Debt and Banking Arrangements

12 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

Debt and Banking Arrangements [Text Block]

Note 12 – Debt and Banking Arrangements

Long-Term Debt

	December 31,
	2023		2022
	(Millions)
Transco:
7.08% Debentures due 2026	$	8	$	8
7.25% Debentures due 2026	200		200
7.85% Notes due 2026	1,000		1,000
4% Notes due 2028	400		400
3.25% Notes due 2030	700		700
5.4% Notes due 2041	375		375
4.45% Notes due 2042	400		400
4.6% Notes due 2048	600		600
3.95% Notes due 2050	500		500
Other financing obligation — Atlantic Sunrise	790		809
Other financing obligation — Leidy South	76		77
Other financing obligation — Dalton	250		252
MountainWest:
3.53% Notes due 2028 (Note 3)	100		—
3.91% Notes due 2038 (Note 3)	150		—
4.875% Notes due 2041 (Note 3)	180		—
Northwest Pipeline:
7.125% Debentures due 2025	85		85
4% Notes due 2027	500		500
Williams:
4.5% Notes due 2023	—		600
4.3% Notes due 2024	1,000		1,000
4.55% Notes due 2024	1,250		1,250
3.9% Notes due 2025	750		750
4% Notes due 2025	750		750
5.4% Notes due 2026	1,100		—
3.75% Notes due 2027	1,450		1,450
5.3% Notes due 2028	900		—
3.5% Notes due 2030	1,000		1,000
2.6% Notes due 2031	1,500		1,500
7.5% Debentures due 2031	339		339
7.75% Notes due 2031	252		252
8.75% Notes due 2032	445		445
4.65% Notes due 2032	1,000		1,000
5.65% Notes due 2033	750		—
6.3% Notes due 2040	1,250		1,250
5.8% Notes due 2043	400		400
5.4% Notes due 2044	500		500
5.75% Notes due 2044	650		650
4.9% Notes due 2045	500		500
5.1% Notes due 2045	1,000		1,000
4.85% Notes due 2048	800		800
3.5% Notes due 2051	650		650
5.3% Notes due 2052	750		750
7.7% Notes due 2027	2		2
RMM deferred consideration obligation (Note 3)	665		—
Unamortized debt issuance costs	(140)		(135)
Net unamortized debt premium (discount)	(114)		(55)
Total long-term debt, including current portion	25,713		22,554
Long-term debt due within one year	(2,337)		(627)
Long-term debt	$	23,376	$	21,927

Certain of our debt agreements contain covenants that restrict or limit, among other things, our ability to create liens supporting indebtedness, sell assets, and incur additional debt. Default of these agreements could also restrict our ability to make certain distributions or repurchase equity.

The following table presents aggregate minimum maturities of long-term debt, other financing obligations, and the RMM deferred consideration obligation, excluding net unamortized debt premium (discount) and debt issuance costs, for each of the next five years: 

	December 31, 2023
	(Millions)
2024	$	2,338
2025	2,263
2026	2,345
2027	1,993
2028	1,445

Issuances

Our senior unsecured public debt issuances for the past three years and subsequent to the balance sheet date are as follows:

Issue Date	Maturity Date	Amount		Rate
		(Millions)
January 5, 2024	March 15, 2029	$	1,100	4.900%
January 5, 2024	March 15, 2034	1,000		5.150%
August 10, 2023 (1)	March 2, 2026	350		5.400%
August 10, 2023	August 15, 2028	900		5.300%
March 2, 2023	March 2, 2026	750		5.400%
March 2, 2023	March 15, 2033	750		5.650%
August 8, 2022	August 15, 2032	1,000		4.650%
August 8, 2022	August 15, 2052	750		5.300%
October 8, 2021 (2)	March 15, 2031	600		2.600%
October 8, 2021	October 15, 2051	650		3.500%
March 2, 2021	March 15, 2031	900		2.600%

(1)    Additional issuance of the 5.40 percent senior notes due 2026 issued on March 2, 2023, and trade interchangeably with such notes.

(2)    Additional issuance of the 2.6 percent senior notes due 2031 issued on March 2, 2021, and trade interchangeably with such notes.

Retirements

Our senior unsecured public debt retirements for the past three years are as follows:

Date of Retirement	Maturity Date	Amount		Rate
		(Millions)
November 15, 2023	November 15, 2023	$	600	4.500%
October 17, 2022	January 15, 2023	850		3.700%
May 16, 2022	August 15, 2022	750		3.350%
January 18, 2022	March 15, 2022	1,250		3.600%
September 1, 2021	September 1, 2021	371		7.875%
August 16, 2021	November 15, 2021	500		4.000%

Other financing obligations

During the construction of the Atlantic Sunrise, Leidy South, and Dalton projects, Transco received funding from co-owners for their proportionate share of construction costs. Amounts received were recorded within noncurrent liabilities and the costs associated with construction were capitalized in the Consolidated Balance Sheet. Upon placing these projects into service Transco began utilizing the co-owners’ undivided interest in the assets, including the associated pipeline capacity, and reclassified the funding previously received from its co-owners from noncurrent liabilities to debt. The obligations, which mature in 2038, 2041, and 2052, respectively, require monthly interest and principal payments and bear interest rates of approximately 9 percent, 13 percent, and 9 percent, respectively.

Credit Facility

	December 31, 2023
	Stated Capacity		Outstanding
	(Millions)
Long-term credit facility (1)	$	3,750	$	—
Letters of credit under certain bilateral bank agreements			16

________________

(1)    In managing our available liquidity, we do not expect a maximum outstanding amount in excess of the capacity of our credit facility inclusive of any outstanding amounts under our commercial paper program.

Revolving credit facility

In October 2021, we along with Transco and Northwest Pipeline, the lenders named therein, and an administrative agent entered into an amended and restated credit agreement (Credit Agreement) that reduced aggregate commitments available from $4.5 billion to $3.75 billion, with up to an additional $500 million increase in aggregate commitments available under certain circumstances. The Credit Agreement was effective on October 8, 2021. In the second quarter of 2023, the maturity date of our Credit Agreement was extended one year and now expires October 8, 2027. The amended Credit Agreement allows the co-borrowers to request up to two extensions of the maturity date each for an additional one-year period to allow a maturity date as late as October 8, 2029, under certain circumstances. Additionally, the amended Credit Agreement replaces the London Interbank Offered Rate with the Term Secured Overnight Financing Rate as the benchmark interest rate index. The Credit Agreement allows for swing line loans up to an aggregate of $200 million, subject to available capacity under the credit facility, and letters of credit commitments of $500 million. Transco and Northwest Pipeline are each able to borrow up to $500 million under this credit facility to the extent not otherwise utilized by the other co-borrowers.

The Credit Agreement contains the following terms and conditions:

•Various covenants may limit, among other things, a borrower’s and its material subsidiaries’ ability to grant certain liens supporting indebtedness, merge or consolidate, sell all or substantially all of its assets in certain circumstances, make certain distributions during an event of default, and each borrower and each borrower’s respective material subsidiaries’ ability to enter into certain restrictive agreements.

•If an event of default with respect to a borrower occurs under the credit facility, the lenders will be able to terminate the commitments for the respective borrowers and accelerate the maturity of the loans of the defaulting borrower under the credit facility and exercise other rights and remedies.

•Other than swing line loans, each time funds are borrowed, the applicable borrower may choose from two methods of calculating interest: a fluctuating base rate equal to an alternative base rate as defined in the Credit Agreement plus an applicable margin or a periodic fixed rate equal to the Term Secured Overnight Financing Rate plus an applicable margin. We are required to pay a commitment fee based on the unused portion of the credit facility. The applicable margin is determined by reference to a pricing schedule based on the applicable borrower’s senior unsecured long-term debt ratings and the commitment fee is determined by reference to a pricing schedule based on Williams’ senior unsecured long-term debt ratings.

Significant financial covenants under the Credit Agreement require the ratio of debt to EBITDA (earnings before interest, taxes, depreciation, and amortization), each as defined in the Credit Agreement, to be no greater than 5.0 to 1.0, except that for any fiscal quarter in which the funding of the purchase price for an acquisition (whether effectuated as one or a series of related transactions) with an aggregate purchase price of $25 million or more has been effected, and the following two fiscal quarters (in each case subject to certain limitations), the ratio of debt to EBITDA is to be no greater than 5.5 to 1.

The ratio of debt to capitalization (defined as net worth plus debt), each as defined in the Credit Agreement, must be no greater than 65 percent for each of Transco and Northwest Pipeline.

At December 31, 2023, we are in compliance with these covenants.

Commercial Paper Program

We have a $3.5 billion commercial paper program. The maturities of the commercial paper notes vary but may not exceed 397 days from the date of issuance. The commercial paper notes are sold under customary terms in the commercial paper market and are issued at a discount from par, or, alternatively, are sold at par and bear varying interest rates on a fixed or floating basis. The net proceeds of issuances of the commercial paper notes are expected to be used to fund planned capital expenditures and for other general corporate purposes. At December 31, 2023, $725 million of commercial paper was outstanding at a weighted-average interest rate of 5.6 percent. We had $350 million of commercial paper outstanding at December 31, 2022 at a weighted-average interest rate of 4.8 percent.

Cash Payments for Interest (Net of Amounts Capitalized)

Cash payments for interest (net of amounts capitalized) were $1.152 billion in 2023, $1.117 billion in 2022, and $1.137 billion in 2021.