EX-99.1 2 wmb_20190331xer.htm EX-99.1 Exhibit
Exhibit 99.1

News Release
Williams (NYSE: WMB)
One Williams Center
Tulsa, OK 74172
800-Williams
www.williams.com
  wmb_image1a11.jpg
 
 

DATE: May 1, 2019
MEDIA CONTACT:
INVESTOR CONTACTS:
 
 
Keith Isbell
(918) 573-7308
John Porter
(918) 573-0797
Grace Scott
(918) 573-1092
 

Williams Reports First-Quarter 2019 Financial Results


TULSA, Okla. – Williams (NYSE: WMB) today announced its unaudited financial results for the three months ended March 31, 2019.

Strong 1Q 2019 Results Compared with 1Q 2018
Net Income Attributable to Williams available to common stockholders of $194 million; up $42 million or 28%
Net Income Per Share of $0.16 – down $0.02; Adjusted Income Per Share of $0.22; up 16%
Cash Flow From Operations of $775 million; up $81 million or 12%
Adjusted EBITDA of $1.216 billion; up $81 million or 7%
Distributable Cash Flow ("DCF") of $780 million; up $57 million or 8%
Dividend Coverage Ratio is 1.70x

Solid Execution While Fortifying our Balance Sheet
Placed Gulf Connector LNG supply project into full service on Jan. 4.
Two recent deleveraging transactions expected to result in a net of approximately $1.085 billion that Williams plans to use for debt reduction and for funding the company's extensive portfolio of growth capital:
On March 18, announced the formation of new strategic joint venture in the Marcellus/Utica Basins with the Canada Pension Plan Investment Board ("CPPIB");
On April 10, announced completion of sale of our 50% Interest in Jackalope Gas Gathering Services, LLC to an affiliate of Crestwood Equity Partners LP.

2019 Financial Guidance Updates
Raising guidance for Net Income and Adjusted EPS.
Maintaining 2019 guidance for Adjusted EBITDA, DCF and Dividend Coverage Ratio.
Growth capital expenditures guidance midpoint lowered to $2.4 billion from $2.8 billion in part due to lower capital requirements in the Northeast and lower capital requirements from our Jackalope Gas Gathering Services deleveraging transaction.
2019 year-end Debt-to-Adjusted EBITDA now expected to be < 4.6x.

CEO Perspective
Alan Armstrong, president and chief executive officer, made the following comments:

"Our first-quarter 2019 performance produced strong results and solid execution while fortifying our balance sheet. Led by our Atlantic-Gulf and Northeast G&P segments, each showing EBITDA growth of more than 20%, our key financial metrics reflected year-over-year growth. On the execution front, our project teams continue to meet or exceed their goals as well. Gulf Connector, Fort Lupton III, St. James Supply and the work on Shell's Norphlet project are now all complete and will add cash flows through the balance of the year. Also, numerous

1


projects have been executed in our Northeast G&P area to deliver 15% year-over-year growth in gathered volumes. And while lower commodity prices combined with strict capital discipline are pressuring a few of our producing customers' forecasts in the near-term, those same lower commodity prices are fundamental to driving demand and ultimately volumes in these key gas basins."

Armstrong added, “Importantly, we are raising our EPS and income guidance, maintaining our EBITDA and DCF all while lowering capital expenditures for this year. This is the result of the crisp execution of our portfolio optimization transactions and continued tight discipline around capital deployment. This, along with expected contributions from our Northeast JV partner, has added momentum to our deleveraging efforts as we now see 2019 leverage coming in below 4.6x versus our earlier guidance of less than 4.75x.”

Williams Summary Financial Information
1Q
Amounts in millions, except ratios and per-share amounts. Per share amounts are reported on a diluted basis. Net income (loss) amounts are attributable to The Williams Companies, Inc. available to common stockholders.
2019
2018
 
 
 
GAAP Measures
 
 
Net Income

$194


$152

Net Income Per Share

$0.16


$0.18

  Cash Flow From Operations

$775


$694

 
 
 
Non-GAAP Measures (1)
 
 
Adjusted EBITDA

$1,216


$1,135

Adjusted Income

$273


$159

Adjusted Income Per Share

$0.22


$0.19

Distributable Cash Flow

$780


$723

Dividend Coverage Ratio
1.70
x
1.65
x
 
 
 
Other
 
 
Debt-to-Adjusted EBITDA at Quarter End (2) (4)
4.77
x
4.55
x
Capital Investments (3) (4)

$517


$955

 
 
 
(1) Schedules reconciling adjusted income from continuing operations, adjusted EBITDA, Distributable Cash Flow and Coverage Ratio (non-GAAP measures) to the most comparable GAAP measure are available at www.williams.com and as an attachment to this news release.
(2) Debt-to-Adjusted EBITDA ratio does not represent leverage ratios measured for WMB credit agreement compliance or leverage ratios as calculated by the major credit ratings agencies. Debt is net of cash on hand, and Adjusted EBITDA reflects the sum of the last four quarters.
(3) Capital Investments includes increases to property, plant, and equipment, purchases of businesses, net of cash acquired, and purchases of and contributions to equity-method investments.
(4) 1Q 2019 excludes $727 million (net of cash acquired) for the purchase of the remaining 38% of UEOM as this amount will be provided for at the closing of the JV in the Marcellus/Utica Basins by our JV partner (see press release dated 3/18/19). The temporary financing of the $727 million has also been adjusted out of the 1Q 2019 Debt-to-Adjusted EBITDA metric. Without the $727 million adjustment, Debt-to-Adjusted EBITDA would have been 4.92x. Following closing of CPPIB's investment in the joint venture, which is expected to occur in the second or third quarter of 2019, we expect to have approximately $1.085 billion available from our two recent deleveraging transactions to apply to debt reduction.

GAAP Measures
Net Income benefited from increased service revenues of $100 million in the Atlantic-Gulf segment primarily from Transco expansion projects and $48 million in Northeast G&P segment driven by growth in gathering volumes, partially offset by a decline in West segment results due primarily to lower gathering volumes from severe winter weather, the absence of EBITDA from the former Four Corners area business sold in fourth-quarter 2018 and lower commodity margins. Net Income also reflects less income attributable to noncontrolling interests driven by the WPZ merger in third-quarter 2018, partially offset by a $74 million first-quarter 2019 impairment of an equity method investment and higher interest expense associated with financing obligations for leased pipeline capacity.
The increase in Cash Flow From Operations was largely driven by the increased service revenues in the Atlantic-Gulf and Northeast G&P segments, partially offset by the decline in West results.




2


Non-GAAP Measures
The increase in Adjusted EBITDA largely reflects the same drivers impacting Cash Flow From Operations.
Adjusted Income also improved, driven by the higher Adjusted EBITDA and less income attributable to noncontrolling interests, partially offset by higher interest expense.
DCF is higher, reflecting the increased Adjusted EBITDA and lower maintenance capital, partially offset by higher net interest expense.

Other Measures
Our Debt-to-Adjusted EBITDA at March 31, 2019 of 4.77x excludes $727 million for the temporary financing to purchase the remaining 38% of UEOM as this amount will be provided for at the closing of the JV in the Marcellus/Utica Basins by our JV partner (see press release dated 03/18/19). Without the $727 million adjustment, Debt-to-Adjusted EBITDA would have been 4.92x. Following closing of CPPIB's investment in the joint venture, which is expected to occur in the second or third quarter of 2019, we expect to have approximately $1.085 billion available from our recent deleveraging transactions to apply to debt reduction, further reducing our Debt-to-Adjusted EBITDA ratio below 4.77x.

Business Segment Results & Form 10-Q
Williams' operations are comprised of the following reportable segments: Atlantic-Gulf, West, Northeast G&P and Other. For additional information, please see the company's first-quarter 2019, Form 10-Q, which Williams expects to file this week, with the Securities and Exchange Commission (SEC). Once filed, the document will be on the SEC and Williams websites.
 
Quarter-To-Date
Amounts in millions
Modified EBITDA
 
Adjusted EBITDA
1Q 2019
1Q 2018
Change
 
1Q 2019
1Q 2018
Change
Atlantic-Gulf

$560


$451


$109

 

$560


$466


$94

West
332

413

(81
)
 
346

406

(60
)
Northeast G&P
299

250

49

 
302

250

52

Other
(4
)
6

(10
)
 
8

13

(5
)
Totals

$1,187


$1,120


$67

 

$1,216


$1,135


$81

 
 
 
 
 
 
 
 
Note: Williams uses Modified EBITDA for its segment reporting. Definitions of Modified EBITDA and Adjusted EBITDA and schedules reconciling to net income are included in this news release.
Atlantic-Gulf
Improvement in Modified and Adjusted EBITDA driven by Transco expansion projects, including Atlantic Sunrise (in service October 2018) and Gulf Connector (in service early January 2019).
                           
West
Lower first-quarter 2019 gathering volumes reflecting the impact of more severe weather conditions in 2019, especially in Wyoming. Weather-impacted volumes are recovering during the second quarter.
Additionally, results reflect the absence of EBITDA from our former Four Corners area business and lower commodity margins (excluding Four Corners) driven by lower prices and volumes.
NGL margins continue to be unfavorably impacted by high Opal natural gas prices and NGL transportation capacity constraints.
Completed sale of our 50% interest in Jackalope (an equity-method investment) for $485 million in April 2019.

Northeast G&P
Improvement in Modified and Adjusted EBITDA driven by increased Susquehanna Supply Hub gathering volumes and higher proportional EBITDA primarily from investments in the Marcellus South and Bradford gas gathering systems, partially offset by an increase in operating and administrative expenses.
Gross gathering volumes, including 100% of operated equity-method investments, reflect a 15% increase for first-quarter 2019 over first-quarter 2018.
Acquired remaining 38% interest in UEOM for $727 million (net of cash acquired) and signed agreement for new JV, including UEOM and OVM. Expect to receive approximately $1.34 billion including closing adjustments in exchange for 35% interest in joint venture.


3


2019 Guidance
Williams' current guidance for 2019, originally announced at the company's Analyst Day on May 17, 2018, remains unchanged with the exception of Net Income, Adjusted EPS, Growth Capital Expenditures and Debt-to-Adjusted EBITDA, which are updated in the following table:
In $Billions except for percentages, ratios and per share amounts
2019 Guidance
Net Income
$1.100 - $1.400 Billion (1)
Adjusted EPS
$0.83 - $1.07 (2)
Adjusted EBITDA
$4.850 - $5.150 Billion
Distributable Cash Flow (DCF)
$2.900 - $3.300 Billion
Dividend Coverage Ratio
~1.7x (3)
Growth Capex
$2.3 - $2.5 Billion (4)
Debt-to-Adjusted EBITDA
< 4.6x (5)
 
 
(1) Prior Guidance: $1.050 to $1.350 Billion
(2) Prior Guidance: $0.77 to $1.01
(3) Midpoint of Guidance
(4) Prior Guidance: $2.7 to $2.9 Billion
(5) Prior Guidance: <4.75x

Williams' First-Quarter 2019 Materials to be Posted Shortly; Q&A Webcast Scheduled for Tomorrow
Williams' first-quarter 2019 earnings presentation will be posted at www.williams.com. The company’s first-quarter 2019 earnings conference call and webcast with analysts and investors is scheduled for Thursday, May 2, 2019, at 9:30 a.m. Eastern Time (8:30 a.m. Central Time). A limited number of phone lines will be available at (800) 263-0877. International callers should dial (323) 994-2131. The conference ID is 6974376. A webcast link to the conference call is available at www.williams.com. A replay of the webcast will be available on the website for at least 90 days following the event.
 
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, Oklahoma, 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 30,000 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% of U.S. natural gas. www.williams.com

4


The Williams Companies, Inc.
Consolidated Statement of Income
(Unaudited)
 
Three Months Ended 
 March 31,
 
2019
 
2018
 
(Millions, except per-share amounts)
Revenues:
 
 
 
Service revenues
$
1,440

 
$
1,351

Service revenues – commodity consideration
64

 
101

Product sales
550

 
636

Total revenues
2,054

 
2,088

Costs and expenses:
 
 
 
Product costs
525

 
613

Processing commodity expenses
40

 
35

Operating and maintenance expenses
340

 
357

Depreciation and amortization expenses
416

 
431

Selling, general, and administrative expenses
128

 
132

Other (income) expense – net
44

 
29

Total costs and expenses
1,493

 
1,597

Operating income (loss)
561

 
491

Equity earnings (losses)
80

 
82

Impairment of equity-method investments
(74
)
 

Other investing income (loss) – net
1

 
4

Interest incurred
(306
)
 
(282
)
Interest capitalized
10

 
9

Other income (expense) – net
11

 
21

Income (loss) before income taxes
283

 
325

Provision (benefit) for income taxes
69

 
55

Net income (loss)
214

 
270

Less: Net income (loss) attributable to noncontrolling interests
19

 
118

Net income (loss) attributable to The Williams Companies, Inc.
195

 
152

Preferred stock dividends
1

 

Net income (loss) available to common stockholders
$
194

 
$
152

Basic earnings (loss) per common share:
 
 
 
Net income (loss)
$
.16

 
$
.18

Weighted-average shares (thousands)
1,211,489

 
827,509

Diluted earnings (loss) per common share:
 
 
 
Net income (loss)
$
.16

 
$
.18

Weighted-average shares (thousands)
1,213,592

 
830,197



5


The Williams Companies, Inc.
Consolidated Balance Sheet
(Unaudited)
 
 
March 31,
2019
 
December 31,
2018
 
 
(Millions, except per-share amounts)
ASSETS
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
 
$
43

 
$
168

Trade accounts and other receivables (net of allowance of $9 at March 31, 2019 and $9 at December 31, 2018)
 
929

 
992

Inventories
 
129

 
130

Other current assets and deferred charges
 
186

 
174

Total current assets
 
1,287

 
1,464

Investments
 
6,544

 
7,821

Property, plant, and equipment
 
40,541

 
38,661

Accumulated depreciation and amortization
 
(11,460
)
 
(11,157
)
Property, plant, and equipment – net
 
29,081

 
27,504

Intangible assets – net of accumulated amortization
 
8,096

 
7,767

Regulatory assets, deferred charges, and other
 
962

 
746

Total assets
 
$
45,970

 
$
45,302

LIABILITIES AND EQUITY
 
 
 
 
Current liabilities:
 
 
 
 
Accounts payable
 
$
620

 
$
662

Accrued liabilities
 
974

 
1,102

Commercial paper
 
1,014

 

Long-term debt due within one year
 
1,561

 
47

Total current liabilities
 
4,169

 
1,811

Long-term debt
 
20,703

 
22,367

Deferred income tax liabilities
 
1,601

 
1,524

Regulatory liabilities, deferred income, and other
 
3,772

 
3,603

Contingent liabilities
 
 
 
 
Equity:
 
 
 
 
Stockholders’ equity:
 
 
 
 
Preferred stock
 
35

 
35

Common stock ($1 par value; 1,470 million shares authorized at March 31, 2019 and December 31, 2018; 1,246 million shares issued at March 31, 2019 and 1,245 million shares issued at December 31, 2018)
 
1,246

 
1,245

Capital in excess of par value
 
24,703

 
24,693

Retained deficit
 
(10,270
)
 
(10,002
)
Accumulated other comprehensive income (loss)
 
(267
)
 
(270
)
Treasury stock, at cost (35 million shares of common stock)
 
(1,041
)
 
(1,041
)
Total stockholders’ equity
 
14,406

 
14,660

Noncontrolling interests in consolidated subsidiaries
 
1,319

 
1,337

Total equity
 
15,725

 
15,997

Total liabilities and equity
 
$
45,970

 
$
45,302



6


The Williams Companies, Inc.
Consolidated Statement of Cash Flows
(Unaudited)
 
Three Months Ended 
 March 31,
 
2019
 
2018
 
(Millions)
OPERATING ACTIVITIES:
 
Net income (loss)
$
214

 
$
270

Adjustments to reconcile to net cash provided (used) by operating activities:
 
 
 
Depreciation and amortization
416

 
431

Provision (benefit) for deferred income taxes
75

 
73

Equity (earnings) losses
(80
)
 
(82
)
Distributions from unconsolidated affiliates
172

 
140

Impairment of equity-method investments
74

 

Amortization of stock-based awards
14

 
14

Cash provided (used) by changes in current assets and liabilities:
 
 
 
Accounts and notes receivable
97

 
238

Inventories
1

 
(40
)
Other current assets and deferred charges
(6
)
 
(4
)
Accounts payable
(39
)
 
(197
)
Accrued liabilities
(142
)
 
(166
)
Other, including changes in noncurrent assets and liabilities
(21
)
 
17

Net cash provided (used) by operating activities
775

 
694

FINANCING ACTIVITIES:
 
 
 
Proceeds from (payments of) commercial paper – net
1,014

 

Proceeds from long-term debt
708

 
2,048

Payments of long-term debt
(864
)
 
(1,060
)
Proceeds from issuance of common stock
6

 
10

Common dividends paid
(460
)
 
(281
)
Dividends and distributions paid to noncontrolling interests
(41
)
 
(165
)
Contributions from noncontrolling interests
4

 
3

Payments for debt issuance costs

 
(18
)
Other – net
(9
)
 
(40
)
Net cash provided (used) by financing activities
358

 
497

INVESTING ACTIVITIES:
 
 
 
Property, plant, and equipment:
 
 
 
Capital expenditures (1)
(422
)
 
(957
)
Dispositions – net
(4
)
 
(1
)
Contributions in aid of construction
10

 
190

Purchases of businesses, net of cash acquired
(727
)
 

Purchases of and contributions to equity-method investments
(99
)
 
(21
)
Other – net
(16
)
 
(9
)
Net cash provided (used) by investing activities
(1,258
)
 
(798
)
Increase (decrease) in cash and cash equivalents
(125
)
 
393

Cash and cash equivalents at beginning of year
168

 
899

Cash and cash equivalents at end of period
$
43

 
$
1,292

_____________
 
 
 
(1) Increases to property, plant, and equipment
$
(418
)
 
$
(934
)
Changes in related accounts payable and accrued liabilities
(4
)
 
(23
)
Capital expenditures
$
(422
)
 
$
(957
)


7


Atlantic-Gulf
 
(UNAUDITED)
 
 
2018
 
2019
 
(Dollars in millions)
1st Qtr
2nd Qtr
3rd Qtr
4th Qtr
Year
 
1st Qtr
 
 
 
 
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
 
 
Service revenues:
 
 
 
 
 
 
 
 
Nonregulated gathering & processing fee-based revenue
$
138

$
128

$
138

$
137

$
541

 
$
128

 
Regulated transportation revenue
413

406

411

508

1,738

 
517

 
Other fee revenues
32

34

34

34

134

 
34

 
Tracked service revenue
26

22

24

24

96

 
30

 
Nonregulated commodity consideration
15

12

18

14

59

 
13

 
Product sales:
 
 
 
 
 
 
 
 
NGL sales from gas processing
15

10

16

15

56

 
12

 
Marketing sales
45

57

67

53

222

 
40

 
Other sales
2

2

3

1

8

 
5

 
Tracked product sales
31

36

45

37

149

 
25

 
Total revenues
717

707

756

823

3,003

 
804

 
Segment costs and expenses:
 
 
 
 
 
 
 
 
NGL cost of goods sold
15

12

19

14

60

 
13

 
Marketing cost of goods sold
44

56

67

53

220

 
41

 
Tracked cost of goods sold
33

38

48

39

158

 
28

 
Processing commodity expenses
5

2

3

6

16

 
5

 
Operating and administrative costs
177

181

181

197

736

 
168

 
Other segment costs and expenses
(2
)
(15
)
(29
)
14

(32
)
 
1

 
Gain on sale of certain assets



(81
)
(81
)
 

 
Regulatory charges resulting from Tax Reform
11

(20
)


(9
)
 

 
Tracked operating and administrative costs
26

22

24

23

95

 
30

 
Total segment costs and expenses
309

276

313

265

1,163

 
286

 
Proportional Modified EBITDA of equity-method investments
43

44

49

47

183

 
42

 
Modified EBITDA
451

475

492

605

2,023

 
560

 
Adjustments
15

(19
)
(12
)
(76
)
(92
)
 

 
Adjusted EBITDA
$
466

$
456

$
480

$
529

$
1,931

 
$
560

 
NGL Margins
$
10

$
8

$
12

$
9

$
39

 
$
7

 
 
 
 
 
 
 
 
 
 
Statistics for Operated Assets
 
 
 
 
 
 
 
 
Gathering, Processing and Crude Oil Transportation
 
 
 
 
 
 
 
 
Gathering volumes (Bcf per day) - Consolidated (1)
0.29

0.23

0.26

0.24

0.26

 
0.25

 
Gathering volumes (Bcf per day) - Non-consolidated (2)
0.24

0.25

0.25

0.31

0.26

 
0.35

 
Plant inlet natural gas volumes (Bcf per day) - Consolidated (1)
0.54

0.43

0.51

0.53

0.50

 
0.53

 
Plant inlet natural gas volumes (Bcf per day) - Non-consolidated (2)
0.24

0.25

0.25

0.32

0.27

 
0.35

 
Crude transportation volumes (Mbbls/d)
142

132

147

140

140

 
146

 
Consolidated (1)
 
 
 
 
 
 
 
 
Ethane margin ($/gallon)
$
.03

$
.16

$
.24

$
.14

$
.14

 
$
.10

 
Non-ethane margin ($/gallon)
$
.66

$
.74

$
.76

$
.58

$
.68

 
$
.48

 
NGL margin ($/gallon)
$
.40

$
.48

$
.51

$
.36

$
.43

 
$
.26

 
Ethane equity sales (Mbbls/d)
2.82

1.91

3.05

2.98

2.69

 
4.16

 
Non-ethane equity sales (Mbbls/d)
3.87

2.35

3.14

3.21

3.14

 
3.28

 
NGL equity sales (Mbbls/d)
6.69

4.26

6.19

6.19

5.83

 
7.44

 
Ethane production (Mbbls/d)
12

12

15

16

14

 
17

 
Non-ethane production (Mbbls/d)
19

17

18

19

18

 
19

 
NGL production (Mbbls/d)
31

29

33

35

32

 
36

 
Non-consolidated (2)
 
 
 
 
 
 
 
 
NGL equity sales (Mbbls/d)
3

5

4

5

4

 
7

 
NGL production (Mbbls/d)
18

20

20

23

20

 
24

 
Transcontinental Gas Pipe Line
 
 
 
 
 
 
 
 
Throughput (Tbtu)
1,099.9

965.5

1,092.3

1,150.9

4,308.5

 
1,183.9

 
Avg. daily transportation volumes (Tbtu)
12.2

10.6

11.9

12.5

11.8

 
13.2

 
Avg. daily firm reserved capacity (Tbtu)
15.4

15.0

15.0

16.4

15.5

 
17.1

 
 
 
 
 
 
 
 
 
 
(1) Excludes volumes associated with equity-method investments that are not consolidated in our results.
 
(2) Includes 100% of the volumes associated with operated equity-method investments.
 


8


West
 
(UNAUDITED)
 
 
2018
 
2019
 
(Dollars in millions)
1st Qtr
2nd Qtr
3rd Qtr
4th Qtr
Year 
 
1st Qtr
 
 
 
Revenues:
 
 
 
 
 
 
 
 
Service revenues:
 
 
 
 
 
 
 
 
Nonregulated gathering & processing fee-based revenue
$
386

$
398

$
387

$
335

$
1,506

 
$
319

 
Regulated transportation revenue
109

104

106

110

429

 
110

 
Other fee revenues
36

32

40

41

149

 
44

 
Nonregulated commodity consideration
82

78

97

64

321

 
46

 
Tracked service revenues

1



1

 

 
Product sales:
 
 
 
 
 
 
 
 
NGL sales from gas processing
85

76

90

71

322

 
48

 
Marketing sales
419

465

615

571

2,070

 
426

 
Other sales
10

9

16

3

38

 
1

 
Tracked product sales
16

10

11

(19
)
18

 
4

 
Total revenues
1,143

1,173

1,362

1,176

4,854

 
998

 
Segment costs and expenses:
 
 
 
 
 
 
 
 
NGL cost of goods sold
85

81

101

66

333

 
49

 
Marketing cost of goods sold
418

458

605

587

2,068

 
421

 
Other cost of goods sold
7

8

12

2

29

 
2

 
Tracked cost of goods sold
16

10

12

(20
)
18

 
3

 
Processing commodity expenses
30

20

26

40

116

 
31

 
Operating and administrative costs
193

215

200

166

774

 
166

 
Tracked operating and administrative costs

1



1

 

 
Other segment costs and expenses
6

10

19

15

50

 
6

 
Impairment of certain assets



1,849

1,849

 
12

 
Gain on sale of certain assets



(591
)
(591
)
 
2

 
Regulatory charges resulting from Tax Reform
(7
)



(7
)
 

 
Total segment costs and expenses
748

803

975

2,114

4,640

 
692

 
Proportional Modified EBITDA of equity-method investments
18

19

25

32

94

 
26

 
Modified EBITDA
413

389

412

(906
)
308

 
332

 
Adjustments
(7
)

12

1,264

1,269

 
14

 
Adjusted EBITDA
$
406

$
389

$
424

$
358

$
1,577

 
$
346

 
NGL margin
$
52

$
53

$
60

$
29

$
194

 
$
14

 
 
 
 
 
 
 
 
 
 
Statistics for Operated Assets
 
 
 
 
 
 
 
 
Gathering and Processing
 
 
 
 
 
 
 
 
Gathering volumes (Bcf per day) - Consolidated (1)
4.58

4.60

4.48

3.44

4.27

 
3.42

 
Gathering volumes (Bcf per day) - Non-consolidated (2)


0.15

0.16

0.08

 
0.17

 
Plant inlet natural gas volumes (Bcf per day) - Consolidated (1)
2.16

2.12

2.11

1.65

2.01

 
1.41

 
Plant inlet natural gas volumes (Bcf per day) - Non-consolidated (2)


0.12

0.13

0.06

 
0.13

 
Ethane equity sales (Mbbls/d)
19.01

10.23

12.19

16.40

14.44

 
14.63

 
Non-ethane equity sales (Mbbls/d)
19.83

18.80

19.48

14.40

18.12

 
12.59

 
NGL equity sales (Mbbls/d)
38.84

29.03

31.67

30.80

32.56

 
27.22

 
Ethane margin ($/gallon)
$
.01

$
.07

$
.18

$
.02

$
.06

 
$
(.03
)
 
Non-ethane margin ($/gallon)
$
.69

$
.71

$
.69

$
.49

$
.65

 
$
.34

 
NGL margin ($/gallon)
$
.35

$
.48

$
.49

$
.24

$
.39

 
$
.14

 
Ethane production (Mbbls/d)
31

26

28

29

28

 
29

 
Non-ethane production (Mbbls/d) - Consolidated (1)
62

61

59

41

55

 
33

 
Non-ethane production (Mbbls/d) - Jackalope equity-method investment - 100%


5

5

3

 
6

 
NGL production (Mbbls/d)
93

87

92

75

86

 
68

 
NGL Transportation volumes (Mbbls) (3)
21,263

21,334

22,105

23,049

87,751

 
22,848

 
Northwest Pipeline LLC
 
 
 
 
 
 
 
 
Throughput (Tbtu)
226.1

188.1

193.5

212.3

820.0

 
243.5

 
Avg. daily transportation volumes (Tbtu)
2.5

2.1

2.1

2.3

2.2

 
2.7

 
Avg. daily firm reserved capacity (Tbtu)
3.1

3.1

3.1

3.1

3.1

 
3.1

 
 
 
 
 
 
 
 
 
 
(1) Excludes volumes associated with equity-method investments that are not consolidated in our results.
 
(2) Includes 100% of the volumes associated with operated equity-method investments, including the Jackalope Gas Gathering System and Rocky Mountain Midstream.
 
(3) Includes 100% of the volumes associated with operated equity-method investments, including the Overland Pass Pipeline Company and Rocky Mountain Midstream.
 


9


Northeast G&P
 
(UNAUDITED)
 
 
2018
 
2019
 
(Dollars in millions)
1st Qtr
2nd Qtr
3rd Qtr
4th Qtr
 Year
 
1st Qtr
 
 
 
 
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
 
 
Service revenues:
 
 
 
 
 
 
 
 
Nonregulated gathering and processing fee-based revenue
$
189

$
196

$
211

$
226

$
822

 
$
230

 
Other fee revenues
39

36

36

43

154

 
46

 
Nonregulated commodity consideration
4

4

6

6

20

 
5

 
Product sales:
 
 
 
 
 
 
 
 
NGL sales from gas processing
4

5

6

5

20

 
5

 
Marketing sales
89

65

57

35

246

 
37

 
Tracked product sales
5

5

6

5

21

 
5

 
Total revenues
330

311

322

320

1,283

 
328

 
 
 
 
 
 
 
 
 
 
Segment costs and expenses:
 
 
 
 
 
 
 
 
NGL cost of goods sold
4

5

6

5

20

 
5

 
Marketing cost of goods sold
90

65

57

36

248

 
37

 
Processing commodity expenses
2

2

3

2

9

 
3

 
Operating and administrative costs
85

91

96

108

380

 
97

 
Other segment costs and expenses
2

1

4

5

12

 
4

 
Tracked cost of goods sold
5

7

6

3

21

 
5

 
Total segment costs and expenses
188

171

172

159

690

 
151

 
 
 
 
 
 
 
 
 
 
Proportional Modified EBITDA of equity-method investments
108

115

131

139

493

 
122

 
Modified EBITDA
250

255

281

300

1,086

 
299

 
Adjustments



4

4

 
3

 
Adjusted EBITDA
$
250

$
255

$
281

$
304

$
1,090

 
$
302

 
NGL margin
$
2

$
2

$
3

$
4

$
11

 
$
2

 
 
 
 
 
 
 
 
 
 
Statistics for Operated Assets
 
 
 
 
 
 
 
 
Gathering and Processing
 
 
 
 
 
 
 
 
Gathering volumes (Bcf per day) - Consolidated (1)
3.38

3.45

3.67

4.02

3.63

 
4.05

 
Gathering volumes (Bcf per day) - Non-consolidated (2)
3.82

3.59

3.73

3.89

3.76

 
4.27

 
Plant inlet natural gas volumes (Bcf per day)
0.49

0.55

0.52

0.52

0.52

 
0.63

 
 
 
 
 
 
 
 
 
 
Ethane equity sales (Mbbls/d)
1.33

3.17

2.74

2.80

2.52

 
2.73

 
Non-ethane equity sales (Mbbls/d)
0.79

1.09

1.49

1.28

1.16

 
1.21

 
NGL equity sales (Mbbls/d)
2.12

4.26

4.23

4.08

3.68

 
3.94

 
 
 
 
 
 
 
 
 
 
Ethane production (Mbbls/d)
23

27

26

20

24

 
22

 
Non-ethane production (Mbbls/d)
21

21

23

22

22

 
22

 
NGL production (Mbbls/d)
44

48

49

42

46

 
44

 
 
 
 
 
 
 
 
 
 
(1) Includes gathering volumes associated with Susquehanna Supply Hub, Ohio Valley Midstream, and Utica Supply Hub, all of which are consolidated.
 
(2) Includes 100% of the volumes associated with operated equity-method investments, including the Laurel Mountain Midstream partnership; and the Bradford Supply Hub and a portion of the Marcellus South Supply Hub within the Appalachia Midstream Services partnership. Volumes handled by Blue Racer Midstream (gathering and processing) and UEOM (processing only), which we do not operate, are not included. On March 18, 2019, the remaining interest in UEOM was acquired. As a result of acquiring this additional interest, we obtained control of and now consolidate UEOM.
 


10


Capital Expenditures and Investments
 
(UNAUDITED)
 
 
2018
 
2019
 
(Dollars in millions)
1st Qtr
2nd Qtr
3rd Qtr
4th Qtr
Year
 
1st Qtr
 
 
 
 
 
 
 
 
 
 
Capital expenditures:
 
 
 
 
 
 
 
 
Northeast G&P
$
114

$
104

$
114

$
139

$
471

 
$
152

 
Atlantic-Gulf
764

746

549

359

2,418

 
193

 
West
69

74

96

93

332

 
69

 
Other
10

9

10

6

35

 
8

 
Total (1)
$
957

$
933

$
769

$
597

$
3,256

 
$
422

 
 
 
 
 
 
 
 
 
 
Purchases of investments:
 
 
 
 
 
 
 
 
Northeast G&P
$
20

$
70

$
114

$
58

$
262

 
$
47

 
Atlantic-Gulf
1


5


6

 

 
West


593

271

864

 
52

 
Total
$
21

$
70

$
712

$
329

$
1,132

 
$
99

 
 
 
 
 
 
 
 
 
 
Summary:
 
 
 
 
 
 
 
 
Northeast G&P
$
134

$
174

$
228

$
197

$
733

 
$
199

 
Atlantic-Gulf
765

746

554

359

2,424

 
193

 
West
69

74

689

364

1,196

 
121

 
Other
10

9

10

6

35

 
8

 
Total
$
978

$
1,003

$
1,481

$
926

$
4,388

 
$
521

 
 
 
 
 
 
 
 
 
 
Capital investments:
 
 
 
 
 
 
 
 
Increases to property, plant, and equipment
$
934

$
930

$
618

$
539

$
3,021

 
$
418

 
Purchases of businesses, net of cash acquired





 
727

 
Purchases of investments
21

70

712

329

1,132

 
99

 
Total
$
955

$
1,000

$
1,330

$
868

$
4,153

 
$
1,244

 
 
 
 
 
 
 
 
 
 
(1) Increases to property, plant, and equipment
$
934

$
930

$
618

$
539

$
3,021

 
$
418

 
Changes in related accounts payable and accrued liabilities
23

3

151

58

235

 
4

 
Capital expenditures
$
957

$
933

$
769

$
597

$
3,256

 
$
422

 
 
 
 
 
 
 
 
 
 
Contributions from noncontrolling interests
$
3

$
8

$
2

$
2

$
15

 
$
4

 
Contributions in aid of construction
$
190

$
149

$
56

$
16

$
411

 
$
10

 
Proceeds from sale of businesses, net of cash divested
$

$

$

$
1,296

$
1,296

 
$
(2
)
 


11


Non-GAAP Measures
This news release and accompanying materials may include certain financial measures – Adjusted EBITDA, adjusted income (“earnings”), adjusted earnings per share, distributable cash flow and dividend coverage ratio – that are non-GAAP financial measures as defined under the rules of the SEC.

Our segment performance measure, Modified EBITDA, is defined as net income (loss) before income (loss) from discontinued operations, income tax expense, net interest expense, equity earnings from equity-method investments, other net investing income, impairments of equity investments and goodwill, depreciation and amortization expense, and accretion expense associated with asset retirement obligations for nonregulated operations. We also add our proportional ownership share (based on ownership interest) of Modified EBITDA of equity-method investments.

Adjusted EBITDA further excludes items of income or loss that we characterize as unrepresentative of our ongoing operations. Management believes this measure provides investors meaningful insight into results from ongoing operations.

Distributable cash flow is defined as Adjusted EBITDA less maintenance capital expenditures, cash portion of net interest expense, income attributable to or dividends/ distributions paid to noncontrolling interests and cash income taxes, and certain other adjustments that management believes affects the comparability of results. Adjustments for maintenance capital expenditures and cash portion of interest expense include our proportionate share of these items of our equity-method investments. We also calculate the ratio of distributable cash flow to the total cash dividends paid (dividend coverage ratio). This measure reflects Williams’ distributable cash flow relative to its actual cash dividends paid.

This news release is accompanied by a reconciliation of these non-GAAP financial measures to their nearest GAAP financial measures. Management uses these financial measures because they are accepted financial indicators used by investors to compare company performance. In addition, management believes that these measures provide investors an enhanced perspective of the operating performance of assets and the cash that the business is generating.

Neither Adjusted EBITDA, adjusted income, nor distributable cash flow are intended to represent cash flows for the period, nor are they presented as an alternative to net income or cash flow from operations. They should not be considered in isolation or as substitutes for a measure of performance prepared in accordance with United States generally accepted accounting principles.

12


Reconciliation of Income (Loss) Attributable to The Williams Companies, Inc. to Adjusted Income
 
(UNAUDITED)
 
 
2018
 
2019
 
(Dollars in millions, except per-share amounts)
1st Qtr
2nd Qtr
3rd Qtr
4th Qtr
Year
 
1st Qtr
 
 
 
 
 
 
 
 
 
 
Income (loss) attributable to The Williams Companies, Inc. available to common stockholders
$
152

$
135

$
129

$
(572
)
$
(156
)
 
$
194

 
 
 
 
 
 
 
 
 
 
Income (loss) - diluted earnings (loss) per common share
$
.18

$
.16

$
.13

$
(.47
)
$
(.16
)
 
$
.16

 
Adjustments:
 
 
 
 
 
 
 
 
Northeast G&P
 
 
 
 
 
 
 
 
Expenses associated with new venture
$

$

$

$

$

 
$
3

 
Settlement charge from pension early payout program



4

4

 

 
Total Northeast G&P adjustments



4

4

 
3

 
Atlantic-Gulf
 
 
 
 
 
 
 
 
Constitution Pipeline project development costs
2

1

1


4

 

 
Settlement charge from pension early payout program



7

7

 

 
Regulatory adjustments resulting from Tax Reform
11

(20
)


(9
)
 

 
Benefit of regulatory asset associated with increase in Transco’s estimated deferred state income tax rate following WPZ Merger


(3
)

(3
)
 

 
Share of regulatory charges resulting from Tax Reform for equity-method investments
2




2

 

 
Gain on sale of certain Gulf Coast pipeline assets



(81
)
(81
)
 

 
Gain on asset retirement


(10
)
(2
)
(12
)
 

 
Total Atlantic-Gulf adjustments
15

(19
)
(12
)
(76
)
(92
)
 

 
West
 
 
 
 
 
 
 
 
Impairment of certain assets



1,849

1,849

 
12

 
Settlement charge from pension early payout program



6

6

 

 
Regulatory adjustments resulting from Tax Reform
(7
)



(7
)
 

 
Charge for regulatory liability associated with the decrease in Northwest Pipeline’s estimated deferred state income tax rates following WPZ Merger


12


12

 

 
Gain on sale of Four Corners assets



(591
)
(591
)
 
2

 
Total West adjustments
(7
)

12

1,264

1,269

 
14

 
Other
 
 
 
 
 
 
 
 
Loss on early retirement of debt
7




7

 

 
Impairment of certain assets

66



66

 

 
Settlement charge from pension early payout program



5

5

 

 
Regulatory adjustments resulting from Tax Reform

1



1

 

 
(Benefit) adjustment of regulatory assets associated with increase in Transco’s estimated deferred state income tax rate following WPZ Merger


(45
)

(45
)
 
12

 
WPZ Merger costs

4

15

1

20

 

 
Gain on sale of certain Gulf Coast pipeline systems



(20
)
(20
)
 

 
Charitable contribution of preferred stock to Williams Foundation


35


35

 

 
Total Other adjustments
7

71

5

(14
)
69

 
12

 
Adjustments included in Modified EBITDA
15

52

5

1,178

1,250

 
29

 
 
 
 
 
 
 
 
 
 
Adjustments below Modified EBITDA
 
 
 
 
 
 
 
 
Gain on deconsolidation of Jackalope interest

(62
)


(62
)
 

 
Gain on deconsolidation of certain Permian assets



(141
)
(141
)
 
2

 
Impairment of equity-method investments



32

32

 
74

 
Allocation of adjustments to noncontrolling interests
(5
)
21



16

 

 
 
(5
)
(41
)

(109
)
(155
)
 
76

 
Total adjustments
10

11

5

1,069

1,095

 
105

 
Less tax effect for above items
(3
)
(3
)
(1
)
(267
)
(274
)
 
(26
)
 
Adjustments for tax-related items (1)


110


110

 

 
 
 
 
 
 
 
 
 
 
Adjusted income available to common stockholders
$
159

$
143

$
243

$
230

$
775

 
$
273

 
Adjusted diluted earnings per common share (2)
$
.19

$
.17

$
.24

$
.19

$
.79

 
$
.22

 
Weighted-average shares - diluted (thousands)
830,197

830,107

1,026,504

1,212,822

976,097

 
1,213,592

 
(1) The third quarter of 2018 reflects tax adjustments driven by the WPZ Merger, primarily a valuation allowance for foreign tax credits.
 
(2) The sum of earnings per share for the quarters may not equal the total earnings per share for the year due to changes in the weighted-average number of common shares outstanding.
 


13


Reconciliation of Distributable Cash Flow (DCF)
 
(UNAUDITED)
 
 
2018
 
2019
 
(Dollars in millions, except coverage ratios)
1st Qtr
2nd Qtr
3rd Qtr
4th Qtr
Year
 
1st Qtr
 
 
 
 
 
 
 
 
 
 
The Williams Companies, Inc.
 
 
 
 
 
 
 
 
Reconciliation of GAAP "Net Income (Loss)" to Non-GAAP "Modified EBITDA", "Adjusted EBITDA" and "Distributable cash flow"
 
 
 
 
 
 
 
 
 
 
Net income (loss)
$
270

$
269

$
200

$
(546
)
$
193

 
$
214

 
Provision (benefit) for income taxes
55

52

190

(159
)
138

 
69

 
Interest expense
273

275

270

294

1,112

 
296

 
Equity (earnings) losses
(82
)
(92
)
(105
)
(117
)
(396
)
 
(80
)
 
Impairment of equity-method investments



32

32

 
74

 
Other investing (income) loss - net
(4
)
(68
)
(2
)
(145
)
(219
)
 
(1
)
 
Proportional Modified EBITDA of equity-method investments
169

178

205

218

770

 
190

 
Depreciation and amortization expenses
431

434

425

435

1,725

 
416

 
Accretion for asset retirement obligations associated with nonregulated operations
8

10

8

7

33

 
9

 
Modified EBITDA
1,120

1,058

1,191

19

3,388

 
1,187

 
EBITDA adjustments
15

52

5

1,178

1,250

 
29

 
Adjusted EBITDA
1,135

1,110

1,196

1,197

4,638

 
1,216

 
 
 
 
 
 
 
 
 
 
Maintenance capital expenditures (1)
(110
)
(160
)
(138
)
(122
)
(530
)
 
(93
)
 
Preferred dividends



(1
)
(1
)
 
(1
)
 
Net interest expense - cash portion (2)
(276
)
(279
)
(274
)
(299
)
(1,128
)
 
(304
)
 
Cash taxes
(1
)
(10
)
(1
)
1

(11
)
 
3

 
Income attributable to noncontrolling interests (3)
(25
)
(24
)
(19
)
(28
)
(96
)
 
 
 
Dividend and distributions paid to noncontrolling interests
 
 
 
 
 
 
(41
)
 
Distributable cash flow
$
723

$
637

$
764

$
748

$
2,872

 
$
780

 
 
 
 
 
 
 
 
 
 
Total cash distributed (4)
$
438

$
443

$
412

$
411

$
1,704

 
$
460

 
 
 
 
 
 
 
 
 
 
Coverage ratios:
 
 
 
 
 
 
 
 
Distributable cash flow divided by Total cash distributed
1.65

1.44

1.85

1.82

1.69

 
1.70

 
Net income (loss) divided by Total cash distributed
0.62

0.61

0.49

(1.33
)
0.11

 
0.47

 
 
 
 
 
 
 
 
 
 
(1) Includes proportionate share of maintenance capital expenditures of equity-method investments.
 
(2) Includes proportionate share of interest expense of equity-method investments.
 
(3) Excludes allocable share of certain EBITDA adjustments.
 
(4) Includes cash dividends paid on common stock each quarter by WMB, as well as the public unitholders share of distributions declared by WPZ for the first two quarters of 2018.
 


14


Reconciliation of "Net Income (Loss)" to “Modified EBITDA” and Non-GAAP “Adjusted EBITDA”
 
(UNAUDITED)
 
 
2018
 
2019
 
(Dollars in millions)
1st Qtr
2nd Qtr
3rd Qtr
4th Qtr
Year
 
1st Qtr
 
 
 
 
 
 
 
 
 
 
Net income (loss)
$
270

$
269

$
200

$
(546
)
$
193

 
$
214

 
Provision (benefit) for income taxes
55

52

190

(159
)
138

 
69

 
Interest expense
273

275

270

294

1,112

 
296

 
Equity (earnings) losses
(82
)
(92
)
(105
)
(117
)
(396
)
 
(80
)
 
Impairment of equity-method investments



32

32

 
74

 
Other investing (income) loss - net
(4
)
(68
)
(2
)
(145
)
(219
)
 
(1
)
 
Proportional Modified EBITDA of equity-method investments
169

178

205

218

770

 
190

 
Depreciation and amortization expenses
431

434

425

435

1,725

 
416

 
Accretion expense associated with asset retirement obligations for nonregulated operations
8

10

8

7

33

 
9

 
Modified EBITDA
$
1,120

$
1,058

$
1,191

$
19

$
3,388

 
$
1,187

 
 
 
 
 
 
 
 
 
 
Northeast G&P
$
250

$
255

$
281

$
300

$
1,086

 
$
299

 
Atlantic-Gulf
451

475

492

605

2,023

 
560

 
West
413

389

412

(906
)
308

 
332

 
Other
6

(61
)
6

20

(29
)
 
(4
)
 
Total Modified EBITDA
$
1,120

$
1,058

$
1,191

$
19

$
3,388

 
$
1,187

 
 
 
 
 
 
 
 
 
 
Adjustments included in Modified EBITDA (1):
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Northeast G&P
$

$

$

$
4

$
4

 
$
3

 
Atlantic-Gulf
15

(19
)
(12
)
(76
)
(92
)
 

 
West
(7
)

12

1,264

1,269

 
14

 
Other
7

71

5

(14
)
69

 
12

 
Total Adjustments included in Modified EBITDA
$
15

$
52

$
5

$
1,178

$
1,250

 
$
29

 
 
 
 
 
 
 
 
 
 
Adjusted EBITDA:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Northeast G&P
$
250

$
255

$
281

$
304

$
1,090

 
$
302

 
Atlantic-Gulf
466

456

480

529

1,931

 
560

 
West
406

389

424

358

1,577

 
346

 
Other
13

10

11

6

40

 
8

 
Total Adjusted EBITDA
$
1,135

$
1,110

$
1,196

$
1,197

$
4,638

 
$
1,216

 
 
 
 
 
 
 
 
 
 
(1) Adjustments by segment are detailed in the "Reconciliation of Income (Loss) Attributable to The Williams Companies, Inc. to Adjusted Income," which is also included in these materials.
 


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Reconciliation of GAAP "Net Income (Loss)" to Non-GAAP "Modified EBITDA", "Adjusted EBITDA" and "Distributable Cash Flow"
 
 
2019 Guidance
 
(Dollars in millions, except coverage ratio)
Low
 
Mid
 
 High
 
 
 
 
 
 
 
 
Net income (loss)
$
1,100

 
$
1,250

 
$
1,400

 
Provision (benefit) for income taxes
 
 
425

 
 
 
Interest expense
 
 
1,200

 
 
 
Equity (earnings) losses
 
 
(410
)
 
 
 
Impairment of equity-method investments
 
 
74

 
 
 
Estimated 2Q 2019 gain on sale of equity-method investment (Jackalope)
 
 
(120
)
 
 
 
Proportional Modified EBITDA of equity-method investments
 
 
780

 
 
 
Depreciation and amortization expenses and accretion for asset retirement obligations associated with nonregulated operations
 
 
1,760

 
 
 
Other
 
 
2

 
 
 
Modified EBITDA
$
4,811

 
$
4,961

 
$
5,111

 
EBITDA Adjustments (1)
 
 
39

 
 
 
Adjusted EBITDA
$
4,850

 
$
5,000

 
$
5,150

 
 
 
 
 
 
 
 
Net interest expense - cash portion (2)
 
 
(1,210
)
 
 
 
Maintenance capital expenditures (2)
(625
)
 
(575
)
 
(525
)
 
Cash taxes
 
 
75

 
 
 
Dividends and distributions paid to noncontrolling interests and other (3)
 
 
(190
)
 
 
 
Distributable cash flow (DCF)
$
2,900

 
$
3,100

 
$
3,300

 
 
 
 
 
 
 
 
Dividends paid
 
 
(1,850
)
 
 
 
Excess cash available after dividends
$
1,050

 
$
1,250

 
$
1,450

 
 
 
 
 
 
 
 
Dividend per share
 
 
$
1.52

 
 
 
 
 
 
 
 
 
 
Coverage ratio (Distributable cash flow / Dividends paid)
1.57x

 
1.68x

 
1.78x

 
 
 
 
 
 
 
 
(1) Includes 1Q 2019 adjustments of $29 and anticipated future adjustments of $10.
(2) Includes proportionate share of equity investments.
(3) Prior guidance was based on income allocable to noncontrolling interests, but current guidance reflects projected cash distributions to consolidated joint venture partners.


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Reconciliation of Income (Loss) Attributable to The Williams Companies, Inc. to Adjusted Income
 
 
 
 
 
 
 
 
 
2019 Guidance
 
(Dollars in millions, except per-share amounts)
Low
 
Mid
 
High
 
 
 
 
 
 
 
 
Net income (loss)
$
1,100

 
$
1,250

 
$
1,400

 
Less: Net income (loss) attributable to noncontrolling interests
90

 
90

 
90

 
Less: Preferred stock dividends
3

 
3

 
3

 
Net income (loss) attributable to The Williams Companies, Inc. available to common stockholders
1,007

 
1,157

 
1,307

 
 
 
 
 
 
 
 
Adjustments:
 
 
 
 
 
 
Adjustments included in Modified EBITDA (1)
 
 
39

 
 
 
Adjustments below Modified EBITDA (2)
 
 
(44
)
 
 
 
Total adjustments


 
(5
)
 


 
Less tax effect for above items (3)
 
 
4

 
 
 
Adjusted income available to common stockholders
$
1,006

 
$
1,156

 
$
1,306

 
Adjusted diluted earnings per common share
$
0.83

 
$
0.95

 
$
1.07

 
Weighted-average shares - diluted (millions)
1,217

 
1,217

 
1,217

 
 
 
 
 
 
 
 
(1) Includes 1Q 2019 adjustments of $29 and anticipated future adjustments of $10.
 
 
 
 
 
(2) Includes 1Q 2019 adjustments of $76 and anticipated gain on sale of Jackalope equity investment of ~($120).
 
 
 
 
 
(3) Includes 1Q 2019 tax effect for adjustments of ($26) and taxes on anticipated gain on sale of Jackalope equity investment of ~$30.
 
 
 
 
 


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Forward-Looking Statements
The reports, filings, and other public announcements of The Williams Companies, Inc. (Williams) may contain or incorporate by reference statements that do not directly or exclusively relate to historical facts. Such statements are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (Exchange Act). These forward-looking statements relate to anticipated financial performance, management’s plans and objectives for future operations, business prospects, outcome of regulatory proceedings, market conditions, and other matters. We make these forward-looking statements in reliance on the safe harbor protections provided under the Private Securities Litigation Reform Act of 1995.

All statements, other than statements of historical facts, included herein that address activities, events or developments that we expect, believe or anticipate will exist or may occur in the future, are forward-looking statements. Forward-looking statements can be identified by various forms of words such as “anticipates,” “believes,” “seeks,” “could,” “may,” “should,” “continues,” “estimates,” “expects,” “forecasts,” “intends,” “might,” “goals,” “objectives,” “targets,” “planned,” “potential,” “projects,” “scheduled,” “will,” “assumes,” “guidance,” “outlook,” “in-service date” or other similar expressions. These forward-looking statements are based on management’s beliefs and assumptions and on information currently available to management and include, among others, statements regarding:

Levels of dividends to Williams stockholders;
Future credit ratings of Williams and its affiliates;
Amounts and nature of future capital expenditures;
Expansion and growth of our business and operations;
Expected in-service dates for capital projects;
Financial condition and liquidity;
Business strategy;
Cash flow from operations or results of operations;
Seasonality of certain business components;
Natural gas and natural gas liquids prices, supply, and demand;
Demand for our services.

Forward-looking statements are based on numerous assumptions, uncertainties and risks that could cause future events or results to be materially different from those stated or implied herein. Many of the factors that will determine these results are beyond our ability to control or predict. Specific factors that could cause actual results to differ from results contemplated by the forward-looking statements include, among others, the following:

Whether we are able to pay current and expected levels of dividends;
Whether we will be able to effectively execute our financing plan;
Availability of supplies, market demand, and volatility of prices;
Inflation, interest rates, and general economic conditions (including future disruptions and volatility in the global credit markets and the impact of these events on customers and suppliers);
The strength and financial resources of our competitors and the effects of competition;
Whether we are able to successfully identify, evaluate and timely execute our capital projects and investment opportunities;
Our ability to acquire new businesses and assets and successfully integrate those operations and assets into existing businesses as well as successfully expand our facilities, and to consummate asset sales on acceptable terms;
Development and rate of adoption of alternative energy sources;
The impact of operational and developmental hazards and unforeseen interruptions;
The impact of existing and future laws and regulations, the regulatory environment, environmental liabilities, and litigation, as well as our ability to obtain necessary permits and approvals, and achieve favorable rate proceeding outcomes;
Our costs and funding obligations for defined benefit pension plans and other postretirement benefit plans;
Changes in maintenance and construction costs as well as our ability to obtain sufficient construction related inputs including skilled labor;
Changes in the current geopolitical situation;
Our exposure to the credit risk of our customers and counterparties;
Risks related to financing, including restrictions stemming from debt agreements, future changes in credit ratings as determined by nationally recognized credit rating agencies and the availability and cost of capital;
The amount of cash distributions from and capital requirements of our investments and joint ventures in which we participate;
Risks associated with weather and natural phenomena, including climate conditions and physical damage to our facilities;
Acts of terrorism, cybersecurity incidents, and related disruptions;
Additional risks described in our filings with the Securities and Exchange Commission (SEC).

Given the uncertainties and risk factors that could cause our actual results to differ materially from those contained in any forward-looking statement, we caution investors not to unduly rely on our forward-looking statements. We disclaim any

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obligations to and do not intend to update the above list or announce publicly the result of any revisions to any of the forward-looking statements to reflect future events or developments.

In addition to causing our actual results to differ, the factors listed above and referred to below may cause our intentions to change from those statements of intention set forth herein. Such changes in our intentions may also cause our results to differ. We may change our intentions, at any time and without notice, based upon changes in such factors, our assumptions, or otherwise.

Because forward-looking statements involve risks and uncertainties, we caution that there are important factors, in addition to those listed above, that may cause actual results to differ materially from those contained in the forward-looking statements. For a detailed discussion of those factors, see Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K filed with the SEC on February 21, 2019.
###

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