Exhibit 99.2
Introduction to the Unaudited Pro Forma Condensed Financial Statements
On July 6, 2017, our consolidated master limited partnership, Williams Partners L.P., completed the sale of Williams Olefins, L.L.C., its former wholly owned subsidiary which owned an 88.46 percent undivided ownership interest in a Geismar, Louisiana, olefins plant and associated complex, for cash proceeds totaling $2.084 billion.
The following unaudited pro forma statement of income has been developed by applying pro forma adjustments to the historical audited statement of income of The Williams Companies, Inc. to reflect the disposition. The following unaudited pro forma condensed statement of income for the year ended December 31, 2017, has been prepared to give effect to the transaction as if the divestiture had occurred at the beginning of 2017. Our historical condensed consolidated statement of income has been derived from and should be read together with the historical audited consolidated financial statements and related notes in our Annual Report on Form10-K filed February 22, 2018.
The unaudited pro forma condensed statement of income is presented for illustrative purposes only to reflect the sale of Williams Olefins, L.L.C. and does not represent what our results of operations would actually have been had the sale occurred on the dates noted above, or project our results of operations for any future periods. The pro forma adjustments are based on available information and certain assumptions that management believes are factually supportable and are expected to have a continuing impact on our results of operations. All pro forma adjustments and their underlying assumptions are described more fully in the notes to the unaudited pro forma condensed financial information.
The Williams Companies, Inc.
Unaudited Pro Forma Condensed Statement of Income
For the year ended December 31, 2017
($ in millions, exceptper-share amounts)
| | | | | | | | | | | | |
| | Historical | | | | | | | |
| | The Williams Companies, Inc. | | | Pro forma Adjustments | | | Pro Forma | |
Revenues: | | | | | | | | | | | | |
Service revenues | | $ | 5,312 | | | $ | (7 | ) | | $ | 5,305 | |
Product sales | | | 2,719 | | | | (205 | ) | | | 2,514 | |
| | | | | | | | | | | | |
Total revenues | | | 8,031 | | | | (212 | ) | | | 7,819 | |
| | | |
Costs and expenses: | | | | | | | | | | | | |
Product costs | | | 2,300 | | | | (97 | ) | | | 2,203 | |
Operating and maintenance expenses | | | 1,585 | | | | (50 | ) | | | 1,535 | |
Depreciation and amortization expenses | | | 1,736 | | | | (26 | ) | | | 1,710 | |
Selling, general, and administrative expenses | | | 608 | | | | (14 | ) | | | 594 | |
Impairment of certain assets | | | 1,248 | | | | — | | | | 1,248 | |
Gain on sale of Geismar Interest | | | (1,095 | ) | | | 1,095 | | | | — | |
Regulatory charges resulting from Tax Reform | | | 674 | | | | — | | | | 674 | |
Insurance recoveries – Geismar Incident | | | (9 | ) | | | 9 | | | | — | |
Other (income) expense – net | | | 80 | | | | (8 | ) | | | 72 | |
| | | | | | | | | | | | |
Total costs and expenses | | | 7,127 | | | | 909 | | | | 8,036 | |
| | | | | | | | | | | | |
Operating income (loss) | | | 904 | | | | (1,121 | ) | | | (217 | ) |
Equity earnings (losses) | | | 434 | | | | — | | | | 434 | |
Other investing income (loss) - net | | | 282 | | | | — | | | | 282 | |
Interest expense | | | (1,083 | ) | | | — | | | | (1,083 | ) |
Other income (expense) – net | | | (2 | ) | | | — | | | | (2 | ) |
| | | | | | | | | | | | |
Income (loss) before income taxes | | | 535 | | | | (1,121 | ) | | | (586 | ) |
Provision (benefit) for income taxes | | | (1,974 | ) | | | (314 | ) | | | (2,288 | ) |
| | | | | | | | | | | | |
Net income (loss) | | | 2,509 | | | | (807 | ) | | | 1,702 | |
Less: Income (loss) attributable to noncontrolling interests | | | 335 | | | | (291 | ) | | | 44 | |
| | | | | | | | | | | | |
Net income (loss) attributable to controlling interests | | $ | 2,174 | | | $ | (516 | ) | | $ | 1,658 | |
| | | | | | | | | | | | |
Basic earnings (loss) per common share: | | | | | | | | | | | | |
Net income (loss) | | $ | 2.63 | | | | | | | $ | 2.01 | |
Weighted-average common shares (thousands) | | | 826,177 | | | | | | | | 826,177 | |
Diluted earnings (loss) per common share: | | | | | | | | | | | | |
Net income (loss) | | $ | 2.62 | | | | | | | $ | 2.00 | |
Weighted-average common shares (thousands) | | | 828,518 | | | | | | | | 828,518 | |
See accompanying notes.
Note 1. Pro Forma Adjustments
Unaudited Pro Forma Condensed Statement of Income Adjustments
The pro forma adjustments reflect the removal of the historical results of Williams Olefins, L.L.C. and a gain of $1,095 million recognized upon completion of the sale, further adjusted to reflect the income attributable to the noncontrolling interests in Williams Partners L.P. and the effect of income taxes at an estimated effective rate of 37.8 percent.