Williams completes acquisition of interests in Access Midstream

Williams has completed the previously announced acquisition of the 50% general partner interest and 55.1 million limited partner units in Access Midstream Partners, L.P. previously held by Global Infrastructure Partners II (GIP) for US$ 5.995 billion in cash. Williams now owns 100% of the general partner and approximately 50% of the limited partner units in Access Midstream Partners.

"Access Midstream further enhances our presence in attractive growth basins, positions us to take advantage of demand growth and the increase in natural gas supply, and supports our industry-leading dividend growth strategy," said Alan Armstrong, Williams' Chief Executive Officer. "In addition to increasing our footprint with excellent fee-based assets, we're fortunate to welcome the talented employees of Access to the Williams family of companies. The value they bring, especially on the project execution front, is one of the most compelling benefits of this acquisition and the proposed merger."

As previously announced, Williams is proposing the merger of Williams Partners L.P. with and into Access Midstream Partners, L.P. Williams is proposing that the entities merge in a unit-for-unit exchange at a ratio of 0.85 Access Midstream Partners units per Williams Partners unit. The proposal also includes an option for Williams Partners unitholders to take either a one-time special payment of US$ 0.81 per unit, or an equivalent value of additional common units of Access Midstream Partners, to compensate for a lower expected per-unit LP cash distribution in 2015.

Assuming the merger is completed in 2014, the merged MLP is expected to have a 2015 distribution increase of at least 25% above Access Midstream Partners' current guidance of US$ 2.79 per unit, which represents an increase of more than 40% above current 2014 distribution guidance. The merged partnership is expected to have a best-in-class distribution growth rate of 10 - 12% annually through 2017, strong coverage and strong investment-grade ratings. Distribution coverage is estimated to be approximately 1.2x in 2015 and at or above 1.1x through 2017.

The proposed merger terms will be subject to negotiation, review and approval by conflicts committees of each partnership's full board of directors, as well as approval by each partnership's board of directors. The conflicts committees, comprised solely of independent board members, have retained legal and financial advisors. If consummated, the merged MLPs would be named Williams Partners L.P. and would become one of the largest and fastest-growing MLPs – with expected 2015 adjusted EBITDA of approximately US$ 5 billion. Williams expects the merged partnership to be a synergistic combination, well positioned to connect the best supplies with the best markets and benefit from the ongoing energy infrastructure super-cycle.

"We now look forward to pursuing the proposed MLP merger and accelerating Williams' move to a pure-play GP holding company," Armstrong concluded.

Adapted from press release by Rosalie Starling

Read the article online at: https://www.worldpipelines.com/business-news/09072014/williams_completes_acquisition_of_interests_in_access_midstream_619/