Williams, the Tulsa-based natural gas infrastructure company that delivers roughly one-third of the nation’s natural gas, has signed an agreement with funds managed by Blackstone Credit & Insurance, in partnership with Apollo and KKR, to provide $5.34 billion in committed capital to support the development of five announced behind-the-meter Power Innovation projects: Socrates, Apollo, Aquila, Socrates the Younger and Neo. The transaction gives Blackstone and its partners a 49% noncontrolling equity interest in the five projects while Williams retains 51% ownership and full commercial and operational control.
The $5.34 billion commitment comprises $4.4 billion, representing 49% of expected total growth capital expenditure across the five projects, and approximately $0.9 billion of additional consideration paid to Williams. Cash distributions from the projects will flow in line with ownership interests (51% to Williams and 49% to Blackstone) with a promote structure under which distributions exceeding Blackstone’s targeted return reduce its outstanding investment balance, enhancing Williams’s economics as projects perform. Williams also retains a buyout right exercisable between years seven and fourteen, valued at Blackstone’s outstanding investment balance at the time of exercise, preserving Williams’ long-term upside if it chooses to consolidate ownership. The Blackstone investment will be consolidated in Williams’ financial reporting as a noncontrolling interest, limiting the impact on Williams’ corporate debt metrics and supporting its stated long-term leverage target range of 3.5 to 4.0 times adjusted EBITDA. Williams’ updated leverage ratio midpoint for 2026 is approximately 3.6 times.
The five Power Innovation projects are behind-the-meter natural gas-to-power developments designed to serve hyperscale and enterprise data center customers requiring reliable, on-site power that bypasses congested public grid infrastructure. Behind-the-meter power—where generation assets are sited at or near the load they serve—has become an increasingly attractive model for data center operators as grid interconnection queues lengthen and power reliability requirements for AI workloads intensify. Williams’ approach leverages its existing natural gas supply, transportation, and delivery infrastructure, alongside more than a century of large-scale project execution capability, positioning the company as a turnkey provider across the full natural gas supply, delivery, and power value chain. With more than 2.6 gigawatts announced across its Power Innovation portfolio and a 6-plus-gigawatt backlog that continues to advance, Williams is scaling this business rapidly.
The capital structure is designed to reduce Williams’ capital exposure and preserve balance sheet capacity for additional high-return opportunities. By bringing in institutional partners for 49% of the growth capex while retaining operational control, commercial relationships and the majority of cash distributions, Williams can redeploy freed-up capital into new Power Innovation projects and other growth initiatives without stretching corporate leverage. The company continues to expect 2026 adjusted EBITDA in the upper half of its $8.05 billion to $8.35 billion guidance range, with 2026 growth capex of $7 billion to $7.6 billion and maintenance capex of $850 million to $950 million.
Support: Citi acted as financial adviser to Williams, with Davis Polk & Wardwell serving as legal counsel. Morgan Stanley acted as financial adviser to Blackstone, with Kirkland & Ellis serving as legal counsel.
KEY QUOTES:
“We are thrilled to have Blackstone as a partner for our first five Power Innovation projects in a manner that enhances the economics of our projects and positions us to further scale and grow this exciting business. The investment from Blackstone, one of the world’s premier alternative asset managers, and the further support from top-tier investment firms Apollo and KKR, underscores the quality and importance of our turnkey energy infrastructure platform in serving rapidly growing power demand. With more than 2.6 gigawatts announced, our Power Innovation portfolio is scaling rapidly, and we look forward to delivering these critical energy solutions for American companies. The investment from Blackstone and its partners enhances returns on the existing portfolio through a meaningful promote structure, while enabling us to redeploy capital into new high-return projects that will further accelerate our long-term growth.”
Chad Zamarin, President and CEO, Williams
“Williams is a leader in meeting the country’s rapidly growing power demands, including providing critical hard assets to serve the AI infrastructure buildout. This is an area where we share deep conviction and expertise and we’re proud to support Williams with a scaled, high-grade capital solution fit for these innovative projects.”
Robert Horn, Global Head of Infrastructure & Asset-Based Credit, Blackstone and Rick Campbell, Senior Managing Director, Blackstone Credit & Insurance
