Debt

We classify our debt based on the contractual maturity dates of the underlying debt instruments. We defer costs associated with debt issuance over the applicable term. These costs are then amortized as interest expense in our accompanying consolidated statements of income using the effective interest rate method. The following table provides detail on the principal amount of our outstanding debt balances as of March 31, 2014 and December 31, 2013. The table amounts exclude all debt fair value adjustments, including debt discounts and premiums (in millions).



	March 31, 2014			December 31, 2013
KMI
Senior term loan facility, variable rate, due May 24, 2015	$	1,528		$	1,528
Senior notes and debentures, 5.00% through 7.45%, due 2015 through 2098	1,815			1,815
Credit facility due December 31, 2014(a)	410			175
Subsidiary borrowings (as obligor)
Kinder Morgan Finance Company, LLC, senior notes, 5.70% through 6.40%, due 2016 through 2036	1,636			1,636
El Paso, senior notes, 6.50% through 8.25%, due 2014 through 2037	3,830			3,830
EPC Building, LLC, promissory note, 3.967%, due 2014 through 2035	459			461
EP preferred securities, 4.75%, due March 31, 2028	280			280
Other miscellaneous subsidiary debt	138			221
Total debt — KMI	10,096			9,946
Less: Current portion of debt — KMI	(1,128		)	(725		)
Total long-term debt outstanding — KMI	8,968			9,221
KMGP, $1,000 Liquidation Value Series A Fixed-to-Floating Rate Term Cumulative Preferred Stock	100			100
Total long-term debt — KMI(b)	$	9,068		$	9,321

KMP and EPB
KMP
Senior notes, 2.65% through 9.00%, due 2014 through 2044	$	17,100		$	15,600
Commercial paper borrowings(c)	419			979
Credit facility due May 1, 2018	—			—
KMP subsidiary borrowings (as obligor)
TGP senior notes, 7.00% through 8.375%, due 2016 through 2037	1,790			1,790
EPNG senior notes, 5.95% through 8.625%, due 2017 through 2032	1,115			1,115
Copano senior notes, 7.125%, due April 1, 2021	332			332
Other miscellaneous subsidiary debt	97			98
Total debt — KMP	20,853			19,914
Less: Current portion of debt — KMP(d)	(1,243		)	(1,504		)
Total long-term debt — KMP(b)	19,610			18,410
EPB
EPPOC
Senior notes, 4.10% through 7.50%, due 2015 through 2042	2,260			2,260
Credit facility due May 27, 2016(e)	—			—
EPB subsidiary borrowings (as obligor)
Colorado Interstate Gas Company, L.L.C. (CIG), senior notes, 5.95% through 6.85%, due 2015 through 2037	475			475
SLNG senior notes, 9.50% through 9.75%, due 2014 through 2016	64			135
SNG notes, 4.40% through 8.00%, due 2017 through 2032	1,211			1,211
Other financing obligations	183			175
Total debt — EPB	4,193			4,256
Less: Current portion of debt — EPB	(41		)	(77		)
Total long-term debt — EPB(b)	4,152			4,179
Total long-term debt outstanding — KMP and EPB	$	23,762		$	22,589

_______


(a)	As of March 31, 2014 and December 31, 2013, the weighted average interest rates on KMI’s credit facility borrowings were 2.66% and 2.67%, respectively.

(b)

Excludes debt fair value adjustments. As of March 31, 2014 and December 31, 2013, our “Debt fair value adjustments” increased our combined debt balances by $1,969 million and $1,977 million, respectively. In addition to all unamortized debt discount/premium amounts and purchase accounting on our debt balances, our debt fair value adjustments also include (i) amounts associated with the offsetting entry for hedged debt; and (ii) any unamortized portion of proceeds received from the early termination of interest rate swap agreements. For further information about our debt fair value adjustments, see Note 5 “Risk Management—Debt Fair Value Adjustments.”

(c)

As of March 31, 2014 and December 31, 2013, the average interest rates on KMP’s outstanding commercial paper borrowings were 0.26% and 0.28%, respectively. The borrowings under KMP’s commercial paper program were used principally to finance the acquisitions and capital expansions made during the first three months of 2014, and in the near term, KMP expects that its short-term liquidity and financing needs will be met primarily through borrowings made under its commercial paper program.


(d)	Amounts include outstanding commercial paper borrowings discussed above in footnote (c).


(e)	LIBOR plus 1.75%.

Credit Facilities

KMI

As of March 31, 2014, we had $410 million outstanding under KMI’s $1.75 billion senior secured credit facility and $75 million in letters of credit. Our availability under this facility as of March 31, 2014 was approximately $1,265 million.

KMP

As of both March 31, 2014 and December 31, 2013, KMP had no borrowings under its $2.7 billion five-year senior unsecured revolving credit facility maturing May 1, 2018. Borrowings under KMP’s revolving credit facility can be used for general partnership purposes and as a backup for KMP’s commercial paper program. Similarly, KMP’s borrowings under its commercial paper program reduce the borrowings allowed under its credit facility.

As of March 31, 2014, KMP had $419 million of commercial paper borrowings outstanding under its $2.7 billion credit facility and $202 million in letters of credit. KMP’s availability under its credit facility as of March 31, 2014 was $2,079 million.

EPB

As of March 31, 2014, EPB had no outstanding balance under its revolving credit facility. EPB’s availability under its facility as of March 31, 2014 was approximately $1 billion.

Changes in Debt

On January 15, 2014, in anticipation of the APT acquisition, KMP entered into a short-term unsecured liquidity facility with KMP as borrower, and UBS as administrative agent. This liquidity facility provided for borrowings of up to $1.0 billion from a syndicate of financial institutions and was scheduled to mature on July 15, 2014. Additionally, in conjunction with the establishment of this liquidity facility, KMP increased its commercial paper program to provide for the issuance of up to $3.7 billion (up from $2.7 billion). KMP made no borrowings under this liquidity facility, and after receiving the cash proceeds from both its February 2014 public offering of senior notes (described following) and its February 2014 public offering of common units (described in Note 4 “Stockholder’s Equity—Noncontrolling Interests—Contributions”), KMP terminated the liquidity facility and decreased its commercial paper program to again provide for the issuance of up to $2.7 billion.

On February 24, 2014, KMP completed a public offering of a total $1.5 billion in principal amount of senior notes in two separate series. KMP received net proceeds of $743 million from the offering of $750 million in principal amount of 3.50% senior notes due March 1, 2021, and $739 million from the offering of $750 million in principal amount of 5.50% senior notes due March 1, 2044. KMP used the proceeds from its February 2014 debt offering to reduce the borrowings under its commercial paper program (by reducing the incremental commercial paper borrowings KMP made in January 2014 to fund its APT acquisition).

In February 2014, SLNG repaid $71 million of 9.50% senior notes.

Kinder Morgan G.P., Inc. Preferred Shares

The following table provides information about KMGP’s per share distributions on 100,000 shares of its Series A Fixed-to-Floating Rate Term Cumulative Preferred Stock:



	Three Months Ended March 31,
	2014		2013
Per share cash distribution declared for the period(a)	$	10.333	$	10.469
Per share cash distribution paid in the period	$	10.570	$	10.638

_______


(a)	On April 16, 2014, KMGP declared a distribution for the three months ended March 31, 2014, of $10.333 per share, which will be paid on May 19, 2014 to shareholders of record as of April 30, 2014.

Subsequent Events

On April 29, 2014, EPB priced in a public offering $600 million of 4.30% senior notes due May 1, 2024.