Williams Partners, Williams Cos. Terminate Merger Agreement - Quick Facts

(RTTNews) - Williams Partners L.P. (WPZ) announced an agreement with Williams Cos., Inc. (WMB), the owner of Williams Partners' general partner, whereby both parties have terminated their previously announced merger agreement.

Williams had agreed on May 13 to acquire all of the public outstanding common units of Williams Partners in an all stock-for-unit transaction at a 1.115 ratio of Williams common shares per unit of Williams Partners.

The termination of the merger agreement will see Williams Cos. paying a termination fee to Williams Partners in the amount of $428 million. The fee is being paid through an irrevocable waiver of a portion of the quarterly incentive distributions Williams is entitled to receive from Williams Partners.

The incentive distributions amount to an aggregate of $428 million, but in no circumstances in an amount of more than $209 million per quarter.

Further, Williams Partners has advised its unitholders to reference news issued by Williams Cos. regarding its agreement to be acquired by Energy Transfer Equity, L.P. (ETE).

Williams and Energy Transfer announced earlier in the day a business combination transaction valued at about $37.7 billion, including the assumption of debt and other liabilities.

Energy Transfer's willingness to proceed with the proposed acquisition was contingent on the termination of the Williams Cos./Williams Partners transaction.