Williams Reports Higher Third-Quarter Earnings Driven by Strong Business Fundamentals and Natural Gas Demand

October 31, 2022 at 16:15 PM EDT

Williams (NYSE: WMB) today announced its unaudited financial results for the three and nine months ended Sept. 30, 2022.

Upside exposure builds on stable earnings growth of base business

GAAP net income of $599 million, or $0.49 per diluted share
Adjusted net income of $592 million, or $0.48 per diluted share (Adjusted EPS)
Adjusted EBITDA of $1.637 billion – up $217 million or 15% vs. 3Q 2021
Cash flow from operations (CFFO) of $1.490 billion – up $656 million or 79% vs. 3Q 2021
Available funds from operations (AFFO) of $1.241 billion – up $161 million or 15% vs. 3Q 2021
Dividend coverage ratio of 2.40x (AFFO basis)
Strong operational performance with gathering volumes of approximately 17 Bcf/d and contracted transmission capacity of 24.4 Bcf/d – up 11% and 3%, respectively from 3Q 2021
Expect 2022 Adjusted EBITDA near high end of previously raised guidance range of $6.1 billion to $6.4 billion

Advancing clean energy strategy through project execution, acquisitions and partnerships

Expanded natural gas transmission and storage footprint with purchase of NorTex Midstream
Entered agreement with PennEnergy Resources to market and deliver low-emission next gen gas
Completed Gulfstream Phase VI expansion; executing slate of projects on Transco, Northeast G&P, Haynesville and Deepwater Gulf of Mexico
Advancing clean hydrogen commercialization strategy in Wyoming with Daroga Power agreement

CEO Perspective

Alan Armstrong, president and chief executive officer, made the following comments:

"Williams third quarter Adjusted EBITDA growth of 15% demonstrates our ability to capture upside on top of the steady growth of our base business. Williams is thriving as demand for our critical services continues to expand, and we are well positioned to excel despite the macro-economic concerns for the broader markets. Our natural gas focused strategy and long-term approach to business is built to capture upside and at the same time weather commodity price down cycles like we saw in 2020. As an organization, we are energized by the opportunity to serve this growing demand for clean, secure and affordable energy.

"With the winter heating season now upon us, the need for secure natural gas supplies on a global scale has never been more pronounced, especially as the crisis in Ukraine continues to wreak havoc on energy markets and the global economy, which depends on access to affordable energy. The United States, with our abundance of natural gas, is well positioned to bring energy security to nations in need while at the same time reducing emissions, so long as we have comprehensive energy policies that allow us to build the infrastructure to connect these low cost supplies to growing demand here at home and abroad. If we don’t deal with permitting reform, we will continue to see higher utility bills at home and the unnecessary destruction of our allies' economies."

Armstrong added, “Williams is executing a number of high-return growth projects across our portfolio to meet growing long-term natural gas demand domestically and around the world. As we bring this critical infrastructure on line to meet growing demand, we expect to see continued earnings growth and value creation for our shareholders."

Williams Summary Financial Information	3Q				Year to Date
Amounts in millions, except ratios and per-share amounts. Per share amounts are reported on a diluted basis. Net income amounts are from continuing operations attributable to The Williams Companies, Inc. available to common stockholders.		2022		2021		2022		2021

GAAP Measures
Net Income	$	599	$	164	$	1,378	$	893
Net Income Per Share	$	0.49	$	0.13	$	1.13	$	0.73
Cash Flow From Operations	$	1,490	$	834	$	3,670	$	2,806

Non-GAAP Measures (1)
Adjusted EBITDA	$	1,637	$	1,420	$	4,644	$	4,152
Adjusted Net Income	$	592	$	426	$	1,575	$	1,182
Adjusted Earnings Per Share	$	0.48	$	0.35	$	1.29	$	0.96
Available Funds from Operations	$	1,241	$	1,080	$	3,561	$	3,028
Dividend Coverage Ratio	2.40x		2.17x		2.29x		2.03x

Other
Debt-to-Adjusted EBITDA at Quarter End (2)	3.68x		4.04x
Capital Investments (3) (4) (5)	$	526	$	469	$	1,271	$	1,206

(1) Schedules reconciling Adjusted Net Income, Adjusted EBITDA, Available Funds from Operations and Dividend Coverage Ratio (non-GAAP measures) to the most comparable GAAP measure are available at www.williams.com and as an attachment to this news release.
(2) Does not represent leverage ratios measured for WMB credit agreement compliance or leverage ratios as calculated by the major credit ratings agencies. Debt is net of cash on hand, and Adjusted EBITDA reflects the sum of the last four quarters.
(3) Capital Investments includes increases to property, plant, and equipment (growth & maintenance capital), purchases of businesses, net of cash acquired, purchases of and contributions to equity-method investments and purchases of other long-term investments.
(4) Year-to-date 2022 excludes $933 million for purchase of the Trace Midstream Haynesville gathering assets, which closed April 29, 2022.
(5) Third quarter and year-to-date 2022 exclude $424 million for purchase of the NorTex Midstream assets, which closed August 31, 2022.

GAAP Measures

Third-quarter 2022 net income increased by $435 million compared to the prior year reflecting the benefit of higher service revenues from commodity-based rates, higher Haynesville gathering volumes including the Trace Acquisition, and Transco’s Leidy South project being in service, higher results from our upstream operations, as well as a favorable change of $344 million in net unrealized gains/losses on commodity derivatives. These improvements were partially offset by higher operating and administrative expenses, including higher employee-related costs. The tax provision increased due to higher pretax income, partially offset by the net benefit from a reduction in our estimated state deferred income tax rate.

Year-to-date 2022 net income increased by $485 million compared to the prior year reflecting the benefit of higher service revenues as described above, higher results from our upstream operations, and higher commodity margins. These improvements were partially offset by increased intangible asset amortization, higher operating and administrative expenses driven by the increased scale of our upstream operations and higher employee-related costs, including costs from the Sequent acquisition for the full 2022 period, and the absence of a $77 million favorable impact in 2021 from Winter Storm Uri. The tax provision changed favorably as the impact of higher pretax income was more than offset by $134 million associated with the release of valuation allowances on deferred income tax assets and federal income tax settlements in the second quarter and the net benefit from a lower estimated state deferred income tax rate in the third quarter.

Cash flow from operations for the third quarter of 2022 increased as compared to 2021 primarily due to favorable changes in margin deposits associated with commodity derivatives, favorable net changes in working capital, higher operating results exclusive of non-cash items, and higher distributions from equity-method investments. Year-to-date cash flow from operations also increased compared to 2021 driven by similar factors.

Non-GAAP Measures

Third-quarter 2022 Adjusted EBITDA increased by $217 million over the prior year, driven by the previously described benefits from service revenues and upstream operations, partially offset by higher operating and administrative costs. Year-to-date 2022 Adjusted EBITDA increased by $492 million over the prior year due to similar drivers and higher commodity margins, but also reflecting the absence of the favorable impact in 2021 from Winter Storm Uri.

Third-quarter 2022 Adjusted Income improved by $166 million over the prior year, driven by the previously described impacts to net income, adjusted primarily to remove the effects of net unrealized gains/losses on commodity derivatives, amortization of certain assets from the Sequent acquisition, certain regulatory charges, and favorable income tax benefits. Year-to-date 2022 Adjusted Income improved by $393 million over the prior year for similar reasons.

Third-quarter 2022 Available Funds From Operations (AFFO) increased by $161 million compared to the prior year primarily due to higher operating results exclusive of non-cash items and higher distributions from equity-method investments. Year-to-date 2022 AFFO increased by $533 million reflecting similar drivers.

Business Segment Results & Form 10-Q

Williams' operations are comprised of the following reportable segments: Transmission & Gulf of Mexico, Northeast G&P, West and Gas & NGL Marketing Services, as well as Other. For more information, see the company's third-quarter 2022 Form 10-Q.

	Third Quarter													Year to Date
Amounts in millions	Modified EBITDA							Adjusted EBITDA						Modified EBITDA									Adjusted EBITDA
Amounts in millions		3Q 2022		3Q 2021		Change			3Q 2022		3Q 2021	Change			2022			2021		Change				2022		2021	Change
Transmission & Gulf of Mexico	$	638	$	630		$	8	$	671	$	630	$	41	$	1,987		$	1,936		$	51		$	2,020	$	1,938	$	82
Northeast G&P		464		442			22		464		442		22		1,332			1,253			79			1,332		1,253		79
West		337		257			80		337		257		80		885			702			183			893		702		191
Gas & NGL Marketing Services		20		(262	)		282		38		34		4		(249	)		(161	)		(88	)		109		135		(26	)
Other		140		38			102		127		57		70		284			91			193			290		124		166
Total	$	1,599	$	1,105		$	494	$	1,637	$	1,420	$	217	$	4,239		$	3,821		$	418		$	4,644	$	4,152	$	492

Note: Williams uses Modified EBITDA for its segment reporting. Definitions of Modified EBITDA and Adjusted EBITDA and schedules reconciling to net income are included in this news release.

Transmission & Gulf of Mexico

Third-quarter and year-to-date 2022 Modified and Adjusted EBITDA improved compared to the prior year driven by higher service revenues from Transco’s Leidy South expansion project and reduced hurricane impacts in the Gulf Coast region, partially offset by higher operating and administrative costs. Modified EBITDA for the 2022 periods was further impacted by certain regulatory and abandonment charges which are excluded from Adjusted EBITDA.

Northeast G&P

Third-quarter 2022 Modified and Adjusted EBITDA increased over the prior year driven by higher service revenues from Ohio Valley Midstream, partially offset by higher operating and administrative costs. Contributions from equity-investees increased reflecting higher commodity-based rates partially offset lower cost-of-service rates and volumes.

Both Modified and Adjusted EBITDA also improved for the year-to-date 2022 period, driven by Ohio Valley Midstream and gathering rate escalations, partially offset by higher operating and administrative costs. Net equity-investee contributions increased as previously described.

West

Third-quarter and year-to-date 2022 Modified and Adjusted EBITDA increased compared to the prior year benefiting from higher commodity-based rates and higher Haynesville gathering volumes including contributions from Trace Midstream acquired in April, partially offset by higher operating and administrative costs.

Gas & NGL Marketing Services

Third-quarter 2022 Modified EBITDA improved from the prior year primarily reflecting a $299 million net favorable change in unrealized gains/losses on commodity derivatives, which is excluded from Adjusted EBITDA. Both measures reflected stable commodity margins which included write-downs of inventory to lower period-end market prices, as well as higher administrative costs.

Year-to-date 2022 Modified EBITDA declined from the prior year primarily reflecting a $43 million net unfavorable change in unrealized loss on commodity derivatives, which is excluded from Adjusted EBITDA. Both measures were also impacted by higher commodity margins which included the impact of write-downs of inventory to lower period-end market prices, more than offset by the absence of a $58 million favorable impact in 2021 from Winter Storm Uri and higher administrative costs associated with the Sequent business acquired in July 2021.

Other

Third-quarter 2022 Modified EBITDA improved compared to the prior year primarily reflecting higher prices and volumes from our upstream operations and a $44 million net favorable change in unrealized gains/losses on commodity derivatives related to our upstream operations, which is excluded from Adjusted EBITDA.

Year-to-date 2022 Modified EBITDA also improved compared to the prior year primarily reflecting higher prices and volumes from our upstream operations and a $30 million net favorable change in unrealized gain/loss on commodity derivatives related to our upstream operations, which is excluded from Adjusted EBITDA. Both measures were also impacted by the absence of a $22 million favorable impact in 2021 from Winter Storm Uri.

2022 Financial Guidance

The company continues to expect 2022 Adjusted EBITDA near the high end of its previously announced guidance range of $6.1 billion and $6.4 billion. The company is also maintaining guidance for 2022 growth capital expenditures between $1.25 billion to $1.35 billion, which excludes approximately $1.5 billion in total acquisitions and follow-on expenditures for Trace Midstream and NorTex Midstream assets. The company is reaffirming maintenance capital expenditures between $650 million and $750 million, which includes capital for emissions reduction and modernization initiatives. Williams anticipates achieving a leverage ratio (net debt-to-Adjusted EBITDA) of approximately 3.6x, below the original guidance of 3.8x.

Williams' Third-Quarter 2022 Materials to be Posted Shortly; Q&A Webcast Scheduled for Tomorrow

Williams third-quarter 2022 earnings presentation will be posted at www.williams.com. The company’s third-quarter 2022 earnings conference call and webcast with analysts and investors is scheduled for Tuesday, Nov. 1, at 9:30 a.m. Eastern Time (8:30 a.m. Central Time). Participants who wish to join the call by phone must register using the following link: https://conferencingportals.com/event/MTgNWtxQ.

A webcast link to the conference call is available on Williams' Investor Relations website. A replay of the webcast will be available on the website for at least 90 days following the event.

About Williams

As the world demands reliable, low-cost, low-carbon energy, Williams (NYSE: WMB) will be there with the best transport, storage and delivery solutions to reliably fuel the clean energy economy. Headquartered in Tulsa, Oklahoma, Williams is an industry-leading, investment grade C-Corp with operations across the natural gas value chain including gathering, processing, interstate transportation, storage, wholesale marketing and trading of natural gas and natural gas liquids. With major positions in top U.S. supply basins, Williams connects the best supplies with the growing demand for clean energy. Williams owns and operates more than 30,000 miles of pipelines system wide – including Transco, the nation’s largest volume and fastest growing pipeline – and handles approximately 30 percent of the natural gas in the United States that is used every day for clean-power generation, heating and industrial use. Learn how the company is leveraging its nationwide footprint to incorporate clean hydrogen, next generation gas and other innovations at www.williams.com.

The Williams Companies, Inc.
Consolidated Statement of Income
(Unaudited)

	Three Months Ended September 30,						Nine Months Ended September 30,
		2022			2021			2022			2021
	(Millions, except per-share amounts)
Revenues:
Service revenues	$	1,685		$	1,506		$	4,828		$	4,418
Service revenues – commodity consideration		60			64			223			164
Product sales		1,260			1,296			3,475			3,229
Net gain (loss) on commodity derivatives		16			(391	)		(491	)		(441	)
Total revenues		3,021			2,475			8,035			7,370
Costs and expenses:
Product costs		990			1,043			2,650			2,672
Net processing commodity expenses		29			28			99			67
Operating and maintenance expenses		486			409			1,345			1,148
Depreciation and amortization expenses		500			487			1,504			1,388
Selling, general, and administrative expenses		163			152			477			389
Other (income) expense – net		33			1			14			12
Total costs and expenses		2,201			2,120			6,089			5,676
Operating income (loss)		820			355			1,946			1,694
Equity earnings (losses)		193			157			492			423
Other investing income (loss) – net		1			2			4			6
Interest incurred		(296	)		(295	)		(871	)		(892	)
Interest capitalized		5			3			13			8
Other income (expense) – net		(6	)		4			5			4
Income (loss) before income taxes		717			226			1,589			1,243
Less: Provision (benefit) for income taxes		96			53			169			313
Net income (loss)		621			173			1,420			930
Less: Net income (loss) attributable to noncontrolling interests		21			8			40			35
Net income (loss) attributable to The Williams Companies, Inc.		600			165			1,380			895
Less: Preferred stock dividends		1			1			2			2
Net income (loss) available to common stockholders	$	599		$	164		$	1,378		$	893
Basic earnings (loss) per common share:
Net income (loss)	$	.49		$	.14		$	1.13		$	.74
Weighted-average shares (thousands)		1,218,964			1,215,434			1,218,202			1,215,113
Diluted earnings (loss) per common share:
Net income (loss)	$	.49		$	.13		$	1.13		$	.73
Weighted-average shares (thousands)		1,222,472			1,217,979			1,222,153			1,217,558

The Williams Companies, Inc.
Consolidated Balance Sheet
(Unaudited)

	September 30, 2022			December 31, 2021
	(Millions, except per-share amounts)
ASSETS
Current assets:
Cash and cash equivalents	$	859		$	1,680
Trade accounts and other receivables		2,674			1,986
Allowance for doubtful accounts		(15	)		(8	)
Trade accounts and other receivables – net		2,659			1,978
Inventories		447			379
Derivative assets		201			301
Other current assets and deferred charges		272			211
Total current assets		4,438			4,549
Investments		5,066			5,127
Property, plant, and equipment		46,186			44,184
Accumulated depreciation and amortization		(15,848	)		(14,926	)
Property, plant, and equipment – net		30,338			29,258
Intangible assets – net of accumulated amortization		7,493			7,402
Regulatory assets, deferred charges, and other		1,337			1,276
Total assets	$	48,672		$	47,612
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	2,613		$	1,746
Accrued liabilities		1,527			1,201
Long-term debt due within one year		877			2,025
Total current liabilities		5,017			4,972
Long-term debt		22,530			21,650
Deferred income tax liabilities		2,637			2,453
Regulatory liabilities, deferred income, and other		4,578			4,436
Contingent liabilities and commitments
Equity:
Stockholders’ equity:
Preferred stock ($1 par value; 30 million shares authorized at September 30, 2022 and December 31, 2021; 35,000 shares issued at September 30, 2022 and December 31, 2021)		35			35
Common stock ($1 par value; 1,470 million shares authorized at September 30, 2022 and December 31, 2021; 1,253 million shares issued at September 30, 2022 and 1,250 million shares issued at December 31, 2021)		1,253			1,250
Capital in excess of par value		24,527			24,449
Retained deficit		(13,419	)		(13,237	)
Accumulated other comprehensive income (loss)		(27	)		(33	)
Treasury stock, at cost (35 million shares of common stock)		(1,050	)		(1,041	)
Total stockholders’ equity		11,319			11,423
Noncontrolling interests in consolidated subsidiaries		2,591			2,678
Total equity		13,910			14,101
Total liabilities and equity	$	48,672		$	47,612

The Williams Companies, Inc.
Consolidated Statement of Cash Flows
(Unaudited)

	Nine Months Ended September 30,
		2022			2021
	(Millions)
OPERATING ACTIVITIES:
Net income (loss)	$	1,420		$	930
Adjustments to reconcile to net cash provided (used) by operating activities:
Depreciation and amortization		1,504			1,388
Provision (benefit) for deferred income taxes		182			313
Equity (earnings) losses		(492	)		(423	)
Distributions from unconsolidated affiliates		688			574
Net unrealized (gain) loss from derivative instruments		329			317
Amortization of stock-based awards		58			60
Cash provided (used) by changes in current assets and liabilities:
Accounts receivable		(672	)		(538	)
Inventories		(76	)		(112	)
Other current assets and deferred charges		(62	)		(67	)
Accounts payable		743			570
Accrued liabilities		167			67
Changes in current and noncurrent derivative assets and liabilities		86			(267	)
Other, including changes in noncurrent assets and liabilities		(205	)		(6	)
Net cash provided (used) by operating activities		3,670			2,806
FINANCING ACTIVITIES:
Proceeds from long-term debt		1,752			898
Payments of long-term debt		(2,019	)		(887	)
Proceeds from issuance of common stock		53			6
Common dividends paid		(1,553	)		(1,494	)
Dividends and distributions paid to noncontrolling interests		(141	)		(135	)
Contributions from noncontrolling interests		15			6
Payments for debt issuance costs		(14	)		(7	)
Other – net		(49	)		(13	)
Net cash provided (used) by financing activities		(1,956	)		(1,626	)
INVESTING ACTIVITIES:
Property, plant, and equipment:
Capital expenditures (1)		(1,447	)		(957	)
Dispositions – net		(19	)		5
Contributions in aid of construction		8			46
Purchases of businesses, net of cash acquired		(933	)		(126	)
Purchases of and contributions to equity-method investments		(140	)		(79	)
Other – net		(4	)		3
Net cash provided (used) by investing activities		(2,535	)		(1,108	)
Increase (decrease) in cash and cash equivalents		(821	)		72
Cash and cash equivalents at beginning of year		1,680			142
Cash and cash equivalents at end of period	$	859		$	214
_____________
(1) Increases to property, plant, and equipment	$	(1,549	)	$	(1,001	)
Changes in related accounts payable and accrued liabilities		102			44
Capital expenditures	$	(1,447	)	$	(957	)

Transmission & Gulf of Mexico
(UNAUDITED)
	2021															2022
(Dollars in millions)	1st Qtr			2nd Qtr			3rd Qtr			4th Qtr			Year			1st Qtr			2nd Qtr			3rd Qtr			Year
Regulated interstate natural gas transportation, storage, and other revenues ⁽¹⁾	$	708		$	693		$	706		$	739		$	2,846		$	730		$	717		$	734		$	2,181
Gathering, processing, storage and transportation revenues		86			90			74			94			344			82			84			99			265
Other fee revenues ⁽¹⁾		4			4			5			5			18			5			5			4			14
Commodity margins		8			7			8			12			35			15			11			10			36
Net unrealized gain (loss) from derivative instruments		—			—			—			—			—			—			—			1			1
Operating and administrative costs ⁽¹⁾		(198	)		(197	)		(215	)		(226	)		(836	)		(202	)		(227	)		(238	)		(667	)
Other segment income (expenses) - net ⁽¹⁾		5			5			7			16			33			19			17			(22	)		14
Impairment of certain assets		—			(2	)		—			—			(2	)		—			—			—			—
Proportional Modified EBITDA of equity-method investments		47			46			45			45			183			48			45			50			143
Modified EBITDA		660			646			630			685			2,621			697			652			638			1,987
Adjustments		—			2			—			—			2			—			—			33			33
Adjusted EBITDA	$	660		$	648		$	630		$	685		$	2,623		$	697		$	652		$	671		$	2,020

Statistics for Operated Assets
Natural Gas Transmission
Transcontinental Gas Pipe Line
Avg. daily transportation volumes (Tbtu)		14.1			13.1			13.8			14.2			13.8			15.0			13.5			14.7			14.4
Avg. daily firm reserved capacity (Tbtu)		18.6			18.3			18.7			19.2			18.7			19.3			19.1			19.2			19.2
Northwest Pipeline LLC
Avg. daily transportation volumes (Tbtu)		2.8			2.2			2.0			2.6			2.4			2.8			2.1			2.0			2.3
Avg. daily firm reserved capacity (Tbtu)		3.8			3.8			3.8			3.8			3.8			3.8			3.8			3.8			3.8
Gulfstream - Non-consolidated
Avg. daily transportation volumes (Tbtu)		1.0			1.2			1.3			1.1			1.2			0.9			1.3			1.4			1.2
Avg. daily firm reserved capacity (Tbtu)		1.3			1.3			1.3			1.3			1.3			1.3			1.3			1.4			1.3
Gathering, Processing, and Crude Oil Transportation
Consolidated ⁽²⁾
Gathering volumes (Bcf/d)		0.28			0.31			0.25			0.29			0.28			0.30			0.28			0.29			0.29
Plant inlet natural gas volumes (Bcf/d)		0.46			0.41			0.44			0.48			0.45			0.48			0.46			0.49			0.48
NGL production (Mbbls/d)		29			26			28			33			29			31			31			26			29
NGL equity sales (Mbbls/d)		7			5			6			7			6			7			7			4			6
Crude oil transportation volumes (Mbbls/d)		130			151			120			135			134			110			124			125			120
Non-consolidated ⁽³⁾
Gathering volumes (Bcf/d)		0.36			0.40			0.29			0.36			0.35			0.39			0.37			0.41			0.39
Plant inlet natural gas volumes (Bcf/d)		0.37			0.40			0.29			0.36			0.35			0.38			0.37			0.41			0.39
NGL production (Mbbls/d)		28			31			21			27			27			28			26			29			28
NGL equity sales (Mbbls/d)		9			11			6			7			8			8			6			7			7

(1) Excludes certain amounts associated with revenues and operating costs for tracked or reimbursable charges. Also, Operating and administrative costs increased in 2021, particularly in third quarter and fourth quarter, due to higher incentive and equity compensation expense.
(2) Excludes volumes associated with equity-method investments that are not consolidated in our results.
(3) Includes 100% of the volumes associated with operated equity-method investments.

Northeast G&P
(UNAUDITED)
	2021															2022
(Dollars in millions)	1st Qtr			2nd Qtr			3rd Qtr			4th Qtr			Year			1st Qtr			2nd Qtr			3rd Qtr			Year
Gathering, processing, transportation, and fractionation revenues	$	311		$	315		$	340		$	342		$	1,308		$	323		$	350		$	354		$	1,027
Other fee revenues ⁽¹⁾		25			25			26			27			103			27			27			27			81
Commodity margins		3			—			(2	)		4			5			6			1			3			10
Operating and administrative costs ⁽¹⁾		(89	)		(86	)		(94	)		(103	)		(372	)		(85	)		(102	)		(101	)		(288	)
Other segment income (expenses) - net		(1	)		(7	)		(3	)		(3	)		(14	)		(3	)		—			(1	)		(4	)
Proportional Modified EBITDA of equity-method investments		153			162			175			192			682			150			174			182			506
Modified EBITDA		402			409			442			459			1,712			418			450			464			1,332
Adjustments		—			—			—			—			—			—			—			—			—
Adjusted EBITDA	$	402		$	409		$	442		$	459		$	1,712		$	418		$	450		$	464		$	1,332

Statistics for Operated Assets and Blue Racer Midstream
Gathering and Processing
Consolidated ⁽²⁾
Gathering volumes (Bcf/d)		4.19			4.10			4.26			4.38			4.24			4.03			4.19			4.22			4.15
Plant inlet natural gas volumes (Bcf/d)		1.41			1.62			1.64			1.62			1.57			1.46			1.70			1.74			1.63
NGL production (Mbbls/d)		102			115			121			120			115			110			118			125			118
NGL equity sales (Mbbls/d)		1			1			—			1			1			2			1			1			1
Non-consolidated ⁽³⁾
Gathering volumes (Bcf/d)		6.62			6.76			6.92			6.84			6.79			6.62			6.76			6.58			6.65
Plant inlet natural gas volumes (Bcf/d)		0.87			0.87			0.79			0.73			0.82			0.66			0.76			0.66			0.69
NGL production (Mbbls/d)		60			58			56			51			56			50			53			45			50
NGL equity sales (Mbbls/d)		8			6			6			6			6			4			3			2			3

(1) Excludes certain amounts associated with revenues and operating costs for reimbursable charges. Also, Operating and administrative costs increased in 2021, particularly in third quarter and fourth quarter, due to higher incentive and equity compensation expense.
(2) Includes volumes associated with Susquehanna Supply Hub, the Northeast JV, and Utica Supply Hub, all of which are consolidated.
(3) Includes 100% of the volumes associated with operated equity-method investments, including the Laurel Mountain Midstream partnership; and the Bradford Supply Hub and the Marcellus South Supply Hub within the Appalachia Midstream Services partnership. Also all periods include Blue Racer Midstream.

West
(UNAUDITED)
	2021															2022
(Dollars in millions)	1st Qtr			2nd Qtr			3rd Qtr			4th Qtr			Year			1st Qtr			2nd Qtr			3rd Qtr			Year
Net gathering, processing, transportation, storage, and fractionation revenues	$	269		$	285		$	302		$	313		$	1,169		$	317		$	360			397		$	1,074
Other fee revenues⁽¹⁾		6			4			4			7			21			6			6			6			18
Commodity margins		31			26			21			22			100			23			25			27			75
Operating and administrative costs ⁽¹⁾		(109	)		(113	)		(108	)		(112	)		(442	)		(112	)		(133	)		(128	)		(373	)
Other segment income (expenses) - net		—			(1	)		11			(2	)		8			(1	)		(1	)		(6	)		(8	)
Proportional Modified EBITDA of equity-method investments		25			22			27			31			105			27			31			41			99
Modified EBITDA		222			223			257			259			961			260			288			337			885
Adjustments		—			—			—			—			—			—			8			—			8
Adjusted EBITDA	$	222		$	223		$	257		$	259		$	961		$	260		$	296		$	337		$	893

Statistics for Operated Assets
Gathering and Processing
Consolidated ⁽²⁾
Gathering volumes (Bcf/d) ⁽³⁾		3.11			3.21			3.31			3.36			3.25			3.47			5.14			5.20			5.09
Plant inlet natural gas volumes (Bcf/d)		1.20			1.20			1.29			1.22			1.23			1.13			1.14			1.21			1.16
NGL production (Mbbls/d)		36			39			49			43			41			47			49			45			47
NGL equity sales (Mbbls/d)		13			16			19			15			16			17			18			13			16
Non-consolidated ⁽⁴⁾
Gathering volumes (Bcf/d)		0.27			0.30			0.28			0.28			0.29			0.28			0.28			0.29			0.29
Plant inlet natural gas volumes (Bcf/d)		0.27			0.30			0.28			0.28			0.28			0.27			0.28			0.29			0.28
NGL production (Mbbls/d)		24			32			32			32			29			31			32			34			33
NGL and Crude Oil Transportation volumes (Mbbls/d) ⁽⁵⁾		85			101			119			132			109			118			144			172			145

(1) Excludes certain amounts associated with revenues and operating costs for reimbursable charges. Also, Operating and administrative costs increased in 2021, particularly in third quarter and fourth quarter, due to higher incentive and equity compensation expense.
(2) Excludes volumes associated with equity-method investments that are not consolidated in our results.
(3) Includes 100% of the volumes associated with the Trace Acquisition gathering assets after the purchase on April 29, 2022. Average volumes for these assets were calculated over the period owned.
(4) Includes 100% of the volumes associated with operated equity-method investments, including Rocky Mountain Midstream.
(5) Includes 100% of the volumes associated with operated equity-method investments, including the Overland Pass Pipeline Company and Rocky Mountain Midstream.

Gas & NGL Marketing Services
(UNAUDITED)
	2021															2022
(Dollars in millions)	1st Qtr			2nd Qtr			3rd Qtr			4th Qtr			Year			1st Qtr			2nd Qtr			3rd Qtr			Year
Commodity margins	$	95		$	13		$	46		$	11		$	165		$	100		$	23		$	39		$	162
Other fee revenues		1			1			—			1			3			1			—			1			2
Net unrealized gain (loss) from derivative instruments		—			(3	)		(294	)		188			(109	)		(57	)		(288	)		5			(340	)
Operating and administrative costs		(3	)		(3	)		(14	)		(17	)		(37	)		(31	)		(23	)		(24	)		(78	)
Other segment income (expenses) - net		—			—			—			—			—			—			6			(1	)		5
Modified EBITDA		93			8			(262	)		183			22			13			(282	)		20			(249	)
Adjustments ⁽¹⁾		—			—			296			(172	)		124			52			288			18			358
Adjusted EBITDA	$	93		$	8		$	34		$	11		$	146		$	65		$	6		$	38		$	109

Statistics
Product Sales Volumes
Natural Gas (Bcf/d)⁽²⁾		1.05			0.94			7.98			7.71			7.70			7.96			6.66			7.11			7.25
NGLs (Mbbls/d)		233			216			229			229			227			246			234			267			249

(1) 2022 Adjustments for Gas & NGL Marketing Services includes the impact of volatility on NGL linefill transactions. Had this adjustment been made in 2021, Adjusted EBITDA would have been reduced by ($15), ($5), ($15), $1, and ($34) for the 1st, 2nd, 3rd, and 4th quarters, and full year period, respectively.
(2) Includes 100% of the volumes associated with the Sequent Acquisition after the purchase on July 1, 2021. Average volumes were calculated over the period owned.

Other
(UNAUDITED)
	2021															2022
(Dollars in millions)	1st Qtr			2nd Qtr			3rd Qtr			4th Qtr			Year			1st Qtr			2nd Qtr			3rd Qtr			Year
Service revenues	$	7		$	8		$	8		$	9		$	32		$	9		$	7		$	6		$	22
Net realized product sales		56			49			105			103			313			96			142			180			418
Net unrealized gain (loss) from derivative instruments		—			(5	)		(15	)		20			—			(66	)		47			29			10
Operating and administrative costs		(25	)		(26	)		(58	)		(43	)		(152	)		(33	)		(57	)		(62	)		(152	)
Other segment income (expenses) - net		(5	)		(6	)		(2	)		(2	)		(15	)		(1	)		—			(13	)		(14	)
Modified EBITDA		33			20			38			87			178			5			139			140			284
Adjustments		5			9			19			(18	)		15			66			(47	)		(13	)		6
Adjusted EBITDA	$	38		$	29		$	57		$	69		$	193		$	71		$	92		$	127		$	290

Statistics
Net Product Sales Volumes
Natural Gas (Bcf/d)		0.07			0.14			0.17			0.14			0.13			0.12			0.19			0.27			0.19
NGLs (Mbbls/d)		2			6			8			8			6			7			7			8			7
Oil (Mbbls/d)		1			2			3			3			2			2			3			2			2

Capital Expenditures and Investments
(UNAUDITED)
	2021															2022
(Dollars in millions)	1st Qtr			2nd Qtr			3rd Qtr			4th Qtr			Year			1st Qtr			2nd Qtr			3rd Qtr			Year

Capital expenditures:
Transmission & Gulf of Mexico	$	109		$	209		$	172		$	173		$	663		$	125		$	129		$	637		$	891
Northeast G&P		40			46			41			22			149			40			30			52			122
West		33			76			49			45			203			61			82			94			237
Other		78			94			10			42			224			65			74			58			197
Total ⁽¹⁾	$	260		$	425		$	272		$	282		$	1,239		$	291		$	315		$	841		$	1,447

Purchases of and contributions to equity-method investments:
Transmission & Gulf of Mexico	$	3		$	6		$	5		$	12		$	26		$	16		$	26		$	11		$	53
Northeast G&P		11			24			30			24			89			32			18			28			78
Other		—			—			—			—			—			8			—			1			9
Total	$	14		$	30		$	35		$	36		$	115		$	56		$	44		$	40		$	140

Summary:
Transmission & Gulf of Mexico	$	112		$	215		$	177		$	185		$	689		$	141		$	155		$	648		$	944
Northeast G&P		51			70			71			46			238			72			48			80			200
West		33			76			49			45			203			61			82			94			237
Other		78			94			10			42			224			73			74			59			206
Total	$	274		$	455		$	307		$	318		$	1,354		$	347		$	359		$	881		$	1,587

Capital investments:
Increases to property, plant, and equipment	$	263		$	430		$	308		$	304		$	1,305		$	260		$	382		$	907		$	1,549
Purchases of businesses, net of cash acquired		—			—			126			25			151			—			933			—			933
Purchases of and contributions to equity-method investments		14			30			35			36			115			56			44			40			140
Purchases of other long-term investments		—			—			—			6			6			—			3			3			6
Total	$	277		$	460		$	469		$	371		$	1,577		$	316		$	1,362		$	950		$	2,628

⁽¹⁾ Increases to property, plant, and equipment	$	263		$	430		$	308		$	304		$	1,305		$	260		$	382		$	907		$	1,549
Changes in related accounts payable and accrued liabilities		(3	)		(5	)		(36	)		(22	)		(66	)		31			(67	)		(66	)		(102	)
Capital expenditures	$	260		$	425		$	272		$	282		$	1,239		$	291		$	315		$	841		$	1,447

Contributions from noncontrolling interests	$	2		$	4		$	—		$	3		$	9		$	3		$	5		$	7		$	15
Contributions in aid of construction	$	19		$	17		$	10		$	6		$	52		$	(3	)	$	9		$	2		$	8
Proceeds from disposition of equity-method investments	$	—		$	1		$	—		$	—		$	1		$	—		$	—		$	7		$	7

Non-GAAP Measures

This news release and accompanying materials may include certain financial measures – adjusted EBITDA, adjusted income (“earnings”), adjusted earnings per share, available funds from operations and dividend coverage ratio – that are non-GAAP financial measures as defined under the rules of the SEC.

Our segment performance measure, modified EBITDA, is defined as net income (loss) before income (loss) from discontinued operations, income tax expense, net interest expense, equity earnings from equity-method investments, other net investing income, impairments of equity investments and goodwill, depreciation and amortization expense, and accretion expense associated with asset retirement obligations for nonregulated operations. We also add our proportional ownership share (based on ownership interest) of modified EBITDA of equity-method investments.

Adjusted EBITDA further excludes items of income or loss that we characterize as unrepresentative of our ongoing operations. Such items are excluded from net income to determine adjusted income and adjusted earnings per share. Management believes this measure provides investors meaningful insight into results from ongoing operations.

Available funds from operations is defined as cash flow from operations excluding the effect of changes in working capital and certain other changes in noncurrent assets and liabilities, reduced by preferred dividends and net distributions to noncontrolling interests.

This news release is accompanied by a reconciliation of these non-GAAP financial measures to their nearest GAAP financial measures. Management uses these financial measures because they are accepted financial indicators used by investors to compare company performance. In addition, management believes that these measures provide investors an enhanced perspective of the operating performance of assets and the cash that the business is generating.

Neither adjusted EBITDA, adjusted income, nor available funds from operations are intended to represent cash flows for the period, nor are they presented as an alternative to net income or cash flow from operations. They should not be considered in isolation or as substitutes for a measure of performance prepared in accordance with United States generally accepted accounting principles.

Reconciliation of Income (Loss) Attributable to The Williams Companies, Inc. to Non-GAAP Adjusted Income
(UNAUDITED)
	2021															2022
(Dollars in millions, except per-share amounts)	1st Qtr			2nd Qtr			3rd Qtr			4th Qtr			Year			1st Qtr			2nd Qtr			3rd Qtr			Year

Income (loss) attributable to The Williams Companies, Inc. available to common stockholders	$	425		$	304		$	164		$	621		$	1,514		$	379		$	400		$	599		$	1,378

Income (loss) - diluted earnings (loss) per common share ⁽¹⁾	$	.35		$	.25		$	.13		$	.51		$	1.24		$	.31		$	.33		$	.49		$	1.13
Adjustments:
Transmission & Gulf of Mexico
Loss related to Eminence storage cavern abandonments	$	—		$	—		$	—		$	—		$	—		$	—		$	—		$	19		$	19
Regulatory liability charges associated with decrease in Transco’s estimated deferred state income tax rate		—			—			—			—			—			—			—			15			15
Net unrealized (gain) loss from derivative instruments		—			—			—			—			—			—			—			(1	)		(1	)
Impairment of certain assets		—			2			—			—			2			—			—			—			—
Total Transmission & Gulf of Mexico adjustments		—			2			—			—			2			—			—			33			33
West
Trace acquisition costs		—			—			—			—			—			—			8			—			8
Total West adjustments		—			—			—			—			—			—			8			—			8
Gas & NGL Marketing Services
Amortization of purchase accounting inventory fair value adjustment		—			—			2			16			18			15			—			—			15
Impact of volatility on NGL linefill transactions ⁽²⁾		—			—			—			—			—			(20	)		—			23			3
Net unrealized (gain) loss from derivative instruments		—			—			294			(188	)		106			57			288			(5	)		340
Total Gas & NGL Marketing Services adjustments		—			—			296			(172	)		124			52			288			18			358
Other
Regulatory liability charge associated with decrease in Transco’s estimated deferred state income tax rate		—			—			—			—			—			—			—			5			5
Expenses associated with Sequent acquisition and transition		—			—			3			2			5			—			—			—			—
Net unrealized (gain) loss from derivative instruments		—			4			16			(20	)		—			66			(47	)		(29	)		(10	)
Accrual for loss contingencies		5			5			—			—			10			—			—			11			11
Total Other adjustments		5			9			19			(18	)		15			66			(47	)		(13	)		6
Adjustments included in Modified EBITDA		5			11			315			(190	)		141			118			249			38			405
Adjustments below Modified EBITDA
Accelerated depreciation for decommissioning assets		—			20			13			—			33			—			—			—			—
Amortization of intangible assets from Sequent acquisition		—			—			21			(3	)		18			42			41			42			125
Depreciation adjustment related to Eminence storage cavern abandonments		—			—			—			—			—			—			—			(1	)		(1	)
		—			20			34			(3	)		51			42			41			41			124
Total adjustments		5			31			349			(193	)		192			160			290			79			529
Less tax effect for above items		(1	)		(8	)		(87	)		48			(48	)		(40	)		(72	)		(17	)		(129	)
Adjustments for tax-related items ⁽³⁾		—			—			—			—			—			—			(134	)		(69	)		(203	)
Adjusted income available to common stockholders	$	429		$	327		$	426		$	476		$	1,658		$	499		$	484		$	592		$	1,575
Adjusted income - diluted earnings per common share ⁽¹⁾	$	.35		$	.27		$	.35		$	.39		$	1.36		$	.41		$	.40		$	.48		$	1.29
Weighted-average shares - diluted (thousands)		1,217,211			1,217,476			1,217,979			1,221,454			1,218,215			1,221,279			1,222,694			1,222,472			1,222,153
(1) The sum of earnings per share for the quarters may not equal the total earnings per share for the year due to changes in the weighted-average number of common shares outstanding.
(2) Had this adjustment been made in 2021, the Gas & NGL Marketing segment would have included adjustments of ($15), ($5), ($15), $1, and ($34) for the 1st, 2nd, 3rd, and 4th quarters, and full year period, respectively. This would have reduced Adjusted income – diluted earnings per common share by $0.01, $0.01, and $0.02 for the 1st and 3rd quarters, and full year period, respectively.
(3) The second quarter of 2022 includes adjustments for the reversal of valuation allowance due to the expected utilization of certain deferred income tax assets and previously unrecognized tax benefits from the resolution of certain federal income tax audits. The third quarter of 2022 includes an unfavorable adjustment to reverse the net benefit primarily associated with a significant decrease in our estimated deferred state income tax rate, partially offset by an unfavorable revision to a state net operating loss carryforward.

Reconciliation of "Net Income (Loss)" to “Modified EBITDA” and Non-GAAP “Adjusted EBITDA”
(UNAUDITED)
	2021															2022
(Dollars in millions)	1st Qtr			2nd Qtr			3rd Qtr			4th Qtr			Year			1st Qtr			2nd Qtr			3rd Qtr			Year

Net income (loss)	$	435		$	322		$	173		$	632		$	1,562		$	392		$	407		$	621		$	1,420
Provision (benefit) for income taxes		141			119			53			198			511			118			(45	)		96			169
Interest expense		294			298			292			295			1,179			286			281			291			858
Equity (earnings) losses		(131	)		(135	)		(157	)		(185	)		(608	)		(136	)		(163	)		(193	)		(492	)
Other investing (income) loss - net		(2	)		(2	)		(2	)		(1	)		(7	)		(1	)		(2	)		(1	)		(4	)
Proportional Modified EBITDA of equity-method investments		225			230			247			268			970			225			250			273			748
Depreciation and amortization expenses		438			463			487			454			1,842			498			506			500			1,504
Accretion expense associated with asset retirement obligations for nonregulated operations		10			11			12			12			45			11			13			12			36
Modified EBITDA	$	1,410		$	1,306		$	1,105		$	1,673		$	5,494		$	1,393		$	1,247		$	1,599		$	4,239

Transmission & Gulf of Mexico	$	660		$	646		$	630		$	685		$	2,621		$	697		$	652		$	638		$	1,987
Northeast G&P		402			409			442			459			1,712			418			450			464			1,332
West		222			223			257			259			961			260			288			337			885
Gas & NGL Marketing Services		93			8			(262	)		183			22			13			(282	)		20			(249	)
Other		33			20			38			87			178			5			139			140			284
Total Modified EBITDA	$	1,410		$	1,306		$	1,105		$	1,673		$	5,494		$	1,393		$	1,247		$	1,599		$	4,239

Adjustments ⁽¹⁾:
Transmission & Gulf of Mexico	$	—		$	2		$	—		$	—		$	2		$	—		$	—		$	33		$	33
West		—			—			—			—			—			—			8			—			8
Gas & NGL Marketing Services⁽²⁾		—			—			296			(172	)		124			52			288			18			358
Other		5			9			19			(18	)		15			66			(47	)		(13	)		6
Total Adjustments	$	5		$	11		$	315		$	(190	)	$	141		$	118		$	249		$	38		$	405

Adjusted EBITDA:
Transmission & Gulf of Mexico	$	660		$	648		$	630		$	685		$	2,623		$	697		$	652		$	671		$	2,020
Northeast G&P		402			409			442			459			1,712			418			450			464			1,332
West		222			223			257			259			961			260			296			337			893
Gas & NGL Marketing Services		93			8			34			11			146			65			6			38			109
Other		38			29			57			69			193			71			92			127			290
Total Adjusted EBITDA	$	1,415		$	1,317		$	1,420		$	1,483		$	5,635		$	1,511		$	1,496		$	1,637		$	4,644

(1) Adjustments by segment are detailed in the "Reconciliation of Income (Loss) Attributable to The Williams Companies, Inc. to Non-GAAP Adjusted Income," which is also included in these materials.
(2) 2022 Adjustments for Gas & NGL Marketing Services includes the impact of volatility on NGL linefill transactions. Had this adjustment been made in 2021, Adjusted EBITDA would have been reduced by ($15), ($5), ($15), $1, and ($34) for the 1st, 2nd, 3rd, and 4th quarters, and full year period, respectively.

Reconciliation of Cash Flow from Operating Activities to Available Funds from Operations (AFFO)
(UNAUDITED)
	2021															2022
(Dollars in millions, except coverage ratios)	1st Qtr			2nd Qtr			3rd Qtr			4th Qtr			Year			1st Qtr			2nd Qtr			3rd Qtr			Year

The Williams Companies, Inc.
Reconciliation of GAAP "Net cash provided (used) by operating activities" to Non-GAAP "Available funds from operations"

Net cash provided (used) by operating activities	$	915		$	1,057		$	834		$	1,139		$	3,945		$	1,082		$	1,098		$	1,490		$	3,670
Exclude: Cash (provided) used by changes in:
Accounts receivable		59			(9	)		488			7			545			3			794			(125	)		672
Inventories		8			50			54			12			124			(178	)		177			77			76
Other current assets and deferred charges		6			50			11			(4	)		63			65			(50	)		47			62
Accounts payable		(38	)		(56	)		(476	)		(73	)		(643	)		138			(828	)		(53	)		(743	)
Accrued liabilities		116			(130	)		(53	)		9			(58	)		149			(125	)		(191	)		(167	)
Changes in current and noncurrent derivative assets and liabilities		6			25			236			10			277			(101	)		52			(37	)		(86	)
Other, including changes in noncurrent assets and liabilities		10			(31	)		27			(5	)		1			67			65			73			205
Preferred dividends paid		(1	)		—			(1	)		(1	)		(3	)		(1	)		—			(1	)		(2	)
Dividends and distributions paid to noncontrolling interests		(54	)		(41	)		(40	)		(52	)		(187	)		(37	)		(58	)		(46	)		(141	)
Contributions from noncontrolling interests		2			4			—			3			9			3			5			7			15
Available funds from operations	$	1,029		$	919		$	1,080		$	1,045		$	4,073		$	1,190		$	1,130		$	1,241		$	3,561

Common dividends paid	$	498		$	498		$	498		$	498		$	1,992		$	518		$	517		$	518		$	1,553

Coverage ratio:
Available funds from operations divided by Common dividends paid		2.07			1.85			2.17			2.10			2.04			2.30			2.19			2.40			2.29

Reconciliation of Net Income (Loss) to Modified EBITDA, Non-GAAP Adjusted EBITDA and Cash Flow from Operating Activities to Non-GAAP Available Funds from Operations (AFFO)

	2022 Guidance
(Dollars in millions, except per-share amounts and coverage ratio)	Low		Mid			High

Net income (loss)	$	1,754	$	1,854		$	1,954
Provision (benefit) for income taxes		400		450			500
Interest expense				1,145
Equity (earnings) losses				(610	)
Proportional Modified EBITDA of equity-method investments				960
Depreciation and amortization expenses and accretion for asset retirement obligations associated with nonregulated operations				2,075
Other				9
Modified EBITDA	$	5,733	$	5,883		$	6,033
EBITDA Adjustments				367
Adjusted EBITDA	$	6,100	$	6,250		$	6,400

Net income (loss)	$	1,754	$	1,854		$	1,954
Less: Net income (loss) attributable to noncontrolling interests & preferred dividends				70
Net income (loss) attributable to The Williams Companies, Inc. available to common stockholders	$	1,684	$	1,784		$	1,884

Adjustments:
Adjustments included in Modified EBITDA ⁽¹⁾				367
Adjustments below Modified EBITDA ⁽²⁾				167
Allocation of adjustments to noncontrolling interests				—
Total adjustments				534
Less tax effect for above items				(268	)
Adjusted income available to common stockholders	$	1,950	$	2,050		$	2,150
Adjusted diluted earnings per common share	$	1.59	$	1.67		$	1.76
Weighted-average shares - diluted (millions)				1,224

Available Funds from Operations (AFFO):
Net cash provided by operating activities (net of changes in working capital, changes in current and noncurrent derivative assets and liabilities, and changes in other, including changes in noncurrent assets and liabilities)	$	4,760	$	4,910		$	5,060
Preferred dividends paid				(3	)
Dividends and distributions paid to noncontrolling interests				(200	)
Contributions from noncontrolling interests				43
Available funds from operations (AFFO)	$	4,600	$	4,750		$	4,900
AFFO per common share	$	3.76	$	3.88		$	4.00
Common dividends paid			$	2,075
Coverage Ratio (AFFO/Common dividends paid)	2.22x		2.29x			2.36x

(1) Includes 1Q & 2Q adjustments of $367 million included in Modified EBITDA.
(2) Includes amortization of Sequent intangible asset of $167 million.

Forward-Looking Statements

The reports, filings, and other public announcements of The Williams Companies, Inc. (Williams) may contain or incorporate by reference statements that do not directly or exclusively relate to historical facts. Such statements are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (Exchange Act). These forward-looking statements relate to anticipated financial performance, management’s plans and objectives for future operations, business prospects, outcome of regulatory proceedings, market conditions, and other matters. We make these forward-looking statements in reliance on the safe harbor protections provided under the Private Securities Litigation Reform Act of 1995.

All statements, other than statements of historical facts, included in this report that address activities, events, or developments that we expect, believe, or anticipate will exist or may occur in the future, are forward-looking statements. Forward-looking statements can be identified by various forms of words such as “anticipates,” “believes,” “seeks,” “could,” “may,” “should,” “continues,” “estimates,” “expects,” “forecasts,” “intends,” “might,” “goals,” “objectives,” “targets,” “planned,” “potential,” “projects,” “scheduled,” “will,” “assumes,” “guidance,” “outlook,” “in-service date,” or other similar expressions. These forward-looking statements are based on management’s beliefs and assumptions and on information currently available to management and include, among others, statements regarding:

Levels of dividends to Williams stockholders;
Future credit ratings of Williams and its affiliates;
Amounts and nature of future capital expenditures;
Expansion and growth of our business and operations;
Expected in-service dates for capital projects;
Financial condition and liquidity;
Business strategy;
Cash flow from operations or results of operations;
Seasonality of certain business components;
Natural gas, natural gas liquids and crude oil prices, supply, and demand;
Demand for our services;
The impact of the coronavirus (COVID-19) pandemic.

Forward-looking statements are based on numerous assumptions, uncertainties, and risks that could cause future events or results to be materially different from those stated or implied in this report. Many of the factors that will determine these results are beyond our ability to control or predict. Specific factors that could cause actual results to differ from results contemplated by the forward-looking statements include, among others, the following:

Availability of supplies, market demand, and volatility of prices;
Development and rate of adoption of alternative energy sources;
The impact of existing and future laws and regulations, the regulatory environment, environmental matters, and litigation, as well as our ability to obtain necessary permits and approvals, and achieve favorable rate proceeding outcomes;
Our exposure to the credit risk of our customers and counterparties;
Our ability to acquire new businesses and assets and successfully integrate those operations and assets into existing businesses as well as successfully expand our facilities, and to consummate asset sales on acceptable terms;
Whether we are able to successfully identify, evaluate, and timely execute our capital projects and investment opportunities;
The strength and financial resources of our competitors and the effects of competition;
The amount of cash distributions from and capital requirements of our investments and joint ventures in which we participate;
Whether we will be able to effectively execute our financing plan;
Increasing scrutiny and changing expectations from stakeholders with respect to our environmental, social, and governance practices;
The physical and financial risks associated with climate change;
The impacts of operational and developmental hazards and unforeseen interruptions;
The risks resulting from outbreaks or other public health crises, including COVID-19;
Risks associated with weather and natural phenomena, including climate conditions and physical damage to our facilities;
Acts of terrorism, cybersecurity incidents, and related disruptions;
Our costs and funding obligations for defined benefit pension plans and other postretirement benefit plans;
Changes in maintenance and construction costs, as well as our ability to obtain sufficient construction-related inputs, including skilled labor;
Inflation, interest rates, and general economic conditions (including future disruptions and volatility in the global credit markets and the impact of these events on customers and suppliers);
Risks related to financing, including restrictions stemming from debt agreements, future changes in credit ratings as determined by nationally recognized credit rating agencies, and the availability and cost of capital;
The ability of the members of the Organization of Petroleum Exporting Countries and other oil exporting nations to agree to and maintain oil price and production controls and the impact on domestic production;
Changes in the current geopolitical situation, including the Russian invasion of Ukraine;
Changes in U.S. governmental administration and policies;
Whether we are able to pay current and expected levels of dividends;
Additional risks described in our filings with the Securities and Exchange Commission (SEC).

Given the uncertainties and risk factors that could cause our actual results to differ materially from those contained in any forward-looking statement, we caution investors not to unduly rely on our forward-looking statements. We disclaim any obligations to and do not intend to update the above list or announce publicly the result of any revisions to any of the forward-looking statements to reflect future events or developments.

In addition to causing our actual results to differ, the factors listed above and referred to below may cause our intentions to change from those statements of intention set forth in this report. Such changes in our intentions may also cause our results to differ. We may change our intentions, at any time and without notice, based upon changes in such factors, our assumptions, or otherwise.

Because forward-looking statements involve risks and uncertainties, we caution that there are important factors, in addition to those listed above, that may cause actual results to differ materially from those contained in the forward-looking statements. For a detailed discussion of those factors, see (a) Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2021, as filed with the SEC on February 28, 2022, and (b) Part II, Item 1A. Risk Factors in our Quarterly Report on Form 10-Q for the period ended March 31, 2022.

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Contacts

MEDIA CONTACT:

media@williams.com

(800) 945-8723

INVESTOR CONTACT:

Danilo Juvane

(918) 573-5075

Grace Scott

(918) 573-1092