SECURITIES AND EXCHANGE COMMISSION
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 18, 2004
The Williams Companies, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 1-4174 | 73-0569878 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| One Williams Center, Tulsa, Oklahoma | 74172 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: 918/573-2000
Not Applicable
(Former name or former address, if changed since last report)
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
a) None
b) None
c) Exhibits
Exhibit 99.1
|
Copy of press release dated August 18, 2004, publicly reporting the matters discussed herein, furnished pursuant to Item 9. |
Item 9. Regulation FD Disclosure.
On August 18, 2004, The Williams Companies, Inc. (“Williams”) announced that approximately $789 million aggregate principal amount of notes have been validly tendered in connection with its cash tender offer and consent solicitation with respect to any and all of its 8 5/8 percent Senior Notes due 2010.
Williams also announced that it is extending the deadline for tendering and receiving the total consideration, including the consent payment, each as described in the Offer to Purchase and Consent Solicitation Statement dated August 5, 2004, if such notes are accepted for purchase from 5 p.m. Eastern on Wednesday, August 18, 2004, to 5 p.m. Eastern on Thursday, September 2, 2004 — the expiration time.
A copy of the press release announcing the same is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein.
Pursuant to the requirements of the Securities Exchange Act of 1934, Williams has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| THE WILLIAMS COMPANIES, INC. |
||||
| Date: August 19, 2004 | /s/ Brian K. Shore | |||
| Name: | Brian K. Shore | |||
| Title: | Secretary | |||
INDEX TO EXHIBITS
| EXHIBIT | ||
| NUMBER |
DESCRIPTION |
|
99.1
|
Copy of press release dated August 18, 2004, publicly reporting the matters discussed herein, furnished pursuant to Item 9. |
Exhibit 99.1
| NewsRelease |  |
NYSE: WMB
Date: Aug. 18, 2004
Williams Announces Results to Date for Cash Tender Offer
Period to Receive Total Consideration Extended;
Holders of Notes May Still Tender Prior to 5 P.M. Eastern on Sept. 2
TULSA, Okla. — In connection with the previously announced cash tender offer and consent solicitation with respect to any and all of Williams’ (NYSE:WMB) 8 5/8 percent Senior Notes due 2010, approximately $789 million aggregate principal amount of notes were validly tendered prior to 5 p.m. Eastern on Wednesday, Aug. 18, 2004.
Williams also announced that it is extending the deadline for tendering and receiving the total consideration, including the consent payment, each as described in the Offer to Purchase and Consent Solicitation Statement dated Aug. 5, 2004, if such notes are accepted for purchase from 5 p.m. Eastern on Wednesday, Aug. 18, 2004, to 5 p.m. Eastern on Thursday, Sept. 2, 2004 — the expiration time.
Holders who validly tender their notes on or prior to the expiration time will receive the total consideration, including the consent payment, if such notes are accepted for purchase.
Williams has retained Citigroup Global Markets Inc. to serve as the lead dealer manager and solicitation agent. Banc of America Securities LLC, J.P. Morgan Securities Inc., and Lehman Brothers Inc. are the co-dealer managers and solicitation agents. Global Bondholder Services Corporation is the information agent for the tender offer.
Requests for documents may be directed to Global Bondholder Services Corporation by telephone at (866) 924-2200 or (212) 430-3774 or in writing at 65 Broadway, Suite 704, New York, NY, 10006. Questions regarding the tender offer may be directed to Citigroup Global Markets Inc. at (800) 558-3745.
This press release shall not constitute a tender offer to purchase or a solicitation of acceptance of the tender offer, which may be made only pursuant to the terms of the tender offer to purchase. In any jurisdiction where the laws require the tender offer to be made by a licensed broker or dealer, the tender offer shall be deemed made on behalf of the company by Citigroup Global Markets Inc. or one or more registered brokers or dealers under the laws of such jurisdiction.
About Williams (NYSE:WMB)
Williams, through its subsidiaries, primarily finds, produces, gathers,
processes and transports natural gas. Williams’ gas wells, pipelines and
midstream facilities are concentrated in the Northwest, Rocky Mountains, Gulf
Coast and Eastern Seaboard. More information is available at www.williams.com.
| Contact: | Kelly Swan Williams (media relations) (918) 573-6932 Travis Campbell Williams (investor relations) (918) 573-2944 Richard George Williams (investor relations) (918) 573-3679 Courtney Baugher Williams (investor relations) (918) 573-5768 |
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Portions of this document may constitute “forward-looking statements” as defined by federal law. Although the company believes any such statements are based on reasonable assumptions, there is no assurance that actual outcomes will not be materially different. Any such statements are made in reliance on the “safe harbor” protections provided under the Private Securities Reform Act of 1995. Additional information about issues that could lead to material changes in performance is contained in the company’s annual reports filed with the Securities and Exchange Commission.