Williams director felt threatened to back ETE deal -trial

By Tom Hals
GEORGETOWN, De., June 20 (Reuters) - A Williams Cos Inc board member testified the lady felt pressured by her own company to support a $20 billion merger along with pipeline company Energy Exchange Equity LP, which ETE lawyers sought to illustrate as proof that Williams misrepresented its board's assistance for your deal.
The two companies are suing every other as Energy Move Equity, or ETE, searches for a way to back again out of the deal, which would create one of the world's biggest operators of pipeline in order to carry oil and fuel.
The two-day trial in Delaware's Court of Chancery before Vice Chancellor Mike Glasscock opened on Monday.
Williams is asking the judge to force ETE to complete the takeover, alleging that the organization and its chief executive, Dallas billionaire Kelcy Warren, have purposely worked in order to scuttle the agreed-upon deal.
ETE has countersued, arguing that Williams has breached the merger agreement, in part by misrepresenting the particular level of its board's support for the offer.
On Monday, ETE attorneys played video deposition account of director Kathleen Cooper which they said highlighted that Williams board people were threatened using the danger of a campaign to get them removed if these people did not support the deal.
Cooper voted against the particular deal. She was among the five directors upon Williams' 13-member board who did not back the takeover.
Asked during the girl deposition earlier this 30 days if she had felt threatened to change her vote, she said she did.
Williams' chairman, Frank MacInnis, downplayed Cooper's accounts and said the panel discussed the possible fall-out from a vote towards the deal.
"There had been never a threat, " MacInnis told the court.



BUYER'S REMORSE
The two-day trial arrives just days before the scheduled June 27 election by Williams shareholders upon whether they want in order to accept the deal proposed in September by ETE.
Whilst the deal was long-sought by Warren, Williams said he soon came straight down with buyer's remorse and began to search regarding a solution as an energy price slump deepened.
ETE has made obvious that it believes the particular deal is no longer attractive. This has slashed estimates for expected cost savings plus said it would likely need to cut distributions in order to shareholders entirely next yr if it needs to full the deal.
ETE has argued the deal are not able to close because its attorneys at Latham & Watkins were unable to declare that it would be tax-free. The company originally raised the particular 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 with out penalty.
Williams' legal group on Monday showed the video deposition of Jamie Welch, who was fired earlier this year as ETE's chief financial officer.
This individual said that as early as January, Warren experienced grown opposed to the offer. He began pressing their management team and attorneys to comprehend ETE's rights along with respect to terminating the particular bokep Online Indonesia deal.
"He feared for future years of the Energy Exchange enterprise if the deal with Williams needed to close up on its current conditions, " Welch said in the video played within court. He said Warren feared an "implosion" of the business. (Additional reporting simply by Michael Erman in New York; Editing by Matthew Lewis)