Energy Transfer to buy Williams: UpdateOREANDA-NEWS. September 29, 2015. Energy Transfer Equity (ETE) will buy Williams in a deal worth \\$37.7bn including debt and other liabilities, creating one of the largest pipeline infrastructure companies in the world.

The deal, approved by the board of directors of both companies, is well below the \\$53bn unsolicited bid ETE made for Williams in June, back when crude prices were closer to \\$60/bl. Williams rejected that offer saying it significantly undervalued the company and would not deliver the same value as other growth initiatives.

Also today Williams said it has terminated an agreement to buy out its affiliated master limited partnership (MLP), a transaction ETE said would destroy value.

The deal would combine ETE's 71,000 miles of natural gas, NGL, refined products and crude pipelines with Williams' 33,000 miles of pipelines. Together, they would operate more pipelines than Kinder Morgan, which owns or operates about 84,000 miles of pipelines.

The merger will make ETE the largest transporter of natural gas in the US, representing 35pc of gas production, and the largest processor of NGLs, said ETE chief financial officer Jamie Welch during a call today. The combined company would also be the third largest MLP transporter of crude in the US, as it also includes Sunoco Logistics, a subsidiary of Energy Transfer Partners.

ETE said that the transaction will allow it to provide better services and more bundling — from the well head to the end user — in natural gas, NGLs, crude and refined products.

Williams said that the decision to accept the ETE offer came after a comprehensive evaluation of strategic alternatives, including extensive discussions with other parties.

"The merger provides Williams' stockholders with compelling value today as well as the opportunity to benefit from enhanced growth projects," said Frank MacInnis, chairman of the Williams board.

Under the new agreement, Energy Transfer will pay \\$43.50 for each share of Williams, for a deal worth about \\$32.6bn not including debt. The first offer ETE made in June was worth about \\$48bn excluding debt. Williams stockholders will have the option to receive cash or ETC common shares, and will also receive a one-time dividend of 10? per share, to be paid prior to the closing of the transaction. That is in addition to the regularly scheduled Williams dividends to be paid before closing.

Williams Partners will keep its name and remain a publicly traded partnership with headquarters in Tulsa, Oklahoma.

The deal should be complete in the first half of 2016, subject to regulatory approvals including anti-trust laws.