Kinder Morgan is in the news this week for its plans to abandon its MLP structure to become the 4th biggest US energy company.  Missing from the announcement were disclosures that would explain what's behind those confirmed undisclosed SEC investigations we found earlier this summer for each of the three Kinder Morgan entities we researched. 

This isn't the first time Kinder Morgan entities have not disclosed SEC probes.  We found two undisclosed SEC probes from the past, one of which was formal. 

Given the material change in investor expectations brought about by this week's Kinder Morgan announcement, we believe this raises the bar on management to be more forthcoming about what the SEC is - or was - investigating this time around.

Kinder Morgan's SEC History at a Glance

This summer we confirmed undisclosed SEC investigations for each of Kinder Morgan Energy Partners (KMP), Kinder Morgan, Inc. (KMI), and El Paso Pipeline Partners, LP (EPB). 

This is a change from our research the year prior, in 2013, which turned up no signs of SEC investigative activity. The following is an excerpt from the SEC letters to us this summer on these three companies. The full letters are also posted.

In 2011 and again in 2012 we also found evidence of undisclosed SEC probes.  The probe from 2012 was a formal investigation of Kinder Morgan, Inc., “In the Matter of El Paso Corporation”.  The second one, which closed in Jan-2011, involved Kinder Morgan Energy Partners.

We searched SEC filings from 01-Jan-2010 to the present.  We found none of the following entities had disclosed SEC investigative activity:   Kinder Morgan Management (KMR), Kinder Morgan, Inc. (KMI), Kinder Morgan Energy Partners (KMP), El Paso Pipeline Partners, LP (EPB), or El Paso Corporation (acquired by Kinder Morgan in May-2012).

The balance of this report is our research history of the Kinder Morgan entities.

Kinder Morgan Energy Partners (KMP):

• Confirmed, Undisclosed SEC Investigation as of 16-Jul-2014.
• Had an undisclosed SEC investigation that ended 11-Jan-2011 (Case Closing Report posted). We don't know what this probe was about.
• No signs of SEC investigative activity as of 13-May-2013.  That changed a year later. 
• In a letter dated 05-Jun-2014, we first received information from the SEC suggesting this company was again involved in unspecified SEC investigative activity. We found no disclosure of the same as of that date.   
• In a letter dated 16-Jun-2014, the SEC confirmed that this company was somehow involved in a recently active and ongoing investigation that remains undisclosed as of this date. 

Kinder Morgan Inc. (KMI):  

• Confirmed, Undisclosed SEC Investigation as of 16-Jul-2014. 
• Had a formal and undisclosed SEC investigation in Mar-2012 (“In the Matter of El Paso Corporation”).   SEC documents released to us suggest it has a tail dating back to Sep-2011. See below for more on the formal order.  The related documents are posted.  
• On 21-Aug-2012, the SEC then gave no indication of current SEC investigative activity.  There were again no signs of SEC investigative activity a year later, as of 23-May-2013.   That changed this year, in 2014. 
• In a letter dated 12-Jun-2014, we first received information from the SEC suggesting this company was involved in unspecified SEC investigative activity. We found no disclosure of the same as of that date.  
• In a letter dated 16-Jul-2014, the SEC confirmed that this company was somehow involved in a recently active and ongoing investigation that remains undisclosed as of this date.  

El Paso Pipeline Partners, LP (EPB):  

• Confirmed, Undisclosed SEC Investigation as of 11-Jun-2014.  
• No signs of SEC investigative activity, as of 18-Apr-2013.   That changed this year, in 2014. 
• In a letter dated 21-May-2014, we first received information from the SEC suggesting this company was involved in unspecified SEC investigative activity. We found no disclosure of the same as of that date.  
• In a letter dated 11-Jun-2014, the SEC confirmed that this company was somehow involved in a recently active and ongoing investigation that remains undisclosed as of this date.  

El Paso Pipeline Corporation (EP):   Named in a formal and undisclosed formal SEC investigation of Kinder Morgan, Inc. in Mar-2012 (“In the Matter of El Paso Corporation”) .  We subsequently found no signs of SEC investigative activity as of 10-Jan-2013 and 17-Sep-2013.    

Kinder Morgan Management (KMR):  We have not researched this entity.
 

Kinder Morgan’s Undisclosed Formal SEC Investigation from 2012

On 28-Mar-2012 the SEC issued a formal order entitled, "Order Directing Private Investigation and Designating Officers to Take Testimony".  This document, which is posted here, summarizes the SEC's concerns and basis for investigating Kinder Morgan, Inc. This SEC investigation was entitled, “In the Matter of El Paso Corporation.”  It appeared to have a tail dating to Sep-2011. 

Among the documents we posted is a letter to Kinder Morgan’s General Counsel (Mr. Joseph Listengart, dated 29-Mar-2012), requesting Kinder Morgan to preserve records that may relate in any way to the following (actual document excerpt below):

The nineteen pages of records pertaining to this investigation that were released to us are posted.
 

Kinder Morgan Energy Partners Previously Undisclosed SEC investigation

In 11-Jan-2011 the SEC issued a Case Closing Report to indicate an investigation of Kinder Morgan Energy Partners had ended. We don’t know what this investigation was about or how long it lasted.  The Case Closing Report is posted. It is the only document we have related to this probe.

Note:   New SEC investigative activity could theoretically begin or end after the date covered by this latest information which would not be reflected here.  We remind our readers that the existence of an SEC investigation should not be construed as an indication by the Commission or its staff that any violations of law have occurred with respect to any person, entity, or security.  Excerpts from this report were previously published by us and remain availabe for free at the Probes Reporter website. 

To learn more on our process and what our findings mean, click here.