1
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): April 23, 2001
--------------
The Williams Companies, Inc.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 1-4174 73-0569878
--------------- ------------ -------------------
(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
One Williams Center, Tulsa, Oklahoma 74172
--------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 918/573-2000
------------
Not Applicable
-------------------------------------------------------------
(Former name or former address, if changed since last report)
2
Item 2. Acquisition or Disposition of Assets.
At the close of business on April 23, 2001, The Williams Companies,
Inc., (the "Company") completed the spin-off of Williams Communications Group,
Inc. in a tax-free distribution of 398,500,000 shares of Class A Common Stock of
Williams Communications Group, Inc. to the Company's shareholders. In connection
with the spin-off, the Company and Williams Communications Group, Inc. entered
in certain agreements and amended certain agreements related to their
relationship subsequent to the spin-off.
Item 7. Financial Statements and Exhibits.
The Registrant files the following exhibits as part of this report:
99.1 AMENDED AND RESTATED SEPARATION AGREEMENT dated the April 23,
2001, by and between The Williams Companies, Inc. and Williams
Communications Group, Inc.
99.2 AMENDED AND RESTATED ADMINISTRATIVE SERVICES AGREEMENT dated April
23, 2001, between The Williams Companies, Inc., and those certain
subsidiaries of Williams collectively as the "Williams
Subsidiaries" and Williams Communications Group, Inc., and those
certain subsidiaries of Communications listed collectively as the
"Communications Subsidiaries."
99.3 TAX SHARING AGREEMENT entered into as of the 30th day of
September, 1999, and amended and restated as of the 23rd day
April, 2001, by and between The Williams Companies, Inc. and
Williams Communications Group, Inc.
99.4 AMENDED AND RESTATED INDEMNIFICATION AGREEMENT dated April 23,
2001, by and between The Williams Companies, Inc. and Williams
Communications Group, Inc.
99.5 SHAREHOLDER AGREEMENT dated April 23, 2001, by and between The
Williams Companies, Inc. and Williams Communications Group, Inc.
99.6 AMENDED AND RESTATED EMPLOYEE BENEFITS AGREEMENT dated April 23,
2001, by and between The Williams Companies, Inc. and Williams
Communications Group, Inc.
99.7 DEFERRAL LETTER dated April 23, 2001, by and between The Williams
Companies, Inc. and Williams Communications Group, Inc.
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
THE WILLIAMS COMPANIES, INC.
Date: May 3, 2001 /s/ Suzanne H. Costin
------------------------------------
Name: Suzanne H. Costin
Title: Corporate Secretary
2
3
INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
------ -----------
99.1 AMENDED AND RESTATED SEPARATION AGREEMENT dated the April 23,
2001, by and between The Williams Companies, Inc. and Williams
Communications Group, Inc.
99.2 AMENDED AND RESTATED ADMINISTRATIVE SERVICES AGREEMENT dated April
23, 2001, between The Williams Companies, Inc., and those certain
subsidiaries of Williams collectively as the "Williams
Subsidiaries" and Williams Communications Group, Inc., and those
certain subsidiaries of Communications listed collectively as the
"Communications Subsidiaries."
99.3 TAX SHARING AGREEMENT entered into as of the 30th day of
September, 1999, and amended and restated as of the 23rd day
April, 2001, by and between The Williams Companies, Inc. and
Williams Communications Group, Inc.
99.4 AMENDED AND RESTATED INDEMNIFICATION AGREEMENT dated April 23,
2001, by and between The Williams Companies, Inc. and Williams
Communications Group, Inc.
99.5 SHAREHOLDER AGREEMENT dated April 23, 2001, by and between The
Williams Companies, Inc. and Williams Communications Group, Inc.
99.6 AMENDED AND RESTATED EMPLOYEE BENEFITS AGREEMENT dated April 23,
2001, by and between The Williams Companies, Inc. and Williams
Communications Group, Inc.
99.7 DEFERRAL LETTER dated April 23, 2001, by and between The Williams
Companies, Inc. and Williams Communications Group, Inc.