Litigation

Finally Williams has admitted, in writing, that the attempted buyout/merger by Energy Transfer Equity (ETE) is, as we said yesterday, dead (see Dead as a Doornail: ETE Terminates Merger with Williams). Williams has also admitted (in so many words) what we’ve been saying for more than a month: the vote by Williams “for” the merger and all of the recent goings on have been legal posturing. Williams says they are suing ETE “for monetary damages” for “its breaches.” Here’s the Williams admission issued yesterday in response to ETE’s termination of the deal…
Read More “Williams Admits There Will be no Merger, Suing ETE for “Damages””

As we previously reported, last Friday a Delaware court ruled that Energy Transfer Equity (ETE) has the right to terminate its merger agreement with Williams (see Court Says ETE Can Terminate Williams Merger; Williams Votes Today). But as we also said, at that time ETE had not officially announced they were terminating the merger. They now have. Yesterday ETE said they have filed the official paperwork to dump the merger/takeover of Williams. Williams is continuing to litigate to try and force ETE to do the deal by appealing the court’s decision (see Williams Shareholders Vote “For” ETE Merger; Appeal Court Ruling). This deal is as dead as a doornail and everyone knows it–including Williams. What’s going on is legal posturing so Williams can try and extract money from ETE over the now-abandoned takeover attempt. In some ways we don’t blame Williams–they resisted ETE’s overtures for nine months before caving and agreeing. Of course, Williams caved and agreed because there are evil corporate raiders on the board pressuring the company to do so. As we’ve maintained all along–no one comes out of this smelling pretty…
Read More “Dead as a Doornail: ETE Terminates Merger with Williams”

Yesterday 63% of Williams Companies shareholders voted in favor of a merger with Energy Transfer Equity at a specially called meeting at Williams’ HQ in Tulsa, Oklahoma. Specifically, they voted to approve the merger and receive their proceeds in all cash, thank you very much. Not that it makes a hill of beans worth of difference–because the deal is dead. Last Friday ETE won the right to walk away from the deal not owing Williams anything (see Court Says ETE Can Terminate Williams Merger; Williams Votes Today). As we’ve maintained for some time, this is all window dressing and legal posturing. Williams also said yesterday they will appeal the courts decision from last Friday, maintaining they (Williams) believes ETE is still contractually bound to buy (and more importantly pay) the big investors of Williams. Below are a pair of announcements from Williams about yesterday’s vote, along with some analysis…
Read More “Williams Shareholders Vote “For” ETE Merger; Appeal Court Ruling”

Big news happened in the Energy Transfer Equity (ETE) proposed merger/buyout of Williams to report. Last Friday a Delaware court ruled that ETE is contractually entitled to terminate its merger agreement with Williams. However, in a press release, ETE doesn’t say it has officially terminated the agreement. In commenting on the ruling, Williams said they still don’t think ETE has the right to wiggle out of the deal and Williams is pushing forward with holding a vote today by shareholders to approve (or not approve) the merger. As we have maintained now for a month or more, we don’t think the merger will happen–and we think all of the press releases and votes, etc. is posturing in preparation to launch lawsuits. The court’s decision essentially says ETE can terminate the agreement and won’t owe Williams any money for their trouble. ETE wanted this merger in the first place and pursued Williams for nearly a year to get it (see Williams Accepts ETE’s “Indecent Proposal” – Price Went Down $10B). But Williams is not lily white innocent in this ongoing soap opera. Lurking in the background pulling strings are corporate raiders on Williams’ board–people who want to line their pockets with cash from this deal (see Evil Corporate Raiders Double Investment (& Control) in Williams). Even though ETE wants out of the deal and even though (in our opinion) Williams is better off not merging, Williams will continue to push for a merger/takeover, so the raiders can get buckets of cash. Below we have a copy of the court opinion from Friday, along with a couple of analysts’ thoughts on what happens next…
Read More “Court Says ETE Can Terminate Williams Merger; Williams Votes Today”

As we’ve said for some time now, we don’t believe the Energy Transfer Equity (ETE) buyout/merger with Williams will ever take place. It’s been pretty plain that the blizzard of press releases by both companies saying “vote yes” on the deal has been legal posturing–so that when the deal is finally, completely, 100% dead–the lawyers can litigate for years to come, with each side trying to extract money from the other. The latest evidence comes from several news stories this week that Wall Street is betting that a judge is about to rule that a law firm (hired by ETE) to review the tax implications rendered their opinion “in good faith” that there will be significant tax implications arising from the deal. The way the agreement is structured, such a finding releases ETE from the deal. If the judge rules the opinion was in good faith, it’s 99.99999999% that ETE will announce the deal is dead–and the lawyers from Williams will be suing to extract boatloads of money from ETE…
Read More “ETE Makes Moves to Terminate Buyout/Merger with Williams”