Summary
The Williams Companies, Inc. (WMB) filed an 8-K on May 22, 2007, detailing several significant corporate actions. The most material development is the definitive agreement by its subsidiary, Williams Power Company, Inc., to sell substantially all of its power assets to Bear Energy LP, a unit of Bear Stearns Companies Inc. This transaction, valued at a base price of $512 million, includes a portfolio of 7,500 megawatts of power contracts and other related assets, with an expected closing within six months. This divestiture signals a strategic shift, likely aimed at focusing on core business areas or improving financial flexibility. In addition to the asset sale, the filing also reports amendments to the company's governing documents. These include an amendment to the Amended and Restated Rights Agreement, primarily updating the successor Rights Agent to UMB Bank, n.a., and allowing for a national association as the agent. Furthermore, the company's By-laws were amended to formally define the General Counsel position and its related expense advancements, as well as to permit the issuance of uncertificated shares. These corporate governance updates, while less impactful on immediate financials, reflect ongoing administrative and structural adjustments within the company.
Key Highlights
- 1Williams Power Company, Inc. (a subsidiary of WMB) entered into a definitive agreement to sell substantially all of its power assets.
- 2The buyer is Bear Energy LP, a unit of The Bear Stearns Companies Inc.
- 3The sale includes a 7,500-megawatt portfolio of power contracts and other associated assets.
- 4The base purchase price for the power assets is $512 million, subject to adjustments based on future cash flows.
- 5The transaction is expected to close within the next six months.
- 6The company amended its Rights Agreement to appoint UMB Bank, n.a. as the successor Rights Agent.
- 7WMB's By-laws were amended to define the General Counsel role and allow for uncertificated shares.