, state of Texas on April 22, 2025.
| | | | | TENNESSEE GAS PIPELINE COMPANY, L.L.C. | |
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TENNESSEE GAS PIPELINE ISSUING CORPORATION
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By:
/s/ R. ERIC MCCORD
R. Eric McCord
Vice President
Vice President
Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement on Form S-3 or amendment thereto has been signed by the following persons in the capacities indicated on April 22, 2025.
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Signature
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Title
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/s/ SITAL K. MODY
Sital K. Mody
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| | President (Principal Executive Officer) | |
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/s/ DAVID P. MICHELS
David P. Michels
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| |
Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer) |
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/s/ THOMAS A. MARTIN
Thomas A. Martin
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| | Director | |
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/s/ R. ERIC MCCORD
R. Eric McCord
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| | Director | |
II-21