Addressing The Williams Chesapeake Exposure
Williams Companies: Playing The Gas Infrastructure Super-Cycle
Stanislav Ermilov • 26 Comments
Stanislav Ermilov • 26 Comments
Mon, Sep. 26, 10:14 AM
- Activist shareholder Corvex Management says it is withdrawing plans for a proxy fight after Williams Cos. (WMB +0.9%) names two new members to its board and says it will name two more before its annual meeting in November.
- Corvex managing partner Keith Meister, who has criticized the WMB board repeatedly since early July, says the new directors "will put the company in the best position to ensure a renewed focus on shareholder interests and the enhancement of shareholder value."
- WMB says it named Stephen Chazen, former president and CEO of Occidental Petroleum, and Peter Ragauss, former CFO of Baker Hughes and current Apache board member, to its board; three WMB directors who served prior to 2016 will not stand for re-election.
Mon, Sep. 12, 10:17 AM
- Activist investor Keith Meister at Corvex Management says in an open letter than Williams Cos.' (WMB -0.5%) three newly appointed independent directors should form a committee to examine the merits of a possible merger with Enterprise Products Partners or others.
- Last week’s withdrawal of interest by EPD in possibly buying WMB “makes it crystal clear to me both that the current board is not functioning properly and that it is imperative to quickly populate the board with a majority of qualified, independent directors,” according to Meister.
- Meister, who is engaged in a proxy fight with WMB, says the company's legacy directors "are both unable and unwilling to have a point of view differing from the CEO and are therefore opposed to change."
Fri, Sep. 9, 5:44 PM
- Activist investor Keith Meister of Corvex Management tells CNBC that he plans to issue a letter next Monday asking the three recently-installed Williams Cos. (NYSE:WMB) board members to form their own strategic review committee, after Enterprise Product Partners yesterday withdrew its indication of interest in merging with WMB.
- Although WMB said it was surprised by EPD's announcement because it was "engaged in the process of carefully reviewing the most recent indication of interest," Meister says he is skeptical that the WMB board constructively engaged EPD.
- Meister has launched a proxy contest to install 10 dissident director candidates to take over the WMB board at a meeting set for Nov. 23.
Fri, Sep. 9, 9:49 AM
Fri, Sep. 9, 4:50 AM
- Total (NYSE:TOT) is taking full control of the Barnett Shale in Texas after Chesapeake Energy's (NYSE:CHK) recent decision to exit the once prolific gas field to clean up its finances.
- Under terms of the deal, Chesapeake will pay $334M to Williams Cos. (NYSE:WMB), the gatherer of 80% of the gas from Barnett Assets.
- Total will then pay $420M to restructure the gas-gathering agreement and $138M to be released from three other contracts.
Thu, Sep. 8, 4:55 PM
- Williams Cos. (NYSE:WMB) -5.3% AH after Enterprise Products Partners (NYSE:EPD) makes its official that it is no longer interested in pursuing a merger with the company; EPD +1.6%, WPZ -2.4%.
- EPD says it had submitted non-binding proposals to WMB for a merger but withdrew its indication of interest in WMB because of "recent news leaks, movements in the price of the partnership's common units as well as questions from investors."
- Speculation about a potential EPD-WMB combination began about a month ago, after a planned merger of WMB and Energy Transfer Equity collapsed in June.
Thu, Sep. 8, 2:54 PM
- Williams Cos. (WMB +2.5%) unveils measures to simplify its structure and reduce commodity exposure by consolidating to three operating areas - Atlantic-Gulf, West and Northeast Gathering & Processing - from five.
- WMB also says it plans to reinvest ~$1.7B into Williams Partners (WPZ -0.8%) through 2017, funded by reduced quarterly cash dividends; WPZ also says it will begin a distribution reinvestment program.
- WMB expects financial reporting under the new structure to take effect in early January.
Mon, Aug. 29, 10:36 AM
- Williams Cos. (WMB -0.2%) appoints three new independent directors to its board, bringing the board to 10 members - nine of whom are independent - down from 13 this summer.
- WMB is adding Stephen Bergstrom, a director at American Midstream Partners, Scott Sheffield, Chairman and CEO of Pioneer Natural Resources, and William Spence, Chairman and CEO of PPL Corp.
- Activist investor Keith Meister said last week that his Corvex Management hedge would seek his own board nominees and plans to identify a totally new board before shareholders vote at the Nov. 23 annual meeting, although Meister said before WMB named the three new directors that he may consider them depending on their qualifications.
Mon, Aug. 22, 3:21 PM
- Activist investor Keith Meister tells CNBC that he plans to nominate candidates to replace the entire board of Williams Cos. (WMB -0.7%), news that sets up WMB for another three months of conflict leading up to its Nov. 23 annual meeting.
- The move comes just two months after Meister and five other directors quit WMB’s board and ahead of a deadline this Thursday to nominate new directors; Meister says he plans to nominate 10 employees of his Corvex Management hedge fund as placeholders.
- Meister said he had worked unsuccessfully to convince WMB to adopt a plan to place a majority of new independent directors on the board, and was unhappy with reports that WMB had not engaged with Enterprise Products Partners when the larger pipeline company approached with a potential takeover bid earlier this summer.
- "Given the events of the last year, it is unfortunate that Corvex intends to launch a distracting and costly proxy contest while Williams is moving forward with its plan to identify new, highly qualified and independent directors," WMB says in response to Corvex, which owns a 4.1% stake in the company.
Fri, Aug. 19, 4:47 PM
Thu, Aug. 18, 1:48 PM
- Williams Cos. (NYSE:WMB) has jumped (as much as 11.6% minutes ago) on a report that Enterprise Product Partners (NYSE:EPD) approached it this summer with an acquisition.
- Williams shares have fallen back to just a 6.6% gain. EPD spiked briefly and has now headed for negative territory, -0.2%.
- Williams didn't make an official response, Reuters says, since its recent gains meant Enterprise's offer carried little to no premium.
- Despite that, Enterprise remains interested in a deal that would create an $80B giant, the Financial Times reports.
- A planned merger of Williams with Energy Transfer Equity fell apart in June as ETE walked away after a favorable court ruling.
Mon, Aug. 15, 6:32 PM
- Williams Cos. (NYSE:WMB) says it will begin a search to add three new independent directors to its board, to take effect prior to its annual meeting in November.
- WMB says the additions will expand the board to 10 directors, after six of its 13 directors quit in June; shareholders will vote on the directors.
- Earlier this month, Shareholder Corvex Management, which holds a 4.1% stake in WMB, said WMB should revamp its board with a majority of new directors by replacing members or adding new ones.
Tue, Aug. 9, 10:58 AM
- Buying Williams Cos. (WMB +0.2%), not Williams Partners (WPZ +0.1%), is the best way to play the likely eventual consolidation of the companies, according to BMO Capital analyst Danilo Juvane, who cites a clearer path to 2018 dividend growth for WMB.
- Juvane expects WPZ to issue ~$3B of equity over the next 18 months, including ~$1.7B WMB reinvestment in which the general partner will forgo cash distributions on its limited partner units in exchange for equity; with the resultant growth in GP cash flow, the analyst thinks that by 2018 WMB can rebase the dividend by 150% to $2/share annualized and subsequently support 5% long-term growth, all while sporting coverage of 1.2x-1.3x.
- Meanwhile, Juvane says the outlook for WPZ distribution growth is less visible, given the expected equity issuances, particularly as the drag from incentive distribution rights continues to exacerbate the MLP’s cost of capital.
Mon, Aug. 8, 5:14 PM
- Williams Cos. (NYSE:WMB) and Williams Partners (NYSE:WPZ) agree to sell their Canadian businesses to Inter Pipeline (OTCPK:IPPLF) for C$1.35B (US$1.03B).
- As part of the deal, WMB waives US$150M of incentive distribution rights in the quarter to facilitate WPZ's consent to the sale in recognition of the value of inter-company contracts; following the waiver, WPZ will receive US$817M net consideration and WMB will receive US$209M.
- The companies say they plan to use the proceeds to reduce borrowings on credit facilities.
Thu, Aug. 4, 8:13 AM
- Shareholder Corvex Management urges Williams Cos. (NYSE:WMB) to revamp its board with a majority of new directors by replacing members or adding new ones, an SEC filing says.
- Corvex, which holds a 4.1% active stake in WMB, and another shareholder, hedge fund Soroban Capital Partners, say in the filing that if the company's business plans as disclosed in the latest earnings report and call are properly executed, the shares are currently undervalued.
- Corvex's Keith Meister, a Carl Icahn protege, and Soroban founder Eric Mandelblatt became WMB directors in 2014 after joining forces in an activist campaign to enhance the company's value.
Tue, Aug. 2, 9:17 AM
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