Williams director felt threatened to back ETE deal -trial

By Tom Hals
GEORGETOWN, De., June 20 (Reuters) - A Williams Cos Incorporation board member testified the girl felt pressured by her very own company to support the $20 billion merger with pipeline company Energy Move Equity LP, which ETE lawyers sought to depict as proof that Williams misrepresented its board's support for your deal.
The 2 companies are suing each other as Energy Move Equity, or ETE, looks for a way to back out of the offer, which would create a single of the world's biggest operators of pipeline to carry oil and gas.
The two-day trial in Delaware's Court of Chancery before Vice Chancellor Sam Glasscock opened on Monday.
Williams is asking the particular judge to force ETE to complete the takeover, alleging that the company and its chief professional, Dallas billionaire Kelcy Warren, have purposely worked to scuttle the agreed-upon offer.
ETE has countersued, quarrelling that Williams has breached the merger agreement, in part by misrepresenting the particular level of its board's support for the deal.
On Monday, ETE lawyers played video deposition testimony of director Kathleen Cooper which they said highlighted that Williams board members were threatened with the risk of a campaign to get them removed if they did not support the deal.
Cooper voted against the particular deal. She was amongst the five directors on Williams' 13-member board who did not back the takeover.
Asked during her deposition earlier this month if she had experienced threatened to change her vote, she said the lady did.
Williams' chairman, Honest MacInnis, downplayed Cooper's account and said the board discussed the possible fall-out from a vote towards the deal.
"There had been never a threat, inch MacInnis told the court.

BUYER'S REMORSE
The two-day trial comes just days before a scheduled June 27 vote by Williams shareholders upon whether they want in order to accept the offer proposed in September by ETE.
Whilst the deal was long-sought by Warren, Williams stated he soon came straight down with buyer's remorse and began to search with regard to a way out as a good energy price slump deepened.
ETE has made clear that it believes the particular deal is no longer attractive. This has slashed estimates with regard to expected cost savings plus said it would likely need to cut distributions to shareholders entirely next 12 months if it needs to total the deal.
ETE has argued the deal are unable to close because its attorneys at Latham & Watkins were not able to declare that will it would be tax-free. The company originally raised the tax problem in 04 and rejected two achievable solutions proposed by Williams.
Williams sued in May, accusing Warren of failing to meet its obligation to get the merger done by June 28, when ETE can walk away without having penalty.
Williams' legal team on Monday showed a video deposition of Jamie Welch, who had been fired earlier this year as ETE's chief financial officer.
He or she said that as early as January, Warren experienced grown opposed to the offer. He began pressing his management team and lawyers to understand ETE's rights with respect to terminating the particular deal.
"He feared for the future of the Energy Exchange enterprise if the deal with Williams had to near on its current terms, " Welch said in the video bokep indonesia online played in court. He said Warren feared an "implosion" from the business. (Additional reporting simply by Michael Erman in Ny; Editing by Matthew Lewis)