Energy Transfer Wants Out Of Merger With Williams Companies

Thursday, May 26th 2016, 6:10 pm
By: News On 6

Energy Transfer Equity says it wants a judge to terminate its merger agreement with Williams Companies.

The announcement of the merger last September rattled Tulsa leaders, especially when it was learned ETE planned to move Williams to Dallas once the deal was complete.

The deal is now tied up in court and on Thursday, ETE announced it filed a counterclaim against Williams asking a judge to terminate the agreement. 

The counterclaim alleges Williams violated by the terms of the merger agreement in the following ways:

-the Williams board of directors modifying or qualifying its approval and recommendation of the merger by, among other things, (i) modifying, qualifying or disclaiming the fundamental bases for its original recommendation of the merger, including by concluding that the fairness opinions obtained by the Williams board of directors are no longer reliable and declining to obtain new fairness opinions, (ii) refusing to reconfirm its recommendation of the merger that was made on September 28, 2015 in the face of such disclaimers, and (iii) consistently making public statements implying that the Williams Board supports enforcing the merger agreement as opposed to completing the merger;

-refusing to cooperate with ETE’s efforts to finance the merger;

-failing to use reasonable best efforts to complete the merger; and

-suing Kelcy Warren, the Chairman of the Board of Directors of ETE’s general partner, personally in Dallas County, Texas in violation of a mandatory forum selection provision in the merger agreement.

ETE says a judge dismissed the lawsuit against Warren on May 24, 2016.

In spite of the counterclaim filed today, ETE says it is still abiding by the terms of the merger agreement. It says a trial is scheduled for June 20 and 21, 2016 in Delaware.

5/23/2016: Related Story: Merger Papers Reveal Company Buying Williams Moving HQ To Texas

In March Williams began laying off about 10 percent of its workforce company wide.

3/29/2016: Related Story: Layoffs Underway At Tulsa's Williams Companies

It said the reduction would continue into the second quarter.