金德摩根美股招股说明书(2025-04-23版)

$1,100,000,000 5.150% Senior Notes due 2030$750,000,000 5.850% Senior Notes due 2035 Interest on the 5.150% senior notes due 2030 (the “notes due 2030”) is payable semi-annually inarrears on June 1 and December 1 of each year, beginning on December 1, 2025, and the notes due 2030will mature on June 1, 2030. Interest on the 5.850% senior notes due 2035 (the “notes due 2035” and,together with the notes due 2030, the “notes”) is payable semi-annually in arrears on June 1 and December 1of each year, beginning on December 1, 2025, and the notes due 2035 will mature on June 1, 2035. We mayredeem all or a part of the notes of either series at any time at the applicable redemption price describedunder “Description of Notes — Optional Redemption.” The notes will be unconditionally guaranteed, jointly and severally, by substantially all of our whollyowned subsidiaries pursuant to a cross guarantee agreement among us and such subsidiaries. The notes rankequally in right of payment with our other unsecured and unsubordinated indebtedness from time to timeoutstanding. The guarantees represent unsecured and unsubordinated indebtedness of each subsidiaryguarantor and rank equally in right of payment to such subsidiary guarantor’s other unsecured andunsubordinated indebtedness from time to time outstanding. Investing in the notes involves risks. Please see “Risk Factors” on page S-4 for more information regardingrisks you should consider before investing in the notes. Neither the Securities and Exchange Commission nor any state securities commission has approved ordisapproved of these securities or passed upon the adequacy or accuracy of this prospectus supplement andthe accompanying prospectus to which it relates. Any representation to the contrary is a criminal offense. (1)Plus accrued and unpaid interest, if any, from May 1, 2025 if settlement occurs after that date. The underwriters expect that delivery of the notes will be made to investors in book-entry form throughthe facilities of The Depository Trust Company, including Clearstream Banking, S.A. and/or Euroclear BankSA/NV, on May 1, 2025 against payment in New York, New York. Joint Book-Running Managers The date of this prospectus supplement is April 22, 2025. This document is in two parts. The first part is the prospectus supplement, which provides a briefdescription of our business and the specific terms of this offering. The second part, the accompanyingprospectus dated October20, 2023, gives more general information, some of which may not apply to thisoffering. If the description of this offering varies between this prospectus supplement and the accompanyingprospectus, you should rely on the information in this prospectus supplement. You should rely only on the information contained or incorporated by reference in this prospectussupplement, the accompanying prospectus, any related free writing prospectus prepared by us or on ourbehalf or any other information to which we have referred you. Neither we nor the underwriters haveauthorized anyone to provide you with different information. This prospectus supplement and theaccompanying prospectus may only be used where it is legal to offer or sell the offered securities.Youshould not assume that the information in this prospectus supplement, the accompanying prospectus oranyrelated free writing prospectus is accurate as of any date other than the respective date on the frontcover ofthose documents. You should not assume that the information incorporated by reference in thisprospectus supplement and the accompanying prospectus is accurate as of any date other than the date therespective information was filed with the Securities and Exchange Commission (the “SEC”). Our business,financial condition, results of operations and prospects may have changed since those dates. TABLE OF CONTENTS Prospectus SupplementSummaryS-1Risk FactorsS-4Use of ProceedsS-5CapitalizationS-6Description of NotesS-7Material U.S. Federal Income Tax ConsequencesS-11UnderwritingS-16Validity of the NotesS-25ExpertsS-25ProspectusAbout This Prospectus1Where You Can Find More Information1Kinder Morgan, Inc.2Risk Factors2Cautionary Statement Regarding Forward-Looking Statements2Use of Proceeds4Description of Debt Securities4Cross Guarantee15Description of Our Capital Stock17Description of Depositary Shares21Plan of Distribution21Validity of the Securities23Experts23 SUMMARY This summary highlights information contained elsewhere in this prospectus supplement and theaccompanying prospectus. It does not contain all of the information that you should consider before makingan investment decision. We urge you to read the entire prospectus supplement, the accompanyingprospectus, any related free writing prospectus and the documents incorporated by reference in thisprospectus supplement and the accompanying prospectus carefully, including the historical financialstatements and notes to those financial statements incorporated by reference in this