Filed pursuant to Rule 433 of the Securities Act of 1933
Issuer Free Writing Prospectus dated May 12, 2020
Relating to Preliminary Prospectus Supplement dated May 12, 2020
Registration No. 333-223149
THE WILLIAMS COMPANIES, INC.
$1,000,000,000 3.500% Senior Notes due 2030
PRICING TERM SHEET
Dated: May 12, 2020
Issuer: | The Williams Companies, Inc. | |
Security Type: | $1,000,000,000 3.500% Senior Notes due 2030 | |
Ratings (Moody’s / S&P / Fitch):* | Baa3 / BBB / BBB- | |
Pricing Date: | May 12, 2020 | |
Settlement Date: | May 14, 2020 (T + 2) | |
Maturity Date: | November 15, 2030 | |
Interest Payment Dates: | May 15 and November 15, commencing November 15, 2020 | |
Principal Amount: | $1,000,000,000 | |
Benchmark: | UST 1.500% due February 15, 2030 | |
Benchmark Price: | 107-22+ | |
Benchmark Yield | 0.683% | |
Spread to Benchmark: | +287.5 bps | |
Yield to Maturity: | 3.558% | |
Coupon: | 3.500% | |
Public Offering Price: | 99.495% | |
Make-Whole Call: | T+ 45 bps (prior to August 15, 2030) | |
Par Call: | On or after August 15, 2030 | |
Use of Proceeds: | We intend to use the net proceeds of this offering to repay our $600 million of 4.125% Senior Notes due 2020 and for general corporate purposes. See “Use of Proceeds.” | |
CUSIP / ISIN: | 969457BX7 / US969457BX79 | |
Joint Book-Running Managers: | J.P. Morgan Securities LLC Deutsche Bank Securities Inc. Morgan Stanley & Co. LLC Scotia Capital (USA) Inc. Wells Fargo Securities, LLC BBVA Securities Inc. CIBC World Markets Corp. PNC Capital Markets LLC RBC Capital Markets, LLC SMBC Nikko Securities America, Inc. U.S. Bancorp Investments, Inc. | |
Co-Managers: | Barclays Capital Inc. BofA Securities, Inc. BOK Financial Securities, Inc. Citigroup Global Markets Inc. Credit Agricole Securities (USA) Inc. Credit Suisse Securities (USA) LLC Mizuho Securities USA LLC MUFG Securities Americas Inc. SunTrust Robinson Humphrey, Inc. TD Securities (USA) LLC Tuohy Brothers Investment Research Inc. | |
* Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
The issuer has filed a registration statement (including a preliminary prospectus supplement and a prospectus) and a prospectus supplement with the U.S. Securities and Exchange Commission (SEC) for the offering to which this communication relates; capitalized terms used in this term sheet, but otherwise not defined, shall have the meanings assigned to them in the related prospectus supplement and prospectus. Before you invest, you should read the prospectus supplement for this offering, the issuer’s prospectus in that registration statement and any other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by searching the SEC online data base (EDGAR) on the SEC web site at http://www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus supplement and prospectus if you request it by calling J.P. Morgan Securities LLC collect at1-212-834-4533, Deutsche Bank Securities Inc. toll-free at1-800-503-4611, Morgan Stanley & Co. LLC toll-free at1-866-718-1649, Scotia Capital (USA) Inc. toll-free at1-800-372-3930 or Wells Fargo Securities, LLC toll-free at1-800-645-3751.
