Corvex drops Williams proxy fight after more directors named

September 26, 2016 10:07 AM EDT

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By Michael Flaherty and Arathy S Nair

(Reuters) - Pipeline operator Williams Cos Inc said on Monday it added two new directors, prompting activist investor Corvex Management LP to withdraw plans to replace the company's entire board.

The company named Stephen Chazen, former chief executive of Occidental Petroleum Corp, and Peter Ragauss, former chief financial officer of Baker Hughes Inc, to its board.

Williams said it expects to name two new independent directors by the annual shareholders' meeting and that three directors, who served prior to 2016, will not stand for re-election.

Corvex, which is run by Keith Meister, said it welcomed the changes to Williams' board and withdrew its plan to unseat the board. The New York hedge fund is Williams' fourth-largest shareholder.

Williams appointed three new directors on Sept. 15, and has promised to add two more, meaning that seven of the company's 11 board members will eventually be new.

"Though the stock could still use some help, this looks like a successful outcome for Keith Meister’s hedge fund," said Don Bilson, head of event-driven research at Gordon Haskett.

Just before Williams' board nomination deadline for its Nov. 23 meeting, Meister proposed 10 of his employees as nominees to serve as directors. Meister promised to replace the employees with experienced industry professionals, in a rare proxy fight tactic known as a placeholder slate.

Meister, previously a Williams director, resigned in June, along with five others, after failing to oust Williams CEO Alan Armstrong.

The resignations came a day after Energy Transfer Equity walked away from its more than $20 billion deal to buy Williams.

(Editing by Meredith Mazzilli)

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