This is all I have found on DEEP. My Track spit it back at Me and said it wasn't in Their data base.
DEEPTECH INTERNATL INC amends offer. senior notes.
Excerpted from S-3/A filed on 03/08 by DEEPTECH INTERNATIONAL INC:
DEEPTECH INTERNATL INC amends offer. senior notes.
PROSPECTUS
DEEPTECH INTERNATIONAL INC.
$77,600,000 12% SENIOR NOTES DUE 2000
FULLY AND UNCONDITIONALLY GUARANTEED BY
EL PASO ENERGY CORPORATION
The $77,600,000 12% Senior Notes Due 2000 (the "Senior Notes," or the
"Securities") of DeepTech International Inc. ("DeepTech") and the guarantees
associated with the Senior Notes (the "Guarantees," and together with the
Securities, the "Guaranteed Securities"), to which this Prospectus relates will
be offered (the "Offering") by certain holders of the Senior Notes (the "Selling
Holders"). All of the Selling Holders do not necessarily intend to sell their
Guaranteed Securities, but they may decide to do so in the future. See "Selling
Holders." The Guaranteed Securities offered by the Selling Holders may be sold
from time to time at prices then prevailing, in negotiated transactions or in
the over-the-counter market, or in brokerage transactions, or in a combination
of such transactions. Neither El Paso Energy Corporation ("El Paso Energy" or
the "Company") nor DeepTech will receive any proceeds from the sale of the
Guaranteed Securities offered hereby.
Interest on the Senior Notes is payable semi-annually on June 15 and
December 15 of each year. The Senior Notes may be redeemed at the option of
DeepTech, in whole or in part, at any time on or after June 15, 1999 upon not
less than 30 days' nor more than 60 days' notice, at 106% of their principal
amount, plus accrued interest, and at 100% of such principal amount, plus
accrued and unpaid interest, to the date of redemption from and after June 15,
2000. The Senior Notes rank pari passu in right of payment with all other senior
Indebtedness (defined herein) and senior to all other Indebtedness of DeepTech.
As a result of a holding company reorganization effected on August 1, 1998,
El Paso Natural Gas Company ("EPNG") became a wholly owned subsidiary of El Paso
Energy and El Paso Energy succeeded EPNG as the publicly traded corporation. In
conjunction with the merger of DeepTech with EPNG or El Paso Energy (the
"Merger") pursuant to the Agreement and Plan of Merger dated as of February 27,
1998, as amended, and the solicitations (the "Solicitations") of consents to
certain waivers (the "Waivers") and amendments (the "Amendments") from the
holders of the Senior Notes (the "Holders") by EPNG and DeepTech pursuant to a
consent solicitation statement (the "Statement") and a Consent Letter (the
"Consent Letter") with respect to the Securities, EPNG agreed that EPNG or El
Paso Energy, as successor to EPNG, would guarantee the Securities and would
register the resales of such Guarantees under the Securities Act of 1933, as
amended (the "Securities Act"), if the Merger were effected between DeepTech and
a subsidiary of El Paso Energy. Based upon elections made by stockholders of
DeepTech, on August 14, 1998 the Merger was effected as a merger of a subsidiary
of El Paso Energy into DeepTech, and El Paso Energy issued the Guarantees on
that date. The Registration Statement of which this Prospectus forms a part is
being filed to permit the resale under the Securities Act of the Securities as
well as the resale of the Guarantees.
The Senior Notes are not listed on any securities exchange or authorized
for quotation on the Nasdaq system.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION, NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
THE DATE OF THIS PROSPECTUS IS MARCH 8, 1999.
(End of Item Excerpt)
(End of Item Excerpt)
USE OF PROCEEDS
The Guaranteed Securities offered hereby are being sold by the Selling
Holders named under the caption "Selling Holders." Neither El Paso Energy nor
DeepTech will receive any proceeds from the Offering.
EL PASO ENERGY CORPORATION
RATIO OF EARNINGS TO FIXED CHARGES AND RATIO OF
EARNINGS TO COMBINED FIXED CHARGES AND
PREFERRED AND PREFERENCE STOCK DIVIDEND REQUIREMENTS
TABLE
CAPTION
NINE MONTHS
ENDED YEAR ENDED DECEMBER 31,
SEPTEMBER 30, --------------------------------
1998(2) 1997 1996 1995 1994 1993
S C C C C C C
Ratio of Earnings to Fixed Charges and Ratio of
Earnings to Combined Fixed Charges and
Preferred and Preference Stock Dividend
Requirements(1).............................. 2.02x 2.26x 1.59x 2.51x 2.87x 3.04x
TABLE
(End of Item Excerpt)
(End of Item Excerpt)
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