Williams secures $5.34B Blackstone-led investment for 49% stake in power projects

Williams disclosed a joint venture financing arrangement to support its previously announced behind-the-meter Power Innovation projects. The company issued a press release and posted an investor presentation with details. The specific terms, partners, and financial amounts are not disclosed in the 8-K body itself but are contained in the attached exhibits.

Williams entered into a joint venture with Blackstone Credit & Insurance for its Power Innovation projects. Blackstone will provide $5.34 billion total ($4.4 billion for growth capex plus $0.9 billion additional consideration) in exchange for 49% ownership, while Williams retains 51% ownership and full operational control. The capital is structured as equity at approximately 6.35% cost, with Williams retaining a buyout option starting after year 7 and a 10% promote on returns.

The Blackstone capital infusion is treated as equity, reducing Williams' projected 2026 leverage ratio to approximately 3.6x (debt-to-EBITDA). This deleveraging provides financial flexibility to pursue additional near-term growth opportunities in the power infrastructure sector while maintaining investment-grade credit metrics.

Williams retains the right to buy out Blackstone's 49% stake beginning in July 2033 (7 years after closing). Blackstone receives a fixed 6.35% return with no participation in long-term upside beyond that return. The buyout option allows Williams to recapture full ownership at declining EBITDA multiples over time (2.3x in year 8, declining to 0.0x by year 11), preserving long-term value for Williams shareholders.

Williams has five Power Innovation projects currently in development. The JV structure includes a 10% promote that enhances project returns for Williams beyond the base economics. Williams retains operatorship and key decision-making authority over these projects despite the 49% minority stake held by Blackstone.

The transaction structure includes a buyout right for Williams exercisable between years 7 and 14, valued at Blackstone's outstanding investment balance. Distributions exceeding Blackstone's targeted return will reduce their investment balance, and Williams preserves long-term upside in the projects through this mechanism.

The partnership reduces Williams' capital exposure and limits corporate debt while the Blackstone investment will be consolidated as a noncontrolling interest. The structure enhances project returns, preserves balance sheet capacity for additional opportunities, and supports Williams' long-term leverage target range of 3.5x to 4.0x.

Williams reaffirms 2026 Adjusted EBITDA guidance in the upper half of the $8.05 billion to $8.35 billion range, with growth capex of $7 billion to $7.6 billion and maintenance capex of $850 million to $950 million. The updated leverage ratio midpoint for 2026 is approximately 3.6x, reflecting the impact of the Blackstone transaction. Note: these figures were previously disclosed in the company's May 4, 2026 8-K.

Williams' Power Innovation portfolio has grown to more than 2.6 gigawatts of announced capacity. The Blackstone investment enhances returns through a promote structure and enables capital redeployment into new high-return projects, positioning Williams to deliver its 6+ GW backlog and accelerate long-term growth in serving power demand.