Williams Appoints Activists to Board to Avoid Proxy Fight
Williams Cos. (WMB), the U.S. pipeline operator that underperformed its peers last year, will give board seats to Carl Icahn protege Keith Meister and another activist shareholder to avoid a potential proxy battle.
Eric Mandelblatt, managing partner of Soroban Capital Partners LLC, will be “promptly appointed” to the board and Meister or a “mutually agreeable industry expert” will be added at a November board meeting, the Tulsa, Oklahoma-based company said in a joint statement with the two funds today.
Meister’s Corvex Management LP is the largest shareholder in Williams and with Soroban holds a combined 10 percent stake, according to a Feb. 13 regulatory filing. Last year, the two investors said they were seeking board seats and called on the company to consider “strategic combinations.” In today’s statement, the funds said they looked forward to working with Williams Chief Executive Officer Alan Armstrong.
“Williams is a strong company with an attractive strategic position in an industry with powerful growth tailwinds,” Meister said. “We believe the company presents tremendous opportunities for future value creation under Alan’s leadership.”
Soroban and Corvex have agreed not to solicit proxies while their designees are on the Williams board and to vote their shares in favor of all of the company’s director nominees. The two funds collectively own $2.5 billion of company stock, according to the statement.
Meister stepped down in 2010 as vice chairman of Icahn Enterprises LP.
Williams had its biggest one-day gain in four months in December, after Corvex and Soroban announced they were pressing for changes. The company rose 18 percent last year, compared with a 22 percent increase for the Standard & Poor’s 500 Energy Index.
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