8-K

WILLIAMS COMPANIES, INC. (WMB)

8-K 2021-08-02 For: 2021-08-02
View Original
Added on April 08, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 2, 2021

The Williams Companies, Inc.

(Exact name of registrant as specified in its charter)

Delaware 1-4174 73-0569878
(State or other jurisdiction of<br>incorporation) (Commission <br>File Number) (IRS Employer <br>Identification No.) One Williams Center
--- ---
Tulsa, Oklahoma 74172-0172
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (918) 573-2000

NOT APPLICABLE

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, $1.00 par value WMB New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition

On August 2, 2021, The Williams Companies, Inc. (the "Company") issued a press release announcing its financial results for the quarter ended June 30, 2021. A copy of the press release and accompanying financial highlights and operating statistics and reconciliation schedules are furnished herewith as Exhibit 99.1 and are incorporated herein in their entirety by reference.

The press release and accompanying financial highlights and operating statistics and reconciliation schedules are being furnished pursuant to Item 2.02, Results of Operations and Financial Condition. The information furnished is not deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, is not subject to the liabilities of that section and is not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

Item 9.01. Financial Statements and Exhibits

(a)    None

(b)    None

(c)    None

(d)    Exhibits.

Exhibit No. Description
99.1 Press release of the Company dated August 2, 2021, publicly announcing the Company's financial results, with Non-GAAP Reconciliations, Financial Highlights, and Operating Statistics, for the quarter ended June 30, 2021.
104 Cover Page Interactive Data File. The cover page XBRL tags are embedded within the inline XBRL document (contained in Exhibit 101).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

THE WILLIAMS COMPANIES, INC.
(Registrant)
Dated: August 2, 2021 By: /s/ JOHN D. CHANDLER
John D. Chandler
Senior Vice President and Chief Financial Officer (Principal Financial Officer)

Document

Exhibit 99.1

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

DATE: Monday, August 2, 2021

MEDIA CONTACT: INVESTOR CONTACT:
media@williams.com <br>(800) 945-8723 Danilo Juvane<br>(918) 573-5075 Grace Scott<br>(918) 573-1092

Williams Reports Higher Results

Across Key Metrics in Second Quarter

TULSA, Okla. – Williams (NYSE: WMB) today announced its unaudited financial results for the three and six months ended June 30, 2021.

Results exceed expectations and trend toward higher end of previously increased 2021 financial guidance

•Net income of $304 million, or $0.25 per diluted share (EPS)

•Adjusted EPS of $0.27 per diluted share – up 8% from 2Q 2020

•Cash flow from operations (CFFO) of $1.1 billion – down $86 million or 8% from 2Q 2020; however, decline was due to working capital fluctuations

•Available funds from operations (AFFO) of $919 million – up $47 million or 5% from 2Q 2020

•Adjusted EBITDA of $1.317 billion – up $77 million or 6% from 2Q 2020

•Achieved record quarterly gathering volumes of 13.79 Bcf/d

•Debt-to-Adjusted EBITDA at quarter end: 4.13x

•Dividend coverage ratio is 1.85x (AFFO basis)

Recently executed strategic transactions to drive optimization, synergies and volume growth across portfolio of assets

•Finalized upstream JV with GeoSouthern in Haynesville, in addition to previously announced JV with Crowheart in Wamsutter

•Closed Sequent Energy Management acquisition

•Signed definitive agreements for Shenandoah deepwater Gulf of Mexico expansion project

•Signed definitive agreements for Whale deepwater Gulf of Mexico expansion project following producer customer reaching final investment decision (FID)

CEO Perspective

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

“Williams once again posted another strong quarter of results with Adjusted EBITDA up 6 percent, reflecting record quarterly gas gathering volumes and the successful execution of several critical Transco expansion projects. Our natural gas focused strategy continues to deliver, driven by our connections in the best supply areas and evidenced in another quarter of growth in our gathering volumes despite flat production nationwide. As we move into the second half of the year, we are trending to the higher end of our previously increased 2021 financial guidance and are on track to bring into full service the Leidy South Transco expansion ahead of schedule and in time for the winter heating season.

“Our strategy of connecting the best supplies of affordable, reliable and clean natural gas with growing customer demand continues to produce sustainable growth for our shareholders. Our recent acquisition of Sequent is designed to enhance this strategy and accelerate our natural gas pipeline and storage optimization activities. In

addition, our upstream joint ventures with Crowheart in the Wamsutter and GeoSouthern in the Haynesville enhance the value of our midstream infrastructure in those regions, while setting the stage for future clean energy development.

Armstrong added, “As detailed in our latest sustainability report published last week, we continue to capture near-term emissions reduction opportunities while driving a variety of other ESG initiatives focused on building strong communities, environmental stewardship and workforce diversity. I appreciate our employees for their commitment to sustainable operations as we meet today’s growing need for natural gas and leverage our leading infrastructure for additional low-carbon solutions.”

Williams Summary Financial Information 2Q Year to Date
Amounts in millions, except ratios and per-share amounts. Per share amounts are reported on a diluted basis. Net income amounts are from continuing operations attributable to The Williams Companies, Inc. available to common stockholders. 2021 2020 2021 2020
GAAP Measures
Net Income (Loss) 304 303 729 (215)
Net Income (Loss) Per Share 0.25 0.25 0.60 (0.18)
Cash Flow From Operations 1,057 1,143 1,972 1,930
Non-GAAP Measures (1)
Adjusted EBITDA 1,317 1,240 2,732 2,502
Adjusted Income 327 305 756 618
Adjusted Income Per Share 0.27 0.25 0.62 0.51
Available Funds from Operations 919 872 1,948 1,792
Dividend Coverage Ratio 1.85 1.79 1.96 1.85
Other
Debt-to-Adjusted EBITDA at Quarter End (2) 4.13x 4.31
Capital Investments (3) 460 363 737 647
(1) Schedules reconciling Adjusted Income, Adjusted EBITDA, Available Funds from Operations and Dividend 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) 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.

All values are in US Dollars.

GAAP Measures

•Second-quarter 2021 net income was consistent with the prior year, reflecting $26 million of increased earnings from Northeast G&P equity-method investments and revenues from recently acquired upstream operations, as well as the benefit of increased service revenues from Transco expansion projects and Northeast G&P, partially offset by a decrease from lower gathering volumes in the West. These favorable impacts were substantially offset by $33 million of higher depreciation expense primarily related to accelerated depreciation on decommissioning assets and higher operating and maintenance costs.

•Year-to-date 2021 net income improved by $944 million over the prior year, reflecting $136 million of higher commodity margins, $54 million of increased earnings from Northeast G&P equity-method investments, and revenues from recently acquired upstream operations, partially offset by $42 million of higher depreciation expense and higher operating and maintenance costs. The improvement over last year also reflects the absence of $1.2 billion in pre-tax charges in 2020 related to impairments of equity-method investments, goodwill and goodwill at an equity investee, of which $65 million was attributable to noncontrolling interests. The provision for income taxes changed unfavorably by $347 million primarily due to higher pre-tax income.

•The severe winter weather impact in February 2021 and the associated effect on commodity prices is estimated to have had a net favorable impact on our pre-tax results of approximately $77 million, primarily within our commodity margins and results from upstream operations.

•Cash flow from operations for the second quarter of 2021 decreased as compared to 2020 primarily due to net working capital and other changes, partially offset by $15 million higher distributions from equity-method investments. Year-to-date, cash flow from operations increased due to higher operating results exclusive of non-cash charges and $22 million higher distributions from equity-method investments, partially offset by net working capital and other changes.

Non-GAAP Measures

•Second-quarter 2021 Adjusted EBITDA increased by $77 million over the prior year, driven by the previously described benefits from recently acquired upstream operations and increased service revenues, as well as $41 million higher proportional EBITDA from Northeast G&P equity-method investments. These improvements were partially offset by higher operating and maintenance costs.

•Year-to-date Adjusted EBITDA increased by $230 million over the prior year, driven by the previously described benefits from commodity margins and recently acquired upstream operations, as well as $74 million higher proportional EBITDA from Northeast G&P equity-method investments. These improvements were partially offset by higher operating and maintenance costs.

•Second-quarter 2021 Adjusted Income improved by $22 million over the prior year, while year-to-date Adjusted Income improved by $138 million. The year-to-date increase was driven by the previously described impacts to net income, adjusted to remove the effects of the absence of $1.2 billion in pre-tax charges in 2020 related to impairments and related noncontrolling interest and income tax effects. Second-quarter and year-to-date 2021 were also adjusted to remove the impact of accelerated depreciation on decommissioning assets.

•Second-quarter 2021 Available Funds From Operations increased by $47 million, primarily due to higher operating results exclusive of non-cash charges, $15 million higher distributions from equity-method investments and lower distributions to noncontrolling interests. The year-to-date increase of $156 million largely reflects higher operating results exclusive of non-cash charges and $22 million higher distributions from equity-method investments.

Business Segment Results & Form 10-Q

Williams' operations are comprised of the following reportable segments: Transmission & Gulf of Mexico, Northeast G&P, West and Other. For more information, see the company's second-quarter 2021 Form 10-Q.

Second Quarter Year to Date
Amounts in millions Modified EBITDA Adjusted EBITDA Modified EBITDA Adjusted EBITDA
2Q 2021
Transmission & Gulf of Mexico 646 615 31 648 617 31 1,306 1,277 29 1,308 1,286 $22
Northeast G&P 409 370 39 409 363 46 811 739 72 811 733 78
West 231 253 (22) 231 252 (21) 546 468 78 546 468 78
Other 20 8 12 29 8 21 53 15 38 67 15 52
Totals 1,306 1,246 60 1,317 1,240 77 2,716 2,499 217 2,732 2,502 $230
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.

All values are in US Dollars.

Transmission & Gulf of Mexico

•Second-quarter 2021 Modified and Adjusted EBITDA improved compared to the prior year driven by higher natural gas transmission service revenues related to recent expansion projects.

•Year-to-date Modified and Adjusted EBITDA also improved compared to the prior year, as higher service revenues, commodity margins, and proportional EBITDA from equity-method investments were partially offset by higher operating and administrative costs.

Northeast G&P

•Second-quarter and year-to-date 2021 Modified and Adjusted EBITDA increased over the prior year driven by higher proportional EBITDA from equity-method investments associated with higher gathering volumes on our Bradford and Marcellus South systems, along with the benefit of an increased ownership in Blue Racer Midstream, acquired in November 2020.

•Gross gathering volumes for second-quarter 2021, including 100% of operated equity-method investments, increased by 9% over the same period in 2020.

West

•Second-quarter 2021 Modified and Adjusted EBITDA declined compared to the prior year primarily due to lower service revenues reflecting lower gathering volumes, lower Barnett deferred revenue amortization and the absence of a deficiency fee, partially offset by higher commodity margins driven by higher prices.

•Year-to-date 2021 Modified and Adjusted EBITDA increased over the prior year primarily due to an estimated $55 million net favorable impact from the February 2021 severe winter weather, $63 million of higher commodity margins driven by higher prices and the absence of prior year inventory impacts, and lower operating and administrative costs. These favorable changes were partially offset by lower service revenues reflecting lower Haynesville gathering revenues from lower rates and volumes, lower Barnett deferred revenue amortization and the absence of a deficiency fee, as well as lower proportional EBITDA from equity method investments driven by reduced transportation volumes on Overland Pass Pipeline.

Other

•Second-quarter and year-to-date 2021 Modified and Adjusted EBITDA improved compared to the prior year primarily due to our recently acquired oil and gas producing properties. The year-to-date increase reflects an estimated $22 million attributable to the February 2021 severe winter weather.

2021 Financial Guidance

The company expects 2021 Adjusted EBITDA at the higher end of the previously increased guidance range of $5.2 billion to $5.4 billion and Available Funds from Operations between $3.7 billion and $3.9 billion. Moreover, the leverage ratio is expected to be less than the 4.2x midpoint for year-end 2021; growth capex is reaffirmed at $1 billion to $1.2 billion. Importantly, Williams expects to generate positive free cash flow (after capital expenditures and dividends), allowing it to retain financial flexibility.

Williams' Second-Quarter 2021 Materials to be Posted Shortly; Q&A Webcast Scheduled for Tomorrow

Williams' second-quarter 2021 earnings presentation will be posted at www.williams.com. The company’s second-quarter 2021 earnings conference call and webcast with analysts and investors is scheduled for Tuesday, Aug. 3, at 9:30 a.m. Eastern Time (8:30 a.m. Central Time). Participants who wish to join the call by phone must register using the following link: http://www.directeventreg.com/registration/event/9217437

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 committed to being the leader in providing infrastructure that safely delivers natural gas products to reliably fuel the clean energy economy. 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 connects the best supplies with the growing demand for clean energy. Williams owns and operates more than 30,000 miles of pipelines system wide – including Transco, the nation’s largest volume and fastest growing pipeline – and handles approximately 30 percent of the natural gas in the United States that is used every day for clean-power generation, heating and industrial use. www.williams.com

The Williams Companies, Inc.

Consolidated Statement of Operations

(Unaudited)

Three Months Ended <br>June 30, Six Months Ended <br>June 30,
2021 2020 2021 2020
(Millions, except per-share amounts)
Revenues:
Service revenues $ 1,460 $ 1,446 $ 2,912 $ 2,920
Service revenues – commodity consideration 51 25 100 53
Product sales 772 310 1,883 721
Total revenues 2,283 1,781 4,895 3,694
Costs and expenses:
Product costs 697 271 1,629 667
Processing commodity expenses 18 15 39 28
Operating and maintenance expenses 379 320 739 657
Depreciation and amortization expenses 463 430 901 859
Selling, general, and administrative expenses 114 127 237 240
Impairment of goodwill 187
Other (income) expense – net 12 6 11 13
Total costs and expenses 1,683 1,169 3,556 2,651
Operating income (loss) 600 612 1,339 1,043
Equity earnings (losses) 135 108 266 130
Impairment of equity-method investments (938)
Other investing income (loss) – net 2 1 4 4
Interest incurred (301) (299) (597) (600)
Interest capitalized 3 5 5 10
Other income (expense) – net 2 5 9
Income (loss) before income taxes 441 432 1,017 (342)
Less: Provision (benefit) for income taxes 119 117 260 (87)
Net income (loss) 322 315 757 (255)
Less: Net income (loss) attributable to noncontrolling interests 18 12 27 (41)
Net income (loss) attributable to The Williams Companies, Inc. 304 303 730 (214)
Less: Preferred stock dividends 1 1
Net income (loss) available to common stockholders $ 304 $ 303 $ 729 $ (215)
Basic earnings (loss) per common share:
Net income (loss) $ .25 $ .25 $ .60 $ (.18)
Weighted-average shares (thousands) 1,215,250 1,213,601 1,214,950 1,213,310
Diluted earnings (loss) per common share:
Net income (loss) $ .25 $ .25 $ .60 $ (.18)
Weighted-average shares (thousands) 1,217,476 1,214,581 1,217,344 1,213,310

The Williams Companies, Inc.

Consolidated Balance Sheet

(Unaudited)

June 30,<br>2021 December 31,<br>2020
(Millions, except per-share amounts)
ASSETS
Current assets:
Cash and cash equivalents $ 1,201 $ 142
Trade accounts and other receivables 1,000 1,000
Allowance for doubtful accounts (1) (1)
Trade accounts and other receivables – net 999 999
Inventories 194 136
Other current assets and deferred charges 231 152
Total current assets 2,625 1,429
Investments 5,124 5,159
Property, plant, and equipment 43,543 42,489
Accumulated depreciation and amortization (14,244) (13,560)
Property, plant, and equipment – net 29,299 28,929
Intangible assets – net of accumulated amortization 7,277 7,444
Regulatory assets, deferred charges, and other 1,182 1,204
Total assets $ 45,507 $ 44,165
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable $ 611 $ 482
Accrued liabilities 1,005 944
Long-term debt due within one year 2,143 893
Total current liabilities 3,759 2,319
Long-term debt 21,091 21,451
Deferred income tax liabilities 2,179 1,923
Regulatory liabilities, deferred income, and other 4,213 3,889
Contingent liabilities
Equity:
Stockholders’ equity:
Preferred stock 35 35
Common stock ($1 par value; 1,470 million shares authorized at June 30, 2021 and December 31, 2020; 1,249 million shares issued at June 30, 2021 and 1,248 million shares issued at December 31, 2020) 1,249 1,248
Capital in excess of par value 24,401 24,371
Retained deficit (13,022) (12,748)
Accumulated other comprehensive income (loss) (110) (96)
Treasury stock, at cost (35 million shares of common stock) (1,041) (1,041)
Total stockholders’ equity 11,512 11,769
Noncontrolling interests in consolidated subsidiaries 2,753 2,814
Total equity 14,265 14,583
Total liabilities and equity $ 45,507 $ 44,165

The Williams Companies, Inc.

Consolidated Statement of Cash Flows

(Unaudited)

Six Months Ended <br>June 30,
2021 2020
(Millions)
OPERATING ACTIVITIES:
Net income (loss) $ 757 $ (255)
Adjustments to reconcile to net cash provided (used) by operating activities:
Depreciation and amortization 901 859
Provision (benefit) for deferred income taxes 262 (59)
Equity (earnings) losses (266) (130)
Distributions from unconsolidated affiliates 345 323
Impairment of goodwill 187
Impairment of equity-method investments 938
Amortization of stock-based awards 39 24
Cash provided (used) by changes in current assets and liabilities:
Accounts receivable (50) 85
Inventories (58) (9)
Other current assets and deferred charges (56) (13)
Accounts payable 94 236
Accrued liabilities 14 (236)
Other, including changes in noncurrent assets and liabilities (10) (20)
Net cash provided (used) by operating activities 1,972 1,930
FINANCING ACTIVITIES:
Proceeds from long-term debt 898 3,896
Payments of long-term debt (11) (3,226)
Proceeds from issuance of common stock 3 6
Common dividends paid (996) (971)
Dividends and distributions paid to noncontrolling interests (95) (98)
Contributions from noncontrolling interests 6 4
Payments for debt issuance costs (6) (17)
Other – net (12) (10)
Net cash provided (used) by financing activities (213) (416)
INVESTING ACTIVITIES:
Property, plant, and equipment:
Capital expenditures (1) (685) (613)
Dispositions – net (5) (16)
Contributions in aid of construction 36 19
Proceeds from dispositions of equity-method investments 1
Purchases of and contributions to equity-method investments (44) (66)
Other – net (3) 6
Net cash provided (used) by investing activities (700) (670)
Increase (decrease) in cash and cash equivalents 1,059 844
Cash and cash equivalents at beginning of year 142 289
Cash and cash equivalents at end of period $ 1,201 $ 1,133
_____________
(1) Increases to property, plant, and equipment $ (693) $ (581)
Changes in related accounts payable and accrued liabilities 8 (32)
Capital expenditures $ (685) $ (613)
Transmission & Gulf of Mexico
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
(UNAUDITED)
2020 2021
(Dollars in millions) 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Year 1st Qtr 2nd Qtr Year
Regulated interstate natural gas transportation, storage, and other revenues (1) $ 692 $ 676 $ 686 $ 702 $ 2,756 $ 708 $ 693 $ 1,401
Gathering, processing, and transportation revenues 99 78 85 86 348 86 90 176
Other fee revenues (1) 4 5 3 6 18 4 4 8
Commodity margins 3 1 4 4 12 8 7 15
Operating and administrative costs (1) (184) (189) (192) (192) (757) (198) (197) (395)
Other segment income (expenses) - net 4 2 (8) 8 6 5 5 10
Impairment of certain assets (170) (170) (2) (2)
Proportional Modified EBITDA of equity-method investments 44 42 38 42 166 47 46 93
Modified EBITDA 662 615 616 486 2,379 660 646 1,306
Adjustments 7 2 6 158 173 2 2
Adjusted EBITDA $ 669 $ 617 $ 622 $ 644 $ 2,552 $ 660 $ 648 $ 1,308
Statistics for Operated Assets
Natural Gas Transmission
Transcontinental Gas Pipe Line
Avg. daily transportation volumes (Tbtu) 13.8 12.0 12.8 13.2 12.9 14.1 13.1 13.6
Avg. daily firm reserved capacity (Tbtu) 17.7 17.5 18.0 18.2 17.9 18.6 18.3 18.5
Northwest Pipeline LLC
Avg. daily transportation volumes (Tbtu) 2.6 1.9 1.8 2.5 2.2 2.8 2.2 2.5
Avg. daily firm reserved capacity (Tbtu) (4) 3.9 3.9 3.9 3.8 3.8 3.8 3.8 3.8
Gulfstream - Non-consolidated
Avg. daily transportation volumes (Tbtu) 1.2 1.2 1.3 1.1 1.2 1.0 1.2 1.1
Avg. daily firm reserved capacity (Tbtu) 1.3 1.3 1.3 1.3 1.3 1.3 1.3 1.3
Gathering, Processing, and Crude Oil Transportation
Consolidated (2)
Gathering volumes (Bcf/d) 0.30 0.23 0.23 0.26 0.25 0.28 0.31 0.30
Plant inlet natural gas volumes (Bcf/d) 0.58 0.50 0.40 0.46 0.48 0.46 0.41 0.44
NGL production (Mbbls/d) 32 25 27 30 29 29 26 28
NGL equity sales (Mbbls/d) 5 4 5 5 5 7 5 6
Crude oil transportation volumes (Mbbls/d) 138 92 121 132 121 130 151 141
Non-consolidated (3)
Gathering volumes (Bcf/d) 0.35 0.31 0.26 0.30 0.30 0.36 0.40 0.38
Plant inlet natural gas volumes (Bcf/d) 0.35 0.31 0.25 0.30 0.30 0.37 0.40 0.38
NGL production (Mbbls/d) 24 23 17 21 21 28 31 30
NGL equity sales (Mbbls/d) 5 8 4 6 6 9 7 8
(1) Excludes certain amounts associated with revenues and operating costs for tracked or reimbursable charges.
(2) Excludes volumes associated with equity-method investments that are not consolidated in our results.
(3) Includes 100% of the volumes associated with operated equity-method investments.
(4) Revised to include daily maximum peak capacity.
Northeast G&P
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
(UNAUDITED)
2020 2021
(Dollars in millions) 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Year 1st Qtr 2nd Qtr Year
Gathering, processing, transportation, and fractionation revenues $ 312 $ 308 $ 332 $ 327 $ 1,279 $ 311 $ 315 $ 626
Other fee revenues (1) 25 25 22 24 96 25 25 50
Commodity margins 1 1 1 1 4 3 3
Operating and administrative costs (1) (87) (86) (85) (84) (342) (89) (86) (175)
Other segment income (expenses) - net (2) (4) (4) 1 (9) (1) (7) (8)
Impairment of certain assets (12) (12)
Proportional Modified EBITDA of equity-method investments 120 126 121 106 473 153 162 315
Modified EBITDA 369 370 387 363 1,489 402 409 811
Adjustments 1 (7) 9 43 46
Adjusted EBITDA $ 370 $ 363 $ 396 $ 406 $ 1,535 $ 402 $ 409 $ 811
Statistics for Operated Assets
Gathering and Processing
Consolidated (2)
Gathering volumes (Bcf/d) 4.27 4.14 4.47 4.36 4.31 4.19 4.10 4.15
Plant inlet natural gas volumes (Bcf/d) 1.23 1.22 1.36 1.45 1.32 1.41 1.62 1.52
NGL production (Mbbls/d) (4) 93 93 114 111 103 102 115 108
NGL equity sales (Mbbls/d) 2 2 2 2 2 1 1 1
Non-consolidated (3)
Gathering volumes (Bcf/d) 4.40 4.68 4.94 5.11 4.78 5.40 5.47 5.44
(1) Excludes certain amounts associated with revenues and operating costs for reimbursable charges.
(2) Includes volumes associated with Susquehanna Supply Hub, the Northeast JV, and Utica Supply Hub, all of which are consolidated.
(3) 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.
(4) 1st Qtr and Year columns for 2020 volumes reflect revised NGL production.
West
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
(UNAUDITED)
2020 2021
(Dollars in millions) 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Year 1st Qtr 2nd Qtr Year
Gathering, processing, transportation, storage, and fractionation revenues $ 299 $ 297 $ 288 $ 320 $ 1,204 $ 262 $ 278 $ 540
Other fee revenues (1) 6 13 16 15 50 6 5 11
Commodity margins 2 30 28 25 85 128 41 169
Operating and administrative costs (1) (115) (111) (108) (105) (439) (106) (114) (220)
Other segment income (expenses) - net (5) (7) (12) (1) (1)
Proportional Modified EBITDA of equity-method investments 28 24 30 28 110 25 22 47
Modified EBITDA 215 253 247 283 998 315 231 546
Adjustments 1 (1) (2) (6) (8)
Adjusted EBITDA $ 216 $ 252 $ 245 $ 277 $ 990 $ 315 $ 231 $ 546
Statistics for Operated Assets
Gathering and Processing
Consolidated (2)
Gathering volumes (Bcf/d) 3.43 3.40 3.28 3.19 3.33 3.11 3.21 3.16
Plant inlet natural gas volumes (Bcf/d) 1.26 1.33 1.31 1.13 1.25 1.20 1.20 1.20
NGL production (Mbbls/d) 35 51 71 39 49 36 39 38
NGL equity sales (Mbbls/d) 12 25 34 18 22 13 16 15
Non-consolidated (3)
Gathering volumes (Bcf/d) 0.20 0.24 0.28 0.30 0.25 0.27 0.30 0.29
Plant inlet natural gas volumes (Bcf/d) 0.20 0.23 0.28 0.29 0.25 0.27 0.30 0.28
NGL production (Mbbls/d) 17 23 26 26 23 24 32 28
NGL and Crude Oil Transportation volumes (Mbbls/d) (4) 227 142 156 147 168 85 101 93
(1) Excludes certain amounts associated with revenues and operating costs for reimbursable charges.
(2) Excludes volumes associated with equity-method investments that are not consolidated in our results.
(3) Includes 100% of the volumes associated with operated equity-method investments, including Rocky Mountain Midstream.
(4) Includes 100% of the volumes associated with operated equity-method investments, including the Overland Pass Pipeline Company and Rocky Mountain Midstream.
Capital Expenditures and Investments
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
(UNAUDITED)
2020 2021
(Dollars in millions) 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Year 1st Qtr 2nd Qtr Year
Capital expenditures:
Transmission & Gulf of Mexico $ 185 $ 181 $ 192 $ 190 $ 748 $ 109 $ 209 $ 318
Northeast G&P 46 41 32 38 157 40 46 86
West 72 80 93 65 310 33 76 109
Other 3 5 8 8 24 78 94 172
Total (1) $ 306 $ 307 $ 325 $ 301 $ 1,239 $ 260 $ 425 $ 685
Purchases of and contributions to equity-method investments:
Transmission & Gulf of Mexico $ 1 $ 1 $ 34 $ 1 $ 37 $ 3 $ 6 $ 9
Northeast G&P 27 30 47 174 278 11 24 35
West 2 5 3 10
Total $ 30 $ 36 $ 84 $ 175 $ 325 $ 14 $ 30 $ 44
Summary:
Transmission & Gulf of Mexico $ 186 $ 182 $ 226 $ 191 $ 785 $ 112 $ 215 $ 327
Northeast G&P 73 71 79 212 435 51 70 121
West 74 85 96 65 320 33 76 109
Other 3 5 8 8 24 78 94 172
Total $ 336 $ 343 $ 409 $ 476 $ 1,564 $ 274 $ 455 $ 729
Capital investments:
Increases to property, plant, and equipment $ 254 $ 327 $ 331 $ 248 $ 1,160 $ 263 $ 430 $ 693
Purchases of and contributions to equity-method investments 30 36 84 175 325 14 30 44
Total $ 284 $ 363 $ 415 $ 423 $ 1,485 $ 277 $ 460 $ 737
(1) Increases to property, plant, and equipment $ 254 $ 327 $ 331 $ 248 $ 1,160 $ 263 $ 430 $ 693
Changes in related accounts payable and accrued liabilities 52 (20) (6) 53 79 (3) (5) (8)
Capital expenditures $ 306 $ 307 $ 325 $ 301 $ 1,239 $ 260 $ 425 $ 685
Contributions from noncontrolling interests $ 2 $ 2 $ 1 $ 2 $ 7 $ 2 $ 4 $ 6
Contributions in aid of construction $ 14 $ 5 $ 8 $ 10 $ 37 $ 19 $ 17 $ 36
Proceeds from disposition of equity-method investments $ $ $ $ $ $ $ 1 $ 1

Non-GAAP Measures

This news release and accompanying materials may include certain financial measures – adjusted EBITDA, adjusted income (“earnings”), adjusted earnings per share, available funds from operations 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. Such items are excluded from net income to determine adjusted income. Management believes this measure provides investors meaningful insight into results from ongoing operations.

Available funds from operations is defined as cash flow from operations excluding the effect of changes in working capital and certain other changes in noncurrent assets and liabilities, reduced by preferred dividends and net distributions to noncontrolling interests.

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 available funds from operations 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.

Reconciliation of Income (Loss) Attributable to The Williams Companies, Inc. to Non-GAAP Adjusted Income
(UNAUDITED)
2021
(Dollars in millions, except per-share amounts) 2nd Qtr 3rd Qtr 4th Qtr Year 1st Qtr 2nd Qtr Year
Income (loss) attributable to The Williams Companies, Inc. available to common stockholders (518) $ 303 $ 308 $ 115 $ 208 $ 425 $ 304 $ 729
Income (loss) - diluted earnings (loss) per common share (1) (.43) $ .25 $ .25 $ .09 $ .17 $ .35 $ .25 $ .60
Adjustments:
Transmission & Gulf of Mexico
Northeast Supply Enhancement project development costs $ 3 $ 3 $ $ 6 $ $ $
Impairment of certain assets 170 170 2 2
Pension plan settlement charge 1 5
Adjustment of Transco’s regulatory asset for post-WPZ Merger state deferred income tax change consistent with filed rate case 2
Benefit of change in employee benefit policy (3) (6) (13) (22)
Reversal of costs capitalized in prior periods 10 1 11
Severance and related costs 1 (1) 1
Total Transmission & Gulf of Mexico adjustments 2 6 158 173 2 2
Northeast G&P
Share of early debt retirement gain at equity-method investment (5) (5)
Share of impairment of certain assets at equity-method investments 11 36 47
Pension plan settlement charge 1
Impairment of certain assets 12 12
Benefit of change in employee benefit policy (2) (2) (5) (9)
Total Northeast G&P adjustments (7) 9 43 46
West
Pension plan settlement charge 1
Benefit of change in employee benefit policy (1) (2) (6) (9)
Total West adjustments (1) (2) (6) (8)
Other
Regulatory asset reversals from impaired projects 8 7 15
Commodity derivative non-cash mark-to-market 4 4
Reversal of costs capitalized in prior periods 3 3
Pension plan settlement charge 1 1
Accrual for loss contingencies 24 24 5 5 10
Total Other adjustments 11 32 43 5 9 14
Adjustments included in Modified EBITDA (6) 24 227 254 5 11 16
Adjustments below Modified EBITDA
Accelerated depreciation for decommissioning assets 20 20
Impairment of equity-method investments 108 1,046
Impairment of goodwill (2) 187
Share of impairment of goodwill at equity-method investment 78
Allocation of adjustments to noncontrolling interests (65)
108 1,246 20 20
Total adjustments (6) 24 335 1,500 5 31 36
Less tax effect for above items 8 1 (68) (375) (1) (8) (9)
Adjusted income available to common stockholders 313 $ 305 $ 333 $ 382 $ 1,333 $ 429 $ 327 $ 756
Adjusted income - diluted earnings per common share (1) .26 $ .25 $ .27 $ .31 $ 1.10 $ .35 $ .27 $ .62
Weighted-average shares - diluted (thousands) 1,214,581 1,215,335 1,216,381 1,215,165 1,217,211 1,217,476 1,217,344
(1) 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.
(2) Our partner's 65 million share of the first-quarter 2020 impairment of goodwill is reflected below in Allocation of adjustments to noncontrolling interests.

All values are in US Dollars.

Reconciliation of Cash Flow from Operating Activities to Available Funds from Operations (AFFO)
(UNAUDITED)
2020 2021
(Dollars in millions, except coverage ratios) 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Year 1st Qtr 2nd Qtr Year
The Williams Companies, Inc.
Reconciliation of GAAP "Net cash provided (used) by operating activities" to Non-GAAP "Available funds from operations"
Net cash provided (used) by operating activities $ 787 $ 1,143 $ 452 $ 1,114 $ 3,496 $ 915 $ 1,057 $ 1,972
Exclude: Cash (provided) used by changes in:
Accounts receivable (67) (18) 103 (16) 2 59 (9) 50
Inventories (19) 28 24 (22) 11 8 50 58
Other current assets and deferred charges (20) 33 2 (26) (11) 6 50 56
Accounts payable 155 (391) 313 (70) 7 (38) (56) (94)
Accrued liabilities 150 86 50 23 309 116 (130) (14)
Other, including changes in noncurrent assets and liabilities (23) 43 (32) 17 5 16 (6) 10
Preferred dividends paid (1) (1) (1) (3) (1) (1)
Dividends and distributions paid to noncontrolling interests (44) (54) (49) (38) (185) (54) (41) (95)
Contributions from noncontrolling interests 2 2 1 2 7 2 4 6
Available funds from operations $ 920 $ 872 $ 863 $ 983 $ 3,638 $ 1,029 $ 919 $ 1,948
Common dividends paid $ 485 $ 486 $ 485 $ 485 $ 1,941 $ 498 $ 498 $ 996
Coverage ratio:
Available funds from operations divided by Common dividends paid 1.90 1.79 1.78 2.03 1.87 2.07 1.85 1.96
Reconciliation of "Net Income (Loss)" to “Modified EBITDA” and Non-GAAP “Adjusted EBITDA”
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
(UNAUDITED)
2020 2021
(Dollars in millions) 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Year 1st Qtr 2nd Qtr Year
Net income (loss) $ (570) $ 315 $ 323 $ 130 $ 198 $ 435 $ 322 $ 757
Provision (benefit) for income taxes (204) 117 111 55 79 141 119 260
Interest expense 296 294 292 290 1,172 294 298 592
Equity (earnings) losses (22) (108) (106) (92) (328) (131) (135) (266)
Impairment of goodwill 187 187
Impairment of equity-method investments 938 108 1,046
Other investing (income) loss - net (3) (1) (2) (2) (8) (2) (2) (4)
Proportional Modified EBITDA of equity-method investments 192 192 189 176 749 225 230 455
Depreciation and amortization expenses 429 430 426 436 1,721 438 463 901
Accretion expense associated with asset retirement obligations for nonregulated operations 10 7 10 8 35 10 11 21
Modified EBITDA $ 1,253 $ 1,246 $ 1,243 $ 1,109 $ 4,851 $ 1,410 $ 1,306 $ 2,716
Transmission & Gulf of Mexico $ 662 $ 615 $ 616 $ 486 $ 2,379 $ 660 $ 646 $ 1,306
Northeast G&P 369 370 387 363 1,489 402 409 811
West 215 253 247 283 998 315 231 546
Other 7 8 (7) (23) (15) 33 20 53
Total Modified EBITDA $ 1,253 $ 1,246 $ 1,243 $ 1,109 $ 4,851 $ 1,410 $ 1,306 $ 2,716
Adjustments (1):
Transmission & Gulf of Mexico $ 7 $ 2 $ 6 $ 158 $ 173 $ $ 2 $ 2
Northeast G&P 1 (7) 9 43 46
West 1 (1) (2) (6) (8)
Other 11 32 43 5 9 14
Total Adjustments $ 9 $ (6) $ 24 $ 227 $ 254 $ 5 $ 11 $ 16
Adjusted EBITDA:
Transmission & Gulf of Mexico $ 669 $ 617 $ 622 $ 644 $ 2,552 $ 660 $ 648 $ 1,308
Northeast G&P 370 363 396 406 1,535 402 409 811
West 216 252 245 277 990 315 231 546
Other 7 8 4 9 28 38 29 67
Total Adjusted EBITDA $ 1,262 $ 1,240 $ 1,267 $ 1,336 $ 5,105 $ 1,415 $ 1,317 $ 2,732
(1) Adjustments by segment are detailed in the "Reconciliation of Income (Loss) Attributable to The Williams Companies, Inc. to Non-GAAP Adjusted Income," which is also included in these materials.
Reconciliation of Net Income (Loss) to Modified EBITDA, Non-GAAP Adjusted EBITDA and Cash Flow from Operating Activities to Non-GAAP Available Funds from Operations (AFFO)
--- --- --- --- --- --- ---
2021 Guidance
(Dollars in millions, except per share amounts and coverage ratio) Low Mid High
Net income (loss) $ 1,385 $ 1,485 $ 1,585
Provision (benefit) for income taxes 490
Interest expense 1,175
Equity (earnings) losses (475)
Proportional Modified EBITDA of equity-method investments 835
Depreciation and amortization expenses and accretion for asset retirement obligations associated with nonregulated operations 1,795
Other (10)
Modified EBITDA $ 5,195 $ 5,295 $ 5,395
EBITDA Adjustments 5
Adjusted EBITDA $ 5,200 $ 5,300 $ 5,400
Net income (loss) $ 1,385 $ 1,485 $ 1,585
Less: Net income (loss) attributable to noncontrolling interests & preferred dividends 64
Net income (loss) attributable to The Williams Companies, Inc. available to common stockholders $ 1,321 $ 1,421 $ 1,521
Adjustments:
Adjustments included in Modified EBITDA (1) 5
Adjustments below Modified EBITDA (1)
Allocation of adjustments to noncontrolling interests (1)
Total adjustments 5
Less tax effect for above items (1) (1)
Adjusted income available to common stockholders $ 1,325 $ 1,425 $ 1,525
Adjusted diluted earnings per common share $ 1.09 $ 1.17 $ 1.25
Weighted-average shares - diluted (millions) 1,217
Available Funds from Operations (AFFO):
Net cash provided by operating activities (net of changes in working capital and changes in other, including changes in noncurrent assets and liabilities) $ 3,890 $ 3,990 $ 4,090
Preferred dividends paid (3)
Dividends and distributions paid to noncontrolling interests (200)
Contributions from noncontrolling interests 13
Available funds from operations (AFFO) $ 3,700 $ 3,800 $ 3,900
AFFO per common share $ 3.04 $ 3.12 $ 3.20
Common dividends paid $ 2,000
Coverage Ratio (AFFO/Common dividends paid) 1.85x 1.90x 1.95x
(1) See "Reconciliation of Income (Loss) Attributable to The Williams Companies, Inc. to Non-GAAP Adjusted Income"
for additional details.

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 in this report 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, natural gas liquids and crude oil prices, supply, and demand;

•Demand for our services;

•The impact of the coronavirus (COVID-19) pandemic.

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 in this report. 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:

•Availability of supplies, market demand, and volatility of prices;

•Development and rate of adoption of alternative energy sources;

•The impact of existing and future laws and regulations, the regulatory environment, environmental matters, and litigation, as well as our ability to obtain necessary permits and approvals, and achieve favorable rate proceeding outcomes;

•Our exposure to the credit risk of our customers and counterparties;

•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;

•Whether we are able to successfully identify, evaluate, and timely execute our capital projects and investment opportunities;

•The strength and financial resources of our competitors and the effects of competition;

•The amount of cash distributions from and capital requirements of our investments and joint ventures in which we participate;

•Whether we will be able to effectively execute our financing plan;

•Increasing scrutiny and changing expectations from stakeholders with respect to our environmental, social, and governance practices;

•The physical and financial risks associated with climate change;

•The impacts of operational and developmental hazards and unforeseen interruptions;

•The risks resulting from outbreaks or other public health crises, including COVID-19;

•Risks associated with weather and natural phenomena, including climate conditions and physical damage to our facilities;

•Acts of terrorism, cybersecurity incidents, and related disruptions;

•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;

•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);

•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 ability of the members of the Organization of Petroleum Exporting Countries and other oil exporting nations to agree to and maintain oil price and production controls and the impact on domestic production;

•Changes in the current geopolitical situation;

•Changes in U.S. governmental administration and policies;

•Whether we are able to pay current and expected levels of dividends;

•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 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 in this report. 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 for the year ended December 31, 2020, as filed with the SEC on February 24, 2021.

19