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Acquisitions and Divestitures | 6 Months Ended
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Jun. 30, 2025
Business Combinations [Abstract] |
Acquisitions and Divestitures [Text Block] | Note 3 – Acquisitions and Divestitures Crowheart Acquisition As of December 31, 2023, Williams had an agreement regarding certain crude oil and natural gas properties in the Wamsutter basin in Wyoming under which it owned a 75 percent undivided interest in each well’s working interest and proportionally consolidated its undivided interest. On November 1, 2024, Williams closed on the acquisition of a third-party operator, Crowheart Energy, LLC, for $307 million cash, subject to working capital and post-closing adjustments. After closing on the acquisition, Williams owns more than a 90 percent working interest in each well. The purpose of this acquisition was to consolidate Williams’ interests in the Wamsutter basin and further optimize development in the area to continue to supply its gathering and processing assets. Assets acquired, acquisition-related costs incurred, and results of operations realized are included at Other. During the period from the acquisition date of November 1, 2024 to December 31, 2024, the additional interest acquired in the Crowheart Acquisition contributed Revenues of $20 million and Modified EBITDA (as defined in Note 11 – Segment Disclosures) of $7 million. Acquisition-related costs for the Crowheart Acquisition total $1 million and are included in Selling, general, and administrative expenses. Williams accounted for the Crowheart Acquisition as a business combination, which requires, among other things, that identifiable assets acquired and liabilities assumed be recognized at their acquisition date fair values. The following table presents the preliminary allocation of the acquisition date fair value of the major classes of the assets acquired and liabilities assumed at November 1, 2024. The allocation is considered preliminary because the valuation work has not been completed due to the ongoing review of the valuation results and validation of significant inputs and assumptions. Preliminary fair value measurements were made for certain acquired assets and liabilities, primarily property, plant, and equipment, which utilized the income approach for proved developed producing reserves and the market approach for undeveloped reserves; however, adjustments to those measurements may be made in subsequent periods, up to one year from the acquisition date, as new information related to facts and circumstances as of the acquisition date may be identified. After the March 31, 2025, financial statements were issued, Williams identified adjustments to the preliminary purchase price allocation, resulting in decreases of $56 million in property, plant, and equipment and $56 million in noncurrent liabilities.
| (Millions)
Cash and cash equivalents | $ | 94 |
Other current assets | 15 |
Property, plant, and equipment – net | 345 |
Other noncurrent assets | 2 |
Total assets acquired | 456 |
Current liabilities | (45) |
Noncurrent liabilities | (59) |
Total liabilities assumed | (104) |
Net assets acquired | $ | 352 |
Discovery Acquisition As of December 31, 2023, Williams owned a 60 percent interest in Discovery, which it accounted for as an equity-method investment. On August 1, 2024, Williams closed on the acquisition of the remaining 40 percent interest in Discovery, along with certain other assets, for $170 million cash, subject to working capital and post-closing adjustments. As a result of acquiring this additional interest, Williams obtained control and subsequently consolidates Discovery. The purpose of this acquisition was to expand Williams’ gathering, processing, and transportation presence in the Gulf of America region. Assets acquired, acquisition-related costs incurred, and results of operations realized are included within Williams’ Transmission & Gulf of America segment. During the period from the acquisition date of August 1, 2024 to December 31, 2024, the operations acquired in the Discovery Acquisition contributed Revenues of $144 million and Modified EBITDA of $42 million. Acquisition-related costs for the Discovery Acquisition total $1 million, incurred in 2024, and are included in Selling, general, and administrative expenses. Williams accounted for the Discovery Acquisition as a business combination. The book value of its existing equity-method investment prior to the acquisition date of August 1, 2024, was $381 million. Williams recognized a $127 million gain on remeasuring its existing equity-method investment to fair value included in Other investing income (loss) – net in the third quarter of 2024, which is not included in the pro forma Discovery adjustments below. Williams utilized the income approach to fair value its previous equity-method investment in Discovery. The following table presents the preliminary allocation of the acquisition date fair value of the major classes of the assets acquired and liabilities assumed at August 1, 2024. The allocation is considered preliminary because the valuation work has not been completed due to the ongoing review of the valuation results and validation of significant inputs and assumptions. Preliminary fair value measurements were made for certain acquired assets and liabilities, primarily property, plant, and equipment, which utilized the cost approach; however, adjustments to those measurements may be made in subsequent periods, up to one year from the acquisition date, as new information related to facts and circumstances as of the acquisition date may be identified.
| (Millions)
Cash and cash equivalents | $ | 22 |
Other current assets | 19 |
Property, plant, and equipment – net | 941 |
Other noncurrent assets | 39 |
Total assets acquired | 1,021 |
Current liabilities | (40) |
Noncurrent liabilities | (296) |
Total liabilities assumed | (336) |
Net assets acquired | $ | 685 |
Gulf Coast Storage Acquisition On January 3, 2024, Williams closed on the acquisition from Hartree Partners LP for $1.95 billion of 100 percent of a strategic portfolio of natural gas storage facilities and pipelines, located in Louisiana and Mississippi. The purpose of this acquisition was to expand Williams’ natural gas storage footprint in the Gulf Coast region. Assets acquired, acquisition-related costs incurred, and results of operations realized are included within Williams’ Transmission & Gulf of America segment. The Gulf Coast Storage Acquisition was funded with cash on hand and $100 million of deferred consideration that did not accrue interest and was paid on January 3, 2025. During the period from the acquisition date of January 3, 2024 to December 31, 2024, the operations acquired in the Gulf Coast Storage Acquisition contributed Revenues of $228 million and Modified EBITDA of $160 million, which is impacted by acquisition-related costs. Acquisition-related costs for the Gulf Coast Storage Acquisition total $15 million, including $14 million incurred in 2024, and are included in Selling, general, and administrative expenses. Williams accounted for the Gulf Coast Storage Acquisition as a business combination. The valuation technique used consisted of the cost approach for property, plant, and equipment. The following table presents the allocation of the acquisition date fair value of the major classes of the assets acquired and liabilities assumed at January 3, 2024.
| (Millions)
Cash and cash equivalents | $ | 46 |
Other current assets | 18 |
Property, plant, and equipment – net | 2,035 |
Other noncurrent assets | 2 |
Total assets acquired | 2,101 |
Current liabilities | (11) |
Noncurrent liabilities | (107) |
Total liabilities assumed | (118) |
Net assets acquired | $ | 1,983 |
Supplemental Pro Forma The following pro forma Revenues and Net income (loss) attributable to The Williams Companies, Inc. for the three and six months ended June 30, 2024, respectively, are presented as if the Crowheart Acquisition and Discovery Acquisition had been completed on January 1, 2023. These pro forma amounts are not necessarily indicative of what the actual results would have been if the acquisitions had in fact occurred on the dates or for the periods indicated, nor do they purport to project Revenues or Net income (loss) attributable to The Williams Companies, Inc. for any future periods or as of any date. These amounts do not give effect to any potential cost savings, operating synergies, or revenue enhancements to result from the transactions or the potential costs to achieve these cost savings, operating synergies, and revenue enhancements.
| Three Months Ended June 30, 2024
| As Reported |  | Pro Forma Crowheart |  | Pro Forma Discovery |  |  |  |  |  |  |  | Pro Forma Combined
| (Millions)
Revenues | $ | 2,336 |  |  | $ | 17 |  |  | $ | 24 |  |  |  |  |  |  |  |  | $ | 2,377 |
Net income (loss) attributable to The Williams Companies, Inc. | 401 |  |  | 3 |  |  | (1) |  |  |  |  |  |  |  |  | 403 |
| Six Months Ended June 30, 2024
| As Reported |  | Pro Forma Crowheart |  | Pro Forma Discovery |  |  |  |  |  |  |  | Pro Forma Combined
| (Millions)
Revenues | $ | 5,107 |  |  | $ | 38 |  |  | $ | 49 |  |  |  |  |  |  |  |  | $ | 5,194 |
Net income (loss) attributable to The Williams Companies, Inc. | 1,033 |  |  | 9 |  |  | (4) |  |  |  |  |  |  |  |  | 1,038 |
Sale of Aux Sable Interest On August 1, 2024, Williams completed the sale of its equity-method investments in Aux Sable Liquid Products Inc., Aux Sable Liquid Products LP, and Aux Sable Midstream LLC in its Northeast G&P segment for total consideration of $161 million. As a result of this sale, Williams recorded a gain of $149 million reflected in Other investing income (loss) – net in the third quarter of 2024.

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- Definition The entire disclosure for business combinations, including leverage buyout transactions (as applicable), and divestitures. This may include a description of a business combination or divestiture (or series of individually immaterial business combinations or divestitures) completed during the period, including background, timing, and assets and liabilities recognized and reclassified or sold. This element does not include fixed asset sales and plant closings. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 805 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/805/tableOfContent Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 205 -SubTopic 20 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/205-20/tableOfContent + Details
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