0000902664-12-001312.txt : 20121018 0000902664-12-001312.hdr.sgml : 20121018 20121018061704 ACCESSION NUMBER: 0000902664-12-001312 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20121018 DATE AS OF CHANGE: 20121018 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: KINDER MORGAN, INC. CENTRAL INDEX KEY: 0001506307 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922] IRS NUMBER: 260238387 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-86498 FILM NUMBER: 121149468 BUSINESS ADDRESS: STREET 1: 500 DALLAS STREET STREET 2: SUITE 1000 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 713-369-9000 MAIL ADDRESS: STREET 1: 500 DALLAS STREET STREET 2: SUITE 1000 CITY: HOUSTON STATE: TX ZIP: 77002 FORMER COMPANY: FORMER CONFORMED NAME: Kinder Morgan Holdco LLC DATE OF NAME CHANGE: 20101122 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LONE PINE CAPITAL LLC CENTRAL INDEX KEY: 0001061165 IRS NUMBER: 061484476 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: TWO GREENWICH PLZ STREET 2: 2ND FLOOR CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 2036181400 MAIL ADDRESS: STREET 1: TWO GREENWICH PLZ STREET 2: 2ND FLOOR CITY: GREENWICH STATE: CT ZIP: 06830 SC 13G/A 1 p12-1716sc13ga.htm KINDER MORGAN, INC. p12-1716sc13ga.htm
 
 CUSIP No. 49456B101
 
13G/A
Page 1 of 8 Pages


 

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G/A
 
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
 
Kinder Morgan, Inc.
(Name of Issuer)
 
Class P Common Stock, par value $0.01 per share
(Title of Class of Securities)
 
49456B101
(CUSIP Number)
 
October 17, 2012
(Date of Event Which Requires Filing of This Statement)
 
 
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
¨
Rule 13d-1(b)
X
Rule 13d-1(c)
¨
Rule 13d-1(d)
 
(Page 1 of 8 Pages)

______________________________
*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
 
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 
 
 
 CUSIP No. 49456B101
 
13G/A
Page 2 of 8 Pages


1
NAME OF REPORTING PERSON
Lone Cascade, L.P.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) ¨
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
5
SOLE VOTING POWER
0
6
SHARED VOTING POWER
32,221,753 shares of Common Stock representing 7,517,326 shares of Common Stock and 24,704,427 Warrants.
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
32,221,753 shares of Common Stock representing 7,517,326 shares of Common Stock and 24,704,427 Warrants.
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
32,221,753 shares of Common Stock representing 7,517,326 shares of Common Stock and 24,704,427 Warrants.
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.1%
12
TYPE OF REPORTING PERSON
PN

 

 

 


 
 
 
 CUSIP No. 49456B101
 
13G/A
Page 3 of 8 Pages

 
1
NAME OF REPORTING PERSON
Lone Pine Capital LLC
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) ¨
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
5
SOLE VOTING POWER
0
6
SHARED VOTING POWER
71,780,836 shares of Common Stock representing 17,624,581 shares of Common Stock and 54,156,255 Warrants.
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
71,780,836 shares of Common Stock representing 17,624,581 shares of Common Stock and 54,156,255 Warrants.
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
71,780,836 shares of Common Stock representing 17,624,581 shares of Common Stock and 54,156,255 Warrants.
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.1%
12
TYPE OF REPORTING PERSON
OO

     

 
 
 
 CUSIP No. 49456B101
 
13G/A
Page 4 of 8 Pages


1
NAME OF REPORTING PERSON
Stephen F. Mandel, Jr.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) ¨
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
5
SOLE VOTING POWER
0
6
SHARED VOTING POWER
71,780,836 shares of Common Stock representing 17,624,581 shares of Common Stock and 54,156,255 Warrants.
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
71,780,836 shares of Common Stock representing 17,624,581 shares of Common Stock and 54,156,255 Warrants.
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
71,780,836 shares of Common Stock representing 17,624,581 shares of Common Stock and 54,156,255 Warrants.
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.1%
12
TYPE OF REPORTING PERSON
IN

 

 

     

 
 
 
 CUSIP No. 49456B101
 
13G/A
Page 5 of 8 Pages


Item 1 (a).
NAME OF ISSUER
 
Kinder Morgan, Inc. (the “Issuer”)
   

Item 1(b).
ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES
 
500 Dallas Street, Suite 1000
Houston, Texas 77002
 
   

Item 2 (a).
NAME OF PERSON FILING
 
This statement is filed by:
 
Lone Cascade, L.P., a Delaware limited partnership (“Lone Cascade”), with respect to the Common Stock (as defined in Item 2(d) below) and Warrants to Purchase Common Stock (the “Warrants”) directly held by it;
 
Lone Pine Capital LLC, a Delaware limited liability company (“Lone Pine Capital”), which serves as investment manager to Lone Spruce, L.P., a Delaware limited partnership (“Lone Spruce”), Lone Balsam, L.P., a Delaware limited partnership (“Lone Balsam”), Lone Sequoia, L.P., a Delaware limited partnership (“Lone Sequoia”), Lone Cascade, Lone Sierra, L.P., a Delaware limited partnership (“Lone Sierra”), Lone Cypress, Ltd., a Cayman Islands exempted company (“Lone Cypress”), Lone Kauri, Ltd., a Cayman Islands exempted company (“Lone Kauri”) and Lone Monterey Master Fund, Ltd., a Cayman Islands exempted company (“Lone Monterey Master Fund”, and together with Lone Spruce, Lone Balsam, Lone Sequoia, Lone Cascade, Lone Sierra, Lone Cypress, Lone Kauri and Lone Monterey Master Fund, the “Lone Pine Funds”), with respect to the Common Stock directly held by each of the Lone Pine Funds; and
 
Stephen F. Mandel, Jr. (“Mr. Mandel”), the managing member of Lone Pine Managing Member LLC, which is the Managing Member of Lone Pine Capital, with respect to the Common Stock directly held by each of the Lone Pine Funds.
 
The foregoing persons are hereinafter sometimes collectively referred to as the “Reporting Persons”.  Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party.
   

Item 2(b).
ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
 
The address of the business office of each of the Reporting Persons is Two Greenwich Plaza, Greenwich, Connecticut 06830.
   

 
Item 2(c).
CITIZENSHIP
   
Lone Cascade is a limited partnership organized under the laws of the State of Delaware. Lone Pine Capital is a limited liability company organized under the laws of the State of Delaware.  Mr. Mandel is a United States citizen.
 
Item 2(d).
 
TITLE OF CLASS OF SECURITIES
 
Class P common stock, par value $0.01 (the “Common Stock”).
   


 
 
 
 CUSIP No. 49456B101
 
13G/A
Page 6 of 8 Pages

 
Item 2(e).
CUSIP NUMBER
 
49456B101
   
Item 3.
IF THIS STATEMENT IS FILED PURSUANT TO Rules 13d-1(b), OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:

 
(a)
¨
Broker or dealer registered under Section 15 of the Act;
 
(b)
¨
Bank as defined in Section 3(a)(6) of the Act;
 
(c)
¨
Insurance company as defined in Section 3(a)(19) of the Act;
 
(d)
¨
Investment company registered under Section 8 of the Investment Company Act of 1940;
 
(e)
¨
An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
 
(f)
¨
An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
 
 
(g)
¨
A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
 
(h)
¨
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
 
 
(i)
¨
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
 
 
(j)
¨
A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);
 
(k)
¨
Group, in accordance with Rule 13d-1(b)(1)(ii)(K).

 
If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution: ____________________
 

Item 4.
OWNERSHIP

 
 
A.  Lone Cascade, L.P.
 
(a) Amount beneficially owned: 32,221,753 shares of Common Stock (representing 7,517,326 shares of Common Stock and 24,704,427 Warrants)
(b) Percent of class: 4.1%.  The percentages set forth in this Item 4 and in the rest of this Schedule 13G/A are based upon a total of 738,057,094 shares of Common Stock reported to be outstanding by the Issuer as of the completion of the offering reported in its Rule 424(b)(3) Prospectus filed on October 16, 2012.
 
(c)(i) Sole power to vote or direct the vote: -0-
(ii) Shared power to vote or direct the vote: 32,221,753 shares of Common Stock (representing 7,517,326 shares of Common Stock and 24,704,427 Warrants)
 
 
 

 
 
 
 CUSIP No. 49456B101
 
13G/A
Page 7 of 8 Pages

 
 
(iii) Sole power to dispose or direct the disposition: -0-
(iv) Shared power to dispose or direct the disposition: 32,221,753 shares of Common Stock (representing 7,517,326 shares of Common Stock and 24,704,427 Warrants)
 
B.  Lone Pine Capital LLC and Stephen F. Mandel, Jr.
 
(a) Amount beneficially owned: 71,780,836 shares of Common Stock (representing 17,624,581 shares of Common Stock and 54,156,255 Warrants)
(b) Percent of class: 9.1%.
(c)(i) Sole power to vote or direct the vote: -0-
(ii) Shared power to vote or direct the vote: 71,780,836 shares of Common Stock (representing 17,624,581 shares of Common Stock and 54,156,255 Warrants)
(iii) Sole power to dispose or direct the disposition: -0-
(iv) Shared power to dispose or direct the disposition: 71,780,836 shares of Common Stock (representing 17,624,581 shares of Common Stock and 54,156,255 Warrants)
   
 
Item 5.
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
   
 
As of October 17 , 2012, Lone Cascade, L.P. ceased to be the beneficial owner of more than five percent of the class of securities.

Item 6.
OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
 
 
Not applicable.
   

Item 7.
IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON
 
Not applicable
   

Item 8.
IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
 
Not applicable
   

Item 9.
NOTICE OF DISSOLUTION OF GROUP
 
Not applicable
   

Item 10.
CERTIFICATION

 
Each of the Reporting Persons hereby makes the following certification:
   
   
 
By signing below each Reporting Person certifies that, to the best of his or its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

     

 
 
 
 CUSIP No. 49456B101
 
13G/A
Page 8 of 8 Pages


SIGNATURES
 
After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
 
DATE:  October 18, 2012

     
     
   
By:  /s/ Stephen F. Mandel, Jr.
   
Stephen F. Mandel, Jr., individually and as
   
Managing Member of Lone Pine Managing Member LLC,  as Managing Member of (a) Lone Pine Capital LLC and (b) Lone Pine Members LLC, as the general partner of Lone Cascade, L.P.