What happens to Williams' shareholders in this proposed merger?

Williams' common stock will be exchanged for cash, mixed, or stock consideration in ETC, a newly formed entity that will be the surviving entity of the merger and treated as a corporation for federal income tax purposes.

What impact does this have on Williams Partners L.P. (WPZ)?

The filing states that the prior merger agreement with WPZ has been terminated. Additionally, the general partner of WPZ has waived a portion of its incentive distributions, which could affect future cash flow distributions from WPZ.

Where can investors find more detailed information about this merger?

Investors are urged to carefully read all relevant documents filed with the SEC, including the upcoming registration statement on Form S-4 and the joint proxy statement/prospectus, which will contain important information about the proposed transaction and associated risks.

WMB 8-K: Regulation FD — Sep 28, 2015

Q: What is the main purpose of this 8-K filing?

This filing announces that The Williams Companies, Inc. (WMB) has entered into a definitive Agreement and Plan of Merger with Energy Transfer Equity, L.P. (ETE) and its affiliates. It details the terms of the proposed merger and provides related information.

Summary

This 8-K filing by The Williams Companies, Inc. (WMB) on September 28, 2015, announces a significant development: the entry into an Agreement and Plan of Merger with Energy Transfer Equity, L.P. (ETE) and its affiliates. The proposed merger involves Williams being merged into a newly formed entity, ETC, which will be treated as a corporation for tax purposes. Williams' common stock will be exchanged for cash, mixed, or stock consideration in ETC, with Williams' assets subsequently contributed to Energy Transfer in exchange for a new class of Energy Transfer Class E common units. This announcement also marks the termination of a prior merger agreement with Williams Partners L.P. (WPZ) and a waiver of a portion of the incentive distributions by WPZ's general partner, impacting future distributions from WPZ. This merger represents a substantial strategic shift for Williams and its shareholders, introducing significant consideration in the form of cash and ETC stock, alongside a stake in Energy Transfer via the Class E units. Investors should note the termination of the WPZ merger and the impact of the incentive distribution waiver on WPZ's cash flows. The filing emphasizes that this is not an offer to sell or solicit an offer to buy securities and directs investors to future SEC filings, including a Form S-4 registration statement and a joint proxy statement/prospectus, for detailed information about the transaction and associated risks.

Key Highlights

1Williams Companies, Inc. has entered into a definitive Merger Agreement with Energy Transfer Equity, L.P. (ETE) and its affiliates.
2The transaction will merge Williams into a newly formed entity, ETC, which will survive and be treated as a corporation for tax purposes.
3Williams shareholders will receive cash, ETC stock, or a combination thereof for their shares.
4Following the merger, Williams' assets will be contributed to Energy Transfer in exchange for a new class of Energy Transfer Class E common units.
5The previously announced merger agreement with Williams Partners L.P. (WPZ) has been terminated.
6The general partner of WPZ has waived a portion of its quarterly incentive distributions, impacting WPZ's future cash flow distribution.

WILLIAMS COMPANIES, INC. 8-K Report, Regulation FD Disclosure (Sep 28, 2015)

Summary

Key Highlights

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