SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): August 4, 1998
QUANTA SERVICES, INC.
(Exact name of registrant as specified in its charter)
Delaware 001-13831 74-2851603
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1360 Post Oak Boulevard, Suite 2100
Houston, Texas 77056
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (713) 629-7600
1
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On August 4, 1998, a wholly owned subsidiary of Quanta Services, Inc. (the
"Company") acquired in a single transaction Underground Construction Co., Inc.
and Five Points Construction Company (which entities were affiliates prior to
such acquisition and are collectively referred to as the "Underground
Entities"). The Underground Entities provide specialty contracting services,
such as manhole and conduit installation for the power and telecommunications
industries, industrial and process piping, construction and maintenance of
aircraft fueling systems and heavy engineering projects for passenger rail
systems. The Company intends to continue such operations.
The terms of the acquisitions of the Underground Entities were the result
of arms'-length negotiations. The aggregate consideration for the Underground
Entities consisted of the assumption of certain liabilities, 944,596 shares of
the Company's Common Stock and $19.5 million in cash, which was funded under the
Company's syndicated credit facility, the agent of which is Bank One, Texas, NA.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements of businesses acquired.
The financial statements required by this item will be filed by amendment
not later than October 16, 1998.
(b) Pro forma financial information.
The pro forma financial information required by this item will be filed by
amendment not later than October 16, 1998.
-2-
(c) Exhibits.
EXHIBIT
NUMBER DESCRIPTION
------ -----------
2.1 Agreement and Plan of Reorganization, dated August 4, 1998, by
and among Quanta Services, Inc., Underground Acquisition, Inc.,
Underground Construction Co., Inc., Five Points Construction
Company, James G. Siler, Trustee of the James G. Siler Revocable
Trust, dated August 11, 1994, Lynn E. Barr and Linda D. Barr,
Trustees under the Lynn E. Barr and Linda D. Barr Trust dated
October 12, 1993, Thomas K. McManus, Jr., Harry T. Robinson,
James H. Curry, Ann-Marie Talbot and Lee A. Talbot, Trustees
under the Ann-Marie Talbot and Lee A. Talbot Revocable Living
Trust dated November 23, 1994, Patricia C. Darnell, Philip L.
Smith, Richard R. Shone, George R. Bradshaw, Errol C. Bisutti and
Timothy H. Richards.*
- ----------------------
*Copies of omitted schedules and exhibits shall be furnished supplementally
to the Commission upon request.
-3-
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
QUANTA SERVICES, INC.
Date: August 19, 1998 By: /s/ Brad Eastman
----------------------------
Brad Eastman
Vice President and General Counsel
-4-