Analysts had thought the assets would fetch around $7 billion. The price is eight times 2012 Ebitda and lower based on 2013 Ebitda given cost savings and expansion projects. Kinder Morgan Energy Partners expects to close the transactions this month.

The deals already have cleared independent members of the boards of KMI and Kinder Morgan Management LLC after KMI received a fairness opinion from Barclays Capital and the partnership from Greenhill & Co. Kinder Morgan Energy Partners will fund 10% of the deal by selling units to KMI for $387 million and the rest under a new $2 billion credit facility and equity and debt offerings. Additional asset sale proceeds and public debt and equity issues will repay borrowings under the $2 billion facility.

Barclays and Bank of America Merrill Lynch are handling the 8.8 million share offering by Kinder Morgan Management LLC, a limited partner of Kinder Morgan Energy Partners, with Bracewell & Giuliani LLP counseling Kinder Morgan Management and Andrews Kurth LLP the underwriters.

Kinder Morgan Energy Partners previously said that KMI would offer to sell, or drop down, the assets to the partnership to replace cash flow from certain assets it is selling as part of KMI's agreement with the Federal Trade Commission to complete the El Paso Corp. acquisition. Kinder Morgan Energy Partners expects to complete the divestiture process in the third quarter, and that divestitures and dropdowns will be slightly accretive to distributable cash flow this year and "nicely" accretive after that.

The 13,900-mile Tennessee Gas Pipeline serves the Northeast with access to the Marcellus and Utica shale plays, while the 10,200-mile El Paso Natural Gas pipeline serves the West, including Southern California, Arizona and northern Mexico. KMI CEO Rich Kinder said Kinder Morgan Energy Partners is purchasing world-class assets with tremendous growth opportunities at an attractive price and KMI is reducing its debt but continuing to participate in the assets' cash flows through its general and limited partner interests in the partnership.