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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): January 5, 1995
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THE WILLIAMS COMPANIES, INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-4174 73-0569878
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(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
One Williams Center, Tulsa, Oklahoma 74172
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (918)588-2000
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Not Applicable
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(Former name or former address, if changed since last report)
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Item 2. Acquisition or Disposition of Assets
On January 5, 1995, The Williams Companies, Inc. (the
"Company") consummated the transaction contemplated by a Stock Purchase
Agreement, dated as of August 22, 1994, by and among the Company, LDDS
Communications, Inc. and WTG Holdings, Inc., relative to the previously
announced sale of Williams Telecommunications Group, Inc. for $2.5 billion in
cash. The Company plans to use portions of the proceeds to pay off short-term
credit facilities, fund the recently announced tender offer for Transco Energy
Company, finance its ongoing capital expansion program and other uses.
WilTel Communications Systems, Inc., a national
telecom-munications equipment supplier and service company, and Vyvx, Inc.,
which operates a national video network specializing in broadcast television
applications, were not sold as a part of the trans-action.
The effect of the disposition has been fully reflected in the
Company's September 30, 1994, consolidated financial statements included in its
third quarter Form 10-Q. As described in Note 2 of the Notes to Consolidated
Financial Statements in the Form 10-Q, the operating results for those assets
sold were presented as discontinued operations, with prior period operating
results and cash flow restated. The assets and liabilities transferred in the
sale were presented in the consolidated balance sheet on a net basis at
September 30, 1994. All future financial statements filed with the Commission
will be prepared on this basis, and the gain from the sale will be reported as
discontinued operations in the Company's 1995 first quarter financial
statements. Accordingly, pro forma financial information is not required.
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EXHIBITS
The following exhibits are filed as part of this Report:
Exhibit 99. (a) Copy of the Stock Purchase Agreement, dated as of
August 22, 1994, by and among the Company, LDDS
Communications, Inc. and WTG Holdings, Inc. (filed as
Exhibit 2 to the Company's Current Report on Form 8-
K, dated August 26, 1994, and incorporated herein by
reference).
(b) Copy of the Company's press release, dated January 5,
1995, publicly announcing the actions reported
herein.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be filed on its behalf by
the undersigned hereunto duly authorized:
THE WILLIAMS COMPANIES, INC.
(Registrant)
By: J. Furman Lewis
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J. Furman Lewis
Senior Vice President
and General Counsel
Dated: January 11, 1995
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WILLIAMS ANNOUNCES CLOSING THE SALE OF WILTEL'S NETWORK FOR $2.5 BILLION IN
CASH
TULSA -- The Williams Companies, Inc. announced today the closing of
the sale of the network services operations of WilTel to LDDS Communications,
Inc. for $2.5 billion in cash.
The company plans to use portions of the proceeds to pay off short
term credit facilities, fund the recently announced tender offer for Transco
Energy Company, finance its ongoing capital expansion program and other uses.
Williams retains certain other WilTel business units -- WilTel
Communications Systems, a national telecommunications equipment supplier and
service company, and Vyvx, which operates a national video network specializing
in broadcast television applications.
Williams is listed on the New York and Pacific stock exchanges under
the symbol WMB. The company also owns three interstate pipeline systems, major
natural gas gathering and processing facilities and provides a variety of other
services to the energy industry.
