Following the failure of ETE’s council to deliver a required tax opinion on The Williams Cos., Energy Transfer Equity has terminated its merger agreement with Williams.
Effective June 29, 2016, the merger agreement between Energy Transfer Equity LP (ETE) and The Williams Cos. Inc. has been terminated. The termination of the agreement was initiated by ETE.
As previously announced, on Friday, June 24, 2016, the Delaware Court of Chancery issued an opinion finding that ETE is contractually entitled to terminate the merger agreement with Williams in the event ETE’s counsel Latham & Watkins LLP were unable to deliver a required tax opinion prior to the June 28, 2016, outside date in the merger agreement. Latham & Watkins advised ETE that it was unable to deliver the opinion as of the outside date. Consistent with its rights and obligations under the merger agreement, ETE subsequently provided written notice terminating the merger agreement due to failure of conditions under the merger agreement, including Latham & Watkins’ inability to deliver the required tax opinion, as well as the other bases detailed in ETE’s filings in the Delaware lawsuit referenced above.
Williams has appealed the decision by the Delaware Court of Chancery to the Delaware Supreme Court.