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8-K - FORM 8-K - QUANTA SERVICES, INC. | h77161e8vk.htm |
EX-2.1 - EX-2.1 - QUANTA SERVICES, INC. | h77161exv2w1.htm |
EX-3.1 - EX-3.1 - QUANTA SERVICES, INC. | h77161exv3w1.htm |
EX-10.1 - EX-10.1 - QUANTA SERVICES, INC. | h77161exv10w1.htm |
Exhibit 99.1
PRESS RELEASE |
FOR IMMEDIATE RELEASE |
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10-14 |
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Quanta Contacts: | Investor Contacts: | |||
James Haddox, CFO | Kip Rupp | |||
Reba Reid | DRG&L | |||
713-629-7600 | 404-880-9276 |
QUANTA SERVICES ACQUIRES VALARD CONSTRUCTION
Acquisition expands Canadian presence; delivers comprehensive infrastructure services
to growing Canadian electric power transmission market
to growing Canadian electric power transmission market
HOUSTON Oct. 25, 2010 Quanta Services, Inc. (NYSE: PWR) today announced that on Oct. 22,
2010, it signed a definitive agreement to acquire Valard Construction, one of Canadas largest
electric power line contractors. The transaction, which is expected to close today, is valued at
approximately US$219 million, which is inclusive of any debt repaid at closing. The acquisition
strategically expands Quantas Canadian service offering and provides Valards diverse customer
base with access to Quantas extensive energy infrastructure resources.
The purchase price for Valard will be paid through a combination of cash, Quanta common shares and
exchangeable shares of a Canadian subsidiary of Quanta Services that are substantially equivalent
to, and exchangeable on, a one-for-one basis for Quanta Services common shares. In connection with
the acquisition, the stockholders of Valard will receive approximately $118.9 million in cash and
an aggregate of approximately 4.5 million in common and exchangeable shares.
Canada, as the worlds second largest exporter of electricity, presents significant emerging and
long-term opportunities to expand and upgrade the electric transmission infrastructure, said John
R. Colson, chairman and CEO of Quanta Services. We expect Valards revenue to be between $225
million and $250 million in 2011 and the transaction to be accretive to EPS in 2011 and beyond.
Valard, based out of Edmonton, Alberta, will operate as a platform operating unit of Quanta, with
Victor Budzinski as CEO and Adam Budzinski as president. Valards workforce of more than 700
employees delivers full engineering, procurement and construction (EPC) services and turnkey
solutions to the Canadian power industry. In addition to high-voltage transmission lines, Valard
builds distribution infrastructure, provides EPC services for substations and installs fiber optic
systems.
For more than 30 years, Valard has been safely building and maintaining electric power
infrastructure across some of Canadas most challenging, rugged terrain, often in arctic
conditions, Colson continued. The expertise of their team is a welcome addition to our company
and upholds our commitment to deliver value to our stockholders, our customers and our employees.
As part of the Quanta team, we believe Valard will be able to deliver additional services through
access to a much larger workforce and vast equipment resources, said Adam Budzinski, president of
Valard. It is a logical combination of resources that builds upon our strong foundation of safety,
value and efficiency to meet the evolving needs of our customers.
- more -
About Quanta Services
Quanta Services is a leading specialized contracting services company, delivering infrastructure
solutions for the electric power, natural gas and pipeline and telecommunication industries. The
companys comprehensive services include designing, installing, repairing and maintaining network
infrastructure nationwide. Additionally, Quanta licenses point-to-point fiber optic
telecommunications infrastructure in select markets and offers related design, procurement,
construction and maintenance services. With operations throughout North America, Quanta has the
manpower, resources and expertise to complete projects that are local, regional, national or
international in scope.
About Valard Construction
Valard is one of Canadas largest power line contractors, delivering turnkey and construction
services in overhead and underground transmission and distribution systems, substations, fiber
optics and substation and transmission foundations. Since Valard Constructions incorporation in
1978, the company has been committed to the successful completion of every project building it
safely, on time and on budget. Founded on the principles of employee inclusion, quality workmanship
and an entrepreneurial spirit, Valard has evolved into one of the largest, most innovative and
respected power line contractors in Canada.
Forward-Looking Statements
Statements about Quantas and Valards outlook and all other statements in this release other
than historical facts are forward-looking statements intended to qualify for the safe harbor from
liability established by the Private Securities Litigation Reform Act of 1995. These
forward-looking statements rely on a number of assumptions concerning future events and are subject
to a number of uncertainties and factors, many of which are outside Quantas and Valards control,
which could cause actual results to differ materially from such statements. Forward-looking
information includes, but is not limited to, statements regarding Quanta and Valard as a combined
company, including Valards expected revenues and operating results and accretion to Quantas
earnings per share as a result of the transaction, as well as opportunities in the electric power
industry and the expected closing of the transaction. There are a number of risks and uncertainties
that could cause results to differ materially from those indicated by such forward-looking
statements, including the failure of the acquisition to be accretive to Quantas earnings; the
failure of Valard to produce anticipated financial and operational results; the failure of the
electric industry, in particular in Canada, to grow in the future and the timing of any such
growth; the impact on the power construction industry from various factors, such as the demand for
power and legislative developments affecting the energy industry overall; the effect on the
businesses of Quanta and Valard from the decline in economic and financial conditions; a delay in
the closing of the transaction or the inability to ultimately consummate the closing of the
transaction; the failure to effectively integrate the combined operations and realize potential
synergies; unexpected costs or unexpected liabilities that may arise from the transaction, whether
or not consummated; the effects of purchase accounting, including the determination of amortizable
intangibles, on the combined companies future operating results; the potential adverse impact to
the businesses of the companies as a result of uncertainty surrounding the transaction, including
the inability to retain key personnel; future regulatory or legislative actions that could
adversely affect the companies; the ability to effectively compete for new projects and market
share; the successful negotiation, execution and performance and completion of existing
transmission projects; delays, reductions in scope or cancellations of existing transmission
projects; cancellation provisions within contracts and the risk that contracts are not renewed or
are replaced on less favorable terms; and the potential adverse effect of other economic, business,
and/or competitive factors on the combined companies or their respective businesses. These
forward-looking statements are also affected by the risk factors, forward-looking statements and
challenges and uncertainties described in Quantas Annual Report on Form 10-K for the fiscal year
ended December 31, 2009, its Quarterly Reports on Form 10-Q for the quarters ended March 31, 2010
and June 30, 2010 and its other filings with the Securities and Exchange Commission, which are
available free of charge on the SECs website at www.sec.gov and through Quantas website at
www.quantaservices.com. Quanta expressly disclaims any intention or obligation to revise or update
any forward-looking statements whether as a result of new information, future events, or otherwise.
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