Williams Announces Completion of Cash Tender Offers
TULSA, Okla., Dec. 7, 2011 /PRNewswire/ -- Williams (NYSE: WMB) today announced the completion of its previously announced cash tender offers for the series of notes and debentures listed below (the "Notes") for an aggregate purchase price of $1 billion ("the Tender Cap"), which expired at 12 midnight, New York City time, on Dec. 6, 2011.
Williams received tenders of approximately $1.97 billion aggregate principal amount of the Notes prior to the early tender deadline of 5 p.m., New York City time, on Nov. 21, 2011. After the early tender deadline, but prior to the expiration of the tender offers, Williams received additional tenders of approximately $9 million aggregate principal amount of the Notes.
The table below identifies the principal amount of each series of Notes validly tendered and not validly withdrawn in the tender offers based on information provided by Global Bondholder Services Corporation, the depositary and information agent for the tender offers. The table also identifies the principal amount of each series of Notes that Williams has accepted for purchase based on the acceptance priority levels set forth in the Offer to Purchase dated Nov. 7, 2011.
| Title of Security |
CUSIP |
Acceptance Priority Level |
Total Consideration (a) |
Tender Offer Consideration (b) |
Aggregate Principal Amount Tendered |
Aggregate Principal Amount Accepted |
| 7.875% Notes due 2021 |
969457BG4 |
1 |
$1,302.34 |
$1,272.34 |
$526,149,000 |
$200,599,000 |
| 7.50% Debentures due 2031 |
969457BB5 969457BA7 U96906AC3 |
1 |
$1,289.85 |
$1,259.85 |
$492,350,000 |
$187,701,000 |
| 7.75% Notes due 2031 |
969457BD1 |
1 |
$1,309.47 |
$1,279.47 |
$306,452,000 |
$116,826,000 |
| 8.75% Notes due 2032 |
969457BM1 |
1 |
$1,424.42 |
$1,394.42 |
$633,143,000 |
$241,339,000 |
| 8.125% Notes due 2012 |
969457BK5 |
2 |
$1,020.94 |
$990.94 |
$4,254,000 |
— |
| 7.625% Notes due 2019 |
969457AW0 |
3 |
$1,252.12 |
$1,222.12 |
$13,655,000 |
— |
| 8.75% Senior Notes due 2020 |
969457BS8 969457BR0 U96906AF6 |
4 |
$1,331.83 |
$1,301.83 |
$1,525,000 |
— |
| 7.70% Debentures due 2027(c) |
565097AF9 |
5 |
$1,303.57 |
$1,273.57 |
$20,000 |
— |
| (a) Per $1,000 principal amount of Notes tendered prior to 5 p.m., New York City time, on Nov. 21, 2011 and accepted for purchase. |
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| (b) Per $1,000 principal amount of Notes tendered after 5 p.m., New York City time, on Nov. 21, 2011 and prior to the expiration of the tender offers and accepted for purchase. |
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| (c) Originally issued by MAPCO Inc., which was acquired by Williams in March 1998. |
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As the aggregate principal amount of the Notes designated "Acceptance Priority Level 1" that were validly tendered and not validly withdrawn in the tender offers exceeds the $1 billion tender cap, the Notes designated "Acceptance Priority Level 2," "Acceptance Priority Level 3," "Acceptance Priority Level 4" and "Acceptance Priority Level 5" were not accepted. Approximately $746 million of the $1.96 billion aggregate principal amount of the Notes designated "Acceptance Priority Level 1" that were validly tendered and not validly withdrawn were accepted (representing a proration factor of 38.16 percent). Any tendered Notes not accepted have been promptly returned to their holders.
Holders who tendered Notes at or prior to the early tender time that were accepted for purchase were eligible to receive the Total Consideration (as set forth above), and holders who tendered Notes after such time and at or prior to the expiration of the tender offers that were accepted for purchase were eligible to receive the Tender Offer Consideration (as set forth above). In addition, holders of Notes accepted for purchase have been paid accrued interest to but excluding the settlement date of Dec. 7, 2011.
For additional information regarding the tender offers, please contact one of the dealer managers — Barclays Capital at (800) 438-3242 (toll free) or (212) 528-7581 (collect) or Citigroup at (800) 558-3745 (toll free) or (212) 723-6106 (collect) — or Global Bondholder Services Corporation at (866) 736-2200 (toll free) or (212) 430-3774.
This press release is neither an offer to purchase, nor a solicitation of an offer to sell, any securities. The tender offers were made only by, and pursuant to, the terms and conditions of the Offer to Purchase and related Letter of Transmittal that have been furnished to holders of the Notes.
About Williams (NYSE: WMB)
Williams is one of the leading energy infrastructure companies in North America. It owns interests in or operates 15,000 miles of interstate gas pipelines, 1,000 miles of NGL transportation pipelines, and more than 10,000 miles of oil and gas gathering pipelines. The company's facilities have daily gas processing capacity of 6.6 billion cubic feet of natural gas and NGL production of more than 200,000 barrels per day. Williams owns the general-partner interest and a 73 percent limited-partner ownership interest in Williams Partners L.P. (NYSE: WPZ), one of the largest diversified energy master limited partnerships. The company's headquarters is in Tulsa, Okla. More information is available at www.williams.com. Williams is in the process of separating its exploration and production business via a tax-free spinoff. For more information on that business, please visit www.wpxenergy.com. Go to http://www.b2i.us/irpass.asp?BzID=630&to=ea&s=0 to join our e-mail list.
Portions of this document may constitute "forward-looking statements" as defined by federal law. Although the company believes any such statements are based on reasonable assumptions, there is no assurance that actual outcomes will not be materially different. Any such statements are made in reliance on the "safe harbor" protections provided under the Private Securities Reform Act of 1995. Additional information about issues that could lead to material changes in performance is contained in the company's annual reports filed with the Securities and Exchange Commission.
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INVESTOR CONTACT: Sharna Reingold |
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SOURCE Williams
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