Note 3 – Divestitures

Sale of Gulf Coast Pipeline Systems

In November 2018, we completed the sale of certain assets and operations located in the Gulf Coast area for $177 million in cash. These assets were designated as held for sale during the third quarter of 2018. As a result of this sale, we recorded a gain of approximately $101 million in the fourth quarter of 2018, consisting of $81 million in our Atlantic-Gulf segment and $20 million in Other.

Previous impairments made to a portion of these assets and operations include $66 million related to certain idle pipelines in the second quarter of 2018, as well as $68 million and $23 million related to an NGL pipeline near the Houston Ship Channel region and project development costs associated with an olefins pipeline project, respectively, in 2017. These impairments are reflected in Impairment of certain assets in the Consolidated Statement of Operations. (See Note 17 – Fair Value Measurements, Guarantees, and Concentration of Credit Risk.) The results of operations for this disposal group, excluding the impairments and gains noted, were not significant for the reporting periods.

Sale of Four Corners Assets

In October 2018, we completed the sale of our natural gas gathering and processing assets in the Four Corners area of New Mexico and Colorado for total consideration of $1.125 billion, subject to customary working capital adjustments. These assets were designated as held for sale during the third quarter of 2018. As a result of this sale, we recorded a gain of approximately $591 million within the West segment in the fourth quarter of 2018.

The following table presents the results of operations for the Four Corners area, excluding the gain noted above:



	Years Ended December 31,
	2018		2017		2016
	(Millions)
Income (loss) before income taxes of Four Corners area	$	52	$	47	$	37
Income (loss) before income taxes of Four Corners area attributable to The Williams Companies, Inc.	43		35		23

Sale of Geismar Interest

In July 2017, we completed the sale of Williams Olefins, L.L.C., a wholly owned subsidiary which owned our Geismar Interest for total consideration of $2.084 billion in cash. We received a final working capital adjustment of $12 million in October 2017. Upon closing of the sale, we entered into a long-term supply and transportation agreement with the purchaser to provide feedstock to the plant via its Bayou Ethane pipeline system. As a result of this sale, we recorded a gain of $1.095 billion in the third quarter of 2017 in our Other segment. Following this sale, the cash proceeds were used to repay our $850 million term loan.

The following table presents the results of operations for the Geismar Interest, excluding the gain noted above:



	Years Ended December 31,
	2018		2017		2016
	(Millions)
Income (loss) before income taxes of the Geismar Interest	$	—	$	26	$	141
Income (loss) before income taxes of the Geismar Interest attributable to The Williams Companies, Inc.	—		19		85

Sale of Canadian Operations

In September 2016, we completed the sale of subsidiaries conducting Canadian operations (such subsidiaries, the Canadian disposal group). Consideration received totaled $1.020 billion, net of $31 million of cash divested and subject to customary working capital adjustments.

During 2016, we designated these operations as held for sale. As a result, we measured the fair value of the disposal group, resulting in an impairment charge of $747 million, reflected in Impairment of certain assets in the Consolidated Statement of Operations. (See Note 17 – Fair Value Measurements, Guarantees, and Concentration of Credit Risk.) Upon completion of the sale, we also recorded a loss of $66 million in Other, primarily reflecting revisions to the sales price and estimated contingent consideration. This included a $15 million benefit related to transactions to hedge our foreign currency exchange risk on the Canadian proceeds, reflected in Other (income) expense – net within Costs and expenses in the Consolidated Statement of Operations.

For the year ended December 31, 2016, the results of operations for the Canadian disposal group, excluding the impairment and loss noted, were a loss before income taxes of $98 million, and a loss before income taxes attributable to The Williams Companies, Inc. of $95 million, in Other.