Northwest Pipeline Commences Registered Exchange Offer for its 4.000% Senior Notes Due 2027
Northwest Pipeline LLC (“Northwest Pipeline”), a wholly owned subsidiary
of The Williams Companies, Inc. (NYSE: WMB), announced today that it has
commenced an offer to exchange any and all of its $250 million in
aggregate principal amount of outstanding 4.000% Senior Notes due 2027
that were originally issued in a private transaction on Aug. 24, 2018
(the “Original Notes”) for an equal amount of its registered 4.000%
Senior Notes due 2027 (the “Exchange Notes”). The Original Notes were an
additional issuance of Northwest Pipeline’s $250 million aggregate
principal amount of 4.000% Senior Notes due 2027 that were issued on
April 3, 2017, all of which have been previously exchanged for notes
that have been registered under the Securities Act of 1933, as amended
(the “Act”).
The terms of the Exchange Notes are identical in all material respects
to those of the Original Notes, except that the Exchange Notes have been
registered under the Act, and the transfer restrictions, registration
rights and additional interest provisions relating to the Original Notes
do not apply to the Exchange Notes. The purpose of the Exchange Offer is
to fulfill Northwest Pipeline’s obligations under the registration
rights agreement entered into in connection with the issuance of the
Original Notes. Northwest Pipeline will not receive any proceeds from
the exchange offer.
The exchange offer will expire at 5:00 p.m., New York City time, on Dec.
12, 2018, unless extended (such date and time, as may be extended, the
“Expiration Date”). The settlement date for the exchange offer will
occur promptly following the Expiration Date. The terms of the exchange
offer and other information relating to Northwest Pipeline and the
Exchange Notes are set forth in a prospectus dated Nov. 13, 2018, a copy
of which has been filed with the Securities and Exchange Commission.
Northwest Pipeline has not authorized any person to provide information
other than as set forth in the prospectus.
Copies of the prospectus and the transmittal letter governing the
exchange offer can be obtained from the exchange agent, The Bank of New
York Mellon Trust Company, N.A., by faxing a request to (732) 667-9408
or by writing via regular or certified mail, or overnight courier, to
The Bank of New York Mellon Trust Company, N.A., Corporate Trust
Operations—Reorganization Unit, 111 Sanders Creek Parkway, East
Syracuse, New York, 13057.
This press release is for informational purposes only and does not
constitute an offer to sell nor a solicitation of an offer to buy any
security. The exchange offer is being made solely pursuant to the
prospectus dated Nov. 13, 2018, including any supplements thereto, and
only to such persons and in such jurisdictions as is permitted under
applicable law.
About Williams
Williams (NYSE: WMB) is a premier provider of large-scale infrastructure
connecting U.S. natural gas and natural gas products to growing demand
for cleaner fuel and feedstocks. Headquartered in Tulsa, Okla., Williams
is an industry-leading, investment grade C-Corp with operations across
the natural gas value chain including gathering, processing, interstate
transportation and storage of natural gas and natural gas liquids. With
major positions in top U.S. supply basins, Williams owns and operates
more than 33,000 miles of pipelines system wide – including Transco, the
nation’s largest volume and fastest growing pipeline – providing natural
gas for clean-power generation, heating and industrial use. Williams’
operations handle approximately 30 percent of U.S. natural gas. www.williams.com
Portions of this document may constitute “forward-looking statements”
as defined by federal law. Although Northwest Pipeline believes any such
statements are based on reasonable assumptions, there is no assurance
that actual outcomes will not be materially different. Additional
information about issues that could lead to material changes in
performance is contained in Northwest Pipeline’s annual and quarterly
reports filed with the Securities and Exchange Commission.
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