Judge Rules ETE has Right to End Merger with Williams Cos.

backingout

A judge in Delaware has ruled against the efforts of Tulsa-based Williams Companies to continue with a $38 billion merger with Energy Transfer Equity of Dallas, Texas.

Delaware Judge Sam Glasscock issued a 62-page opinion and denied the request of Williams to prevent ETE from ending the proposed merger over the lack of a needed tax opinion. His ruling came after a two-day trial held earlier in the week and it leaves Tulsa business leaders pleased as they feel it means an end to the merger that was announced last September, according to The Tulsa World. The business community opposed the merger after it was learned that under the merger, ETE would have moved most of the Williams Cos. headquarters to Dallas.

Williams had filed suit in May contending ETE violated the merger agreement through delay and obstruction that was designed to give it an opportunity to avoid the commitments of the contract. ETE filed a counterclaim accusing Williams of being the party that violated the agreement.

Williams made the claims after ETE announced its tax attorneys could not issue a tax opinion needed for the merger to continue.

Judge Glasscock said it was clear that ETE had a change of heart and it would be in the best of the company not to move forward with the merger, even though it had been signed. And  he didn’t think the motive was criminally wrong., saying motive to avoid the deal did not demonstrative lack of a contractual right to do so.

“I find that the Partnership is contractually entitled to terminate the Merger Agreement, assuming Latham’s (law firm) opinion does not change before the end of the merger period, June 28,” ruled the judge.

 

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