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<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong>, <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>MANAGEMENT</strong> PARTNERSHIP LP<br />

Company Report


Table of Contents:<br />

Search Criteria: 3<br />

Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Business Description 4<br />

Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Financial Summary 6<br />

Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Officers 7<br />

Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Directors 8<br />

Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Industries 9<br />

Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Key Competitors 10<br />

Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Product Information 11<br />

Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Hoovers Company Profiles, 12/5/2012 13<br />

Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>MANAGEMENT</strong> PARTNERSHIP LP, a subsidiary<br />

of <strong>QUANTA</strong> COMPUTER <strong>INC</strong> - Business Description<br />

19<br />

Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>MANAGEMENT</strong> PARTNERSHIP LP, a subsidiary<br />

of <strong>QUANTA</strong> COMPUTER <strong>INC</strong> - Financial Summary<br />

20<br />

Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>MANAGEMENT</strong> PARTNERSHIP LP, a subsidiary<br />

of <strong>QUANTA</strong> COMPUTER <strong>INC</strong> - Officers<br />

21<br />

Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>MANAGEMENT</strong> PARTNERSHIP LP, a subsidiary<br />

of <strong>QUANTA</strong> COMPUTER <strong>INC</strong> - Directors<br />

22<br />

Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>MANAGEMENT</strong> PARTNERSHIP LP, a subsidiary<br />

of <strong>QUANTA</strong> COMPUTER <strong>INC</strong> - Industries<br />

23<br />

Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>MANAGEMENT</strong> PARTNERSHIP LP, a subsidiary<br />

of <strong>QUANTA</strong> COMPUTER <strong>INC</strong> - Key Competitors<br />

24<br />

Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>MANAGEMENT</strong> PARTNERSHIP LP, a subsidiary<br />

of <strong>QUANTA</strong> COMPUTER <strong>INC</strong> - Product Information<br />

25<br />

Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>MANAGEMENT</strong> PARTNERSHIP LP, a subsidiary<br />

of <strong>QUANTA</strong> COMPUTER <strong>INC</strong> - Hoovers Company Profiles, 12/5/2012<br />

26<br />

Litigation: Practice Area Trends & Analysis 29<br />

Litigation: Court Trends & Analysis 30<br />

Litigation: Law Firm Size Trends & Analysis 31<br />

Litigation: Docket and Opinion Trends & Analysis 32<br />

Litigation: Law Firm Representation Trends & Analysis 33<br />

Litigation: Presiding Judge Trends & Analysis 34<br />

Litigation: Attorney Representation Trends & Analysis 35<br />

Litigation: Legal Role Trends & Analysis 36<br />

Litigation: Company Distribution Trends & Analysis 37<br />

Litigation: Industry Distribution Trends & Analysis 38<br />

Litigation: Source Documents 39<br />

Litigation: Company Name Variations 42<br />

Litigation: Source Description 43<br />

M&A: Transaction Status Trends & Analysis 44<br />

M&A: Value Range Trends & Analysis 45<br />

M&A: Financial Advisor Trends & Analysis 46<br />

M&A: Law Firm Representation Trends & Analysis 47<br />

M&A: Law Firm Role Trends & Analysis 48<br />

M&A: Attorney Representation Trends & Analysis 49<br />

M&A: Company Distribution Trends & Analysis 50<br />

M&A: Industry Distribution Trends & Analysis 51<br />

M&A: Recent Company Documents 52<br />

M&A: Headquarters Location Trends & Analysis 53<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 1


M&A: Acquirer Firm to Target Firm Analysis 54<br />

M&A: Acquirer Firm to Target Attorney Analysis 55<br />

M&A: Acquirer Attorney to Target Firm Analysis 56<br />

M&A: Acquirer Attorney to Target Attorney Analysis 57<br />

M&A: M&A Source Documents 58<br />

M&A: Company Name Variations 59<br />

M&A: Source Description 60<br />

Patent Applications: Volume 61<br />

Patent Applications: Filing Office Location 62<br />

Patent Applications: Filing Office Location Heat Map 63<br />

Patent Applications: International Classification 64<br />

Patent Applications: Assignors 65<br />

Patent Applications: Assignees 66<br />

Patent Applications: Company Distribution Trends & Analysis 67<br />

Patent Applications: Industry Distribution Trends & Analysis 68<br />

Patent Applications: Application Documents 69<br />

Patent Assignments: Volume 70<br />

Patent Assignments: Law Firm 71<br />

Patent Assignments: Company Distribution Trends & Analysis 72<br />

Patent Assignments: Industry Distribution Trends & Analysis 73<br />

Patent Assignments: Assignment Documents 74<br />

Granted Patents: Volume 75<br />

Granted Patents: Filing Office Location 76<br />

Granted Patents: Filing Office Location Heat Map 77<br />

Granted Patents: International Classification 78<br />

Granted Patents: Derwent Classification 79<br />

Granted Patents: Inventor Location 80<br />

Granted Patents: Inventor Location Heat Map 81<br />

Granted Patents: Assignors 82<br />

Granted Patents: Assignees 83<br />

Granted Patents: Company Distribution Trends & Analysis 84<br />

Granted Patents: Industry Distribution Trends & Analysis 85<br />

Granted Patents: Granted Patent Documents 86<br />

PCT Filings: PCT Filings Documents 87<br />

Patent: Company Name Variations 88<br />

Patent: Source Description 89<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 2


Search Criteria<br />

Company:<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>MANAGEMENT</strong> PARTNERSHIP LP<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong><br />

Date Range: Last five years (12/2007 to 12/2012)<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 3


Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Business Description<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> Business Description<br />

Date: December 05, 2012<br />

Location: 2800 Post Oak Blvd., Ste. 2600<br />

Copyright Hoover's Inc. ALL RIGHTS RESERVED. Austin, TX<br />

Distributed only in accordance with licensing agreement.<br />

Houston, TX77056-3023<br />

United States<br />

Phone: 713-629-7600<br />

Fax: 713-629-7676<br />

Toll-free:<br />

Website: http://www.quantaservices.com<br />

Ticker Information: Company Type: Public<br />

Stock Exchange: NYSE Ticker Symbol: PWR<br />

Business Description: To quickly quantify Quanta's services: This specialty contractor designs, installs, repairs, and<br />

maintains networ k infrastructure in the US and Canada. The company serves the electric, natural<br />

gas, oil pipeline, renewable energy, and telecommunications industries. Quanta, which was founded<br />

in 1997, also owns fiber optic telecommunications infrastructure. Quanta's other services include<br />

outsource management and other specialty work such as installing traffic and light rail control<br />

systems, directional drilling, and constructing wind and solar power facilities. More than 65% of the<br />

company's revenues come from its electric power infrastructure segment. It is exiting<br />

telecommunications infrastructure services.<br />

Quanta typically expands through acquisitions. Most recently the company has been focusing on<br />

expanding its capabilities and growing internationally. In 2011 Quanta acquired Coe Drilling, a<br />

horizontal directional drilling company in Australia. Canada also has been a target for growth for<br />

Quanta. In another 2011 deal Quanta bought McGregor Construction, an electric power infrastructure<br />

services company in Canada. Also that year Quanta acquired two other smaller businesses based in<br />

British Columbia. Both mainly provided electric power infrastructure services. The deals enhanced<br />

Quanta's previous electric power acquisition of Valard Construction in Canada. In a retreat from<br />

telecommunications infrastructure services business, Quanta has agreed to sell substantially all of its<br />

domestic telecommunications infrastructure services operations to Dycom Industries for $275 million.<br />

The sale, which will allow Quanta to better focus on energy infrastructure, is expected to close by the<br />

end of 2012.<br />

Also in 2011 Quanta expanded its electric power infrastructure services in the US when it acquired<br />

Utilimap, a provider of geographic information system utility asset management services.<br />

Several trends in the market place present Quanta with opportunities to grow. Demand for electricity<br />

in North America continues to increase. However, the electric power grid system is aging. Quanta is<br />

positioned to make system upgrades and demand for its services should increase.<br />

Renewable energy such as wind and solar also presents opportunities for Quanta. As demand for<br />

those energy sources increases, so will demand for services such as transmission line installation<br />

and project management.<br />

Quanta also sees potential for growth in the natural gas segment. Development of gas shale<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 4


Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Business Description (Continued)<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Business formations Description in North America has provided in an increase in supply of natural gas. More natural gasfired<br />

power plants are expected to be built during the next two decades.<br />

Quanta made an effort to grow in the natural gas sector when it acquired a 39% stake in Howard<br />

Midstream Energy Partners in 2011. The company owns, operates and constructs midstream oil and<br />

gas plant and pipeline facilities. The acquisition was made in order to position Quanta for more<br />

opportunities in the development of the Texas Eagle Ford shale region.<br />

Quanta has experienced a steady increase in demand for its services as the economy slowly<br />

recovers. As more clients began to increase spending on infrastructure projects the company's<br />

revenues also grew. In 2011 Quanta reported more than $4.6 billion in revenues (an increase of about<br />

18%). Net income fell in 2011 due to a charge related to a pension plan withdrawal and other taxrelated<br />

settlements.<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 5


Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Financial Summary<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> Financial Summary<br />

Date: December 05, 2012<br />

Fiscal Year End: December<br />

Sales ($mil.): $4,623.8<br />

One Year Sales Growth: 17.6%<br />

2011 Net Income ($mil.): $132.5<br />

One Year Income Growth: (13.5%)<br />

2011 Employees: 17,500<br />

One Year Employee Growth: 27.3%<br />

Auditor (2012) PricewaterhouseCoopers LLP<br />

Copyright Hoover's Inc. ALL RIGHTS RESERVED. Austin, TX<br />

Distributed only in accordance with licensing agreement.<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 6


Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Officers<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> Officers<br />

Date: December 05, 2012<br />

Copyright Hoover's Inc. ALL RIGHTS RESERVED. Austin, TX<br />

Distributed only in accordance with licensing agreement.<br />

Executive Chairman, John R. Colson, Age: 64, Salary: $824,006, Total Compensation: $3,283,296<br />

President and CEO, James F. (Jim) O'Neil III, Age: 53, Salary: $411,994, Total Compensation: $1,114,239<br />

CFO, Derrick A. Jensen, Age: 41, Salary: $251,463, Total Compensation: $790,912<br />

EVP, James H. Haddox, Age: 63, Salary: $494,400, Total Compensation: $1,300,622<br />

President, Natural Gas and Pipeline Division, Earl C. Austin Jr., Age: 42<br />

President, Telecommunications and Cable Television, Kenneth W. (Ken) Trawick, Age: 64, Salary: $453,206, Total Compensation:<br />

$1,146,229<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 7


Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Directors<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> Directors<br />

Date: December 05, 2012<br />

Executive Chairman , John R. Colson , Age: 64<br />

Director , Patrick Henry (Pat) Wood III , Age: 49<br />

Director , Worthing F. Jackman , Age: 47<br />

Director , J. Michal Conaway , Age: 63<br />

Director , Bernard Fried , Age: 55<br />

Director , Bruce E. Ranck , Age: 63<br />

Director , Ralph R. DiSibio , Age: 70<br />

Director , James R. Ball , Age: 69<br />

Director , Louis C. Golm , Age: 70<br />

Copyright Hoover's Inc. ALL RIGHTS RESERVED. Austin, TX<br />

Distributed only in accordance with licensing agreement.<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 8


Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Industries<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> Industries<br />

Date: December 05, 2012<br />

Construction Sector<br />

Specialty Contractors<br />

Consumer Services<br />

Electronic Equipment Repair Services<br />

Professional Services Sector<br />

Architectural & Engineering Services<br />

Copyright Hoover's Inc. ALL RIGHTS RESERVED. Austin, TX<br />

Distributed only in accordance with licensing agreement.<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 9


Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Key Competitors<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> Key Competitors<br />

Date: December 05, 2012<br />

EMCOR<br />

Integrated Electrical Services<br />

MYR Group<br />

Cable Com<br />

Comm-Works<br />

Goldfield<br />

Henkels & McCoy<br />

Mass Electric<br />

MDU Construction Services<br />

Pike Electric Corporation<br />

Dycom<br />

MasTec<br />

Tetra Tech<br />

Copyright Hoover's Inc. ALL RIGHTS RESERVED. Austin, TX<br />

Distributed only in accordance with licensing agreement.<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 10


Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Product Information<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> Product Information<br />

Date: December 05, 2012<br />

Production:<br />

2011 Sales $ in mil. % of toal<br />

US $4,088.8 88%<br />

Canada & other $535.0 12%<br />

Total $4,623.8 100%<br />

Operations:<br />

2011 Sales $ mil. % of total<br />

Electric Power Services $3,029.7 66%<br />

Natural gas & pipeline $1,024.8 22%<br />

Telecommunications $457.3 10%<br />

Fiber optic licensing $112.0 2%<br />

Total $4,623.8 100%<br />

Selected Products and Services:<br />

Allteck Line Contractors,<br />

Blair Park Services<br />

Bradford Brothers<br />

Can-Fer Utility Services<br />

Computapole<br />

Dacon Corporation<br />

Dashiell Corporation<br />

Dillard Smith Construction Company<br />

Driftwood Electrical<br />

EHV Power<br />

Engineering Associates<br />

Fiber Technologies<br />

Golden State Utility Co.<br />

H.L. Chapman Pipeline Construction<br />

InfraSource Telecommunications Services<br />

InfraSource Pipeline Facilities<br />

Copyright Hoover's Inc. ALL RIGHTS RESERVED. Austin, TX<br />

Distributed only in accordance with licensing agreement.<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 11


Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Product Information (Continued)<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Product Information<br />

InfraSource Telecommunications Services<br />

Intermountain Electric<br />

Irby Construction Company<br />

Longfellow Drilling Services<br />

Manuel Brothers<br />

Mears Group, Inc.<br />

M.J. Electric<br />

North Houston Pole Line<br />

North Sky Communications<br />

PAR Electrical Contractors<br />

Parkside Utility Construction<br />

Pauley Construction Company<br />

Potleco<br />

Price Gregory Services<br />

Professional Teleconcepts<br />

Quanta Energized Services<br />

Quanta Government Solutions<br />

Quanta Pipeline Services Engineering<br />

Quanta Power Generation<br />

Quanta Technology<br />

Quanta Wireless Solutions<br />

Realtime Engineers, Inc.<br />

Ryan Company<br />

Spalj Construction Company<br />

Sumter Utilities<br />

Sunesys<br />

Trawick Construction Company<br />

Underground Construction Company<br />

Valard Construction<br />

VCI Telecom<br />

W.C. Communications<br />

Winco Powerline Services<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 12


Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Hoovers Company Profiles, 12/5/2012<br />

Overview<br />

Hoover's In-Depth Company Records<br />

Date: December 05, 2012<br />

Quanta Services, Inc.<br />

To quickly quantify Quanta's services: This specialty contractor designs, installs, repairs, and maintains network infrastructure in the US<br />

and Canada. The company serves the electric, natural gas, oil pipeline, renewable energy, and telecommunications industries. Quanta,<br />

which was founded in 1997, also owns fiber optic telecommunications infrastructure. Quanta's other services include outsource<br />

management and other specialty work such as installing traffic and light rail control systems, directional drilling, and constructing wind<br />

and solar power facilities. More than 65% of the company's revenues come from its electric power infrastructure segment. It is exiting<br />

telecommunications infrastructure services.<br />

Quanta typically expands through acquisitions. Most recently the company has been focusing on expanding its capabilities and growing<br />

internationally. In 2011 Quanta acquired Coe Drilling, a horizontal directional drilling company in Australia. Canada also has been a<br />

target for growth for Quanta. In another 2011 deal Quanta bought McGregor Construction, an electric power infrastructure services<br />

company in Canada. Also that year Quanta acquired two other smaller businesses based in British Columbia. Both mainly provided<br />

electric power infrastructure services. The deals enhanced Quanta's previous electric power acquisition of Valard Construction in<br />

Canada. In a retreat from telecommunications infrastructure services business, Quanta has agreed to sell substantially all of its<br />

domestic telecommunications infrastructure services operations to Dycom Industries for $275 million. The sale, which will allow Quanta<br />

to better focus on energy infrastructure, is expected to close by the end of 2012.<br />

Also in 2011 Quanta expanded its electric power infrastructure services in the US when it acquired Utilimap, a provider of geographic<br />

information system utility asset management services.<br />

Several trends in the market place present Quanta with opportunities to grow. Demand for electricity in North America continues to<br />

increase. However, the electric power grid system is aging. Quanta is positioned to make system upgrades and demand for its services<br />

should increase.<br />

Renewable energy such as wind and solar also presents opportunities for Quanta. As demand for those energy sources increases, so<br />

will demand for services such as transmission line installation and project management.<br />

Quanta also sees potential for growth in the natural gas segment. Development of gas shale formations in North America has provided in<br />

an increase in supply of natural gas. More natural gas-fired power plants are expected to be built during the next two decades.<br />

Quanta made an effort to grow in the natural gas sector when it acquired a 39% stake in Howard Midstream Energy Partners in 2011.<br />

The company owns, operates and constructs midstream oil and gas plant and pipeline facilities. The acquisition was made in order to<br />

position Quanta for more opportunities in the development of the Texas Eagle Ford shale region.<br />

Quanta has experienced a steady increase in demand for its services as the economy slowly recovers. As more clients began to<br />

increase spending on infrastructure projects the company's revenues also grew. In 2011 Quanta reported more than $4.6 billion in<br />

revenues (an increase of about 18%). Net income fell in 2011 due to a charge related to a pension plan withdrawal and other tax-related<br />

settlements.<br />

Contact Information<br />

2800 Post Oak Blvd., Ste. 2600<br />

Houston, TX77056-3023<br />

United States<br />

Copyright Hoover's Inc. ALL RIGHTS RESERVED. Austin, TX<br />

Distributed only in accordance with licensing agreement.<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 13


Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Hoovers Company Profiles, 12/5/2012 (Continued)<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Hoovers Company Profiles, 12/5/2012<br />

Phone: 713-629-7600<br />

Fax: 713-629-7676<br />

Toll-free:<br />

Website: http://www.quantaservices.com<br />

Key Numbers<br />

Fiscal Year End:<br />

2011 Sales ($mil.): $4,623.8<br />

One Year Sales Growth: 17.6%<br />

2011 Sales ($mil.): $132.5<br />

Sales ($mil.): 17,500<br />

One Year Employee Growth: 27.3%<br />

Auditor (2012) PricewaterhouseCoopers LLP<br />

Stock<br />

Company Type: Public<br />

Stock Exchange: NYSE Ticker Symbol: PWR<br />

Rankings<br />

S&P 500 (October 1, 2012)513<br />

Officers<br />

Executive Chairman , John R. Colson , Age: 64 , Salary: $824,006 , Total Compensation: $3,283,296<br />

President and CEO , James F. (Jim) O'Neil III , Age: 53 , Salary: $411,994 , Total Compensation: $1,114,239<br />

CFO , Derrick A. Jensen , Age: 41 , Salary: $251,463 , Total Compensation: $790,912<br />

EVP , James H. Haddox , Age: 63 , Salary: $494,400 , Total Compensation: $1,300,622<br />

President, Natural Gas and Pipeline Division , Earl C. Austin Jr. , Age: 42<br />

President, Telecommunications and Cable Television , Kenneth W. (Ken) Trawick , Age: 64 , Salary: $453,206 , Total<br />

Compensation: $1,146,229<br />

Directors<br />

Executive Chairman , John R. Colson , Age: 64<br />

Director , Patrick Henry (Pat) Wood III , Age: 49<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 14


Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Hoovers Company Profiles, 12/5/2012 (Continued)<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Hoovers Company Profiles, 12/5/2012<br />

Director , Worthing F. Jackman , Age: 47<br />

Director , J. Michal Conaway , Age: 63<br />

Director , Bernard Fried , Age: 55<br />

Director , Bruce E. Ranck , Age: 63<br />

Director , Ralph R. DiSibio , Age: 70<br />

Director , James R. Ball , Age: 69<br />

Director , Louis C. Golm , Age: 70<br />

Product Information<br />

Production:<br />

2011 Sales $ in mil. % of toal<br />

US $4,088.8 88%<br />

Canada & other $535.0 12%<br />

Total $4,623.8 100%<br />

Operations:<br />

2011 Sales $ mil. % of total<br />

Electric Power Services $3,029.7 66%<br />

Natural gas & pipeline $1,024.8 22%<br />

Telecommunications $457.3 10%<br />

Fiber optic licensing $112.0 2%<br />

Total $4,623.8 100%<br />

Selected Products<br />

Allteck Line Contractors,<br />

Blair Park Services<br />

Bradford Brothers<br />

Can-Fer Utility Services<br />

Computapole<br />

Dacon Corporation<br />

Dashiell Corporation<br />

Dillard Smith Construction Company<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 15


Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Hoovers Company Profiles, 12/5/2012 (Continued)<br />

Driftwood <strong>QUANTA</strong> <strong>SERVICES</strong> Electrical <strong>INC</strong> - Hoovers Company Profiles, 12/5/2012<br />

EHV Power<br />

Engineering Associates<br />

Fiber Technologies<br />

Golden State Utility Co.<br />

H.L. Chapman Pipeline Construction<br />

InfraSource Telecommunications Services<br />

InfraSource Pipeline Facilities<br />

InfraSource Telecommunications Services<br />

Intermountain Electric<br />

Irby Construction Company<br />

Longfellow Drilling Services<br />

Manuel Brothers<br />

Mears Group, Inc.<br />

M.J. Electric<br />

North Houston Pole Line<br />

North Sky Communications<br />

PAR Electrical Contractors<br />

Parkside Utility Construction<br />

Pauley Construction Company<br />

Potleco<br />

Price Gregory Services<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 16


Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Hoovers Company Profiles, 12/5/2012 (Continued)<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Hoovers Company Profiles, 12/5/2012<br />

Professional Teleconcepts<br />

Quanta Energized Services<br />

Quanta Government Solutions<br />

Quanta Pipeline Services Engineering<br />

Quanta Power Generation<br />

Quanta Technology<br />

Quanta Wireless Solutions<br />

Realtime Engineers, Inc.<br />

Ryan Company<br />

Spalj Construction Company<br />

Sumter Utilities<br />

Sunesys<br />

Trawick Construction Company<br />

Underground Construction Company<br />

Valard Construction<br />

VCI Telecom<br />

W.C. Communications<br />

Winco Powerline Services<br />

Key Competitors<br />

EMCOR<br />

Integrated Electrical Services<br />

MYR Group<br />

Cable Com<br />

Comm-Works<br />

Goldfield<br />

Henkels & McCoy<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 17


Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> - Hoovers Company Profiles, 12/5/2012 (Continued)<br />

Mass <strong>QUANTA</strong> Electric <strong>SERVICES</strong> <strong>INC</strong> - Hoovers Company Profiles, 12/5/2012<br />

MDU Construction Services<br />

Pike Electric Corporation<br />

Dycom<br />

MasTec<br />

Tetra Tech<br />

Industry<br />

Construction Sector<br />

Specialty Contractors<br />

Consumer Services<br />

Electronic Equipment Repair Services<br />

Professional Services Sector<br />

Architectural & Engineering Services<br />

History<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 18


Company Summary: <strong>QUANTA</strong> COMPUTER <strong>INC</strong> - Business Description<br />

<strong>QUANTA</strong> COMPUTER <strong>INC</strong> Business Description<br />

Date: December 05, 2012<br />

Location: No. 211, Wen Hwa 2nd Rd.<br />

Kueishan,<br />

Taiwan<br />

Copyright Hoover's Inc. ALL RIGHTS RESERVED. Austin, TX<br />

Distributed only in accordance with licensing agreement.<br />

Phone: +886-3-327-2345<br />

Fax: +886-3-327-8855<br />

Toll-free:<br />

Website: http://www.quantatw.com<br />

Ticker Information: Company Type: Public<br />

Stock Exchange: Ticker Symbol:<br />

Business Description: Quanta Computer is one of the world's largest manufacturers of notebook computers. The company<br />

also produces network servers , television set-top boxes, monitors, LCD TVs, and smartphones.<br />

Quanta Computer's top customers include leading electronics vendors, such as Apple, Dell,<br />

Gateway, Hewlett-Packard, Panasonic, and Sony. The company's other business units include<br />

Quanta Storage Inc. (data storage products) and RoyalTek Company, Ltd. (personal navigation<br />

devices and other GPS products). While well known for its notebooks and their smaller computer<br />

cousins, the netbooks, Quanta Computer is diversifying into other consumer electronics and IT<br />

products, such as Apple's iPod Touch.<br />

The company's strategy is encapsulated in what it calls System Solution Design Manufacturing and<br />

Move. The business model incorporates elements of electronics manufacturing services and original<br />

design manufacturing, two similar but distinct services. The former involves companies that take a<br />

design from a customer and manufacture the product to the customer's specifications. The latter<br />

involves companies that design their own products, then tailor them for customers. The "move" in<br />

Quanta Computer's operations incorporates logistics, configure-to-order manufacturing, direct order<br />

fulfillment, and other value-added services.<br />

In a tough year for the global economy as a whole, and the computer industry in particular, in 2009<br />

Quanta Computer's sales fell by a mere 1% over 2008 levels. Its net income, however, rose by 10%<br />

for the same period, a result of strict cost controls it put in place. For 2010, the company plans to<br />

continue to diversify into areas outside of the notebook PC. The company is focusing its R&D efforts<br />

on cloud computing, connectivity, and client devices. All three areas are part of a broader cloud<br />

computing initiative that involves the design and manufacture of data storage products and servers (for<br />

providing cloud-computing services), next-generation data networking products (for enabling<br />

uninterrupted cloud-computing connections and service coverage), and client devices (for accessing<br />

cloud networks).<br />

In 2006 Quanta Display, an affiliate of Quanta Computer, was sold to rival display maker AU<br />

Optronics in a $2.2 billion stock-swap transaction; Quanta Computer became AU's second largest<br />

shareholder (after Qisda Corporation, which spun off BenQ in 2007) as a result.<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 19


Company Summary: <strong>QUANTA</strong> COMPUTER <strong>INC</strong> - Financial Summary<br />

<strong>QUANTA</strong> COMPUTER <strong>INC</strong> Financial Summary<br />

Date: December 05, 2012<br />

Fiscal Year End: December<br />

Sales ($mil.): $36,443.5<br />

One Year Sales Growth: (4.7%)<br />

2011 Net Income ($mil.): $757.0<br />

One Year Income Growth: 19.7%<br />

2011 Employees: 108,872<br />

One Year Employee Growth: 58.4%<br />

Auditor (2012) KPMG<br />

Copyright Hoover's Inc. ALL RIGHTS RESERVED. Austin, TX<br />

Distributed only in accordance with licensing agreement.<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 20


Company Summary: <strong>QUANTA</strong> COMPUTER <strong>INC</strong> - Officers<br />

<strong>QUANTA</strong> COMPUTER <strong>INC</strong> Officers<br />

Date: December 05, 2012<br />

Chairman, Barry Lam<br />

SVP and CFO, Tim Li<br />

VP and Spokesperson, Elton Yang<br />

Vice Chairman and President, C. C. Leung<br />

Copyright Hoover's Inc. ALL RIGHTS RESERVED. Austin, TX<br />

Distributed only in accordance with licensing agreement.<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 21


Company Summary: <strong>QUANTA</strong> COMPUTER <strong>INC</strong> - Directors<br />

<strong>QUANTA</strong> COMPUTER <strong>INC</strong> Directors<br />

Date: December 05, 2012<br />

Copyright Hoover's Inc. ALL RIGHTS RESERVED. Austin, TX<br />

Distributed only in accordance with licensing agreement.<br />

There is no Company Summary information for this page from the most current Hoovers Company Profile report.<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 22


Company Summary: <strong>QUANTA</strong> COMPUTER <strong>INC</strong> - Industries<br />

<strong>QUANTA</strong> COMPUTER <strong>INC</strong> Industries<br />

Date: December 05, 2012<br />

Control, Electromedical, Measuring & Navigational Instruments Manufacturing<br />

Search, Detection, Navigation & Guidance System Manufacturing<br />

Copyright Hoover's Inc. ALL RIGHTS RESERVED. Austin, TX<br />

Distributed only in accordance with licensing agreement.<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 23


Company Summary: <strong>QUANTA</strong> COMPUTER <strong>INC</strong> - Key Competitors<br />

<strong>QUANTA</strong> COMPUTER <strong>INC</strong> Key Competitors<br />

Date: December 05, 2012<br />

ASUSTeK<br />

Compal Electronics<br />

Hon Hai<br />

China Techfaith<br />

First International Computer<br />

Foxconn International<br />

MiTAC<br />

Pegatron<br />

Super Micro Computer<br />

Wistron<br />

BenQ<br />

Celestica<br />

Flextronics<br />

Inventec<br />

Tatung<br />

TriGem<br />

Copyright Hoover's Inc. ALL RIGHTS RESERVED. Austin, TX<br />

Distributed only in accordance with licensing agreement.<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 24


Company Summary: <strong>QUANTA</strong> COMPUTER <strong>INC</strong> - Product Information<br />

<strong>QUANTA</strong> COMPUTER <strong>INC</strong> Product Information<br />

Date: December 05, 2012<br />

Production:<br />

There is no Company Summary information for this section from the most current Hoovers Company Profile report.<br />

Operations:<br />

There is no Company Summary information for this section from the most current Hoovers Company Profile report.<br />

Selected Products and Services:<br />

Copyright Hoover's Inc. ALL RIGHTS RESERVED. Austin, TX<br />

Distributed only in accordance with licensing agreement.<br />

There is no Company Summary information for this section from the most current Hoovers Company Profile report.<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 25


Company Summary: <strong>QUANTA</strong> COMPUTER <strong>INC</strong> - Hoovers Company Profiles, 12/5/2012<br />

Overview<br />

Hoover's In-Depth Company Records<br />

Date: December 05, 2012<br />

Quanta Computer Inc.<br />

Quanta Computer is one of the world's largest manufacturers of notebook computers. The company also produces network servers,<br />

television set-top boxes, monitors, LCD TVs, and smartphones. Quanta Computer's top customers include leading electronics vendors,<br />

such as Apple, Dell, Gateway, Hewlett-Packard, Panasonic, and Sony. The company's other business units include Quanta Storage<br />

Inc. (data storage products) and RoyalTek Company, Ltd. (personal navigation devices and other GPS products). While well known for<br />

its notebooks and their smaller computer cousins, the netbooks, Quanta Computer is diversifying into other consumer electronics and IT<br />

products, such as Apple's iPod Touch.<br />

The company's strategy is encapsulated in what it calls System Solution Design Manufacturing and Move. The business model<br />

incorporates elements of electronics manufacturing services and original design manufacturing, two similar but distinct services. The<br />

former involves companies that take a design from a customer and manufacture the product to the customer's specifications. The latter<br />

involves companies that design their own products, then tailor them for customers. The "move" in Quanta Computer's operations<br />

incorporates logistics, configure-to-order manufacturing, direct order fulfillment, and other value-added services.<br />

In a tough year for the global economy as a whole, and the computer industry in particular, in 2009 Quanta Computer's sales fell by a<br />

mere 1% over 2008 levels. Its net income, however, rose by 10% for the same period, a result of strict cost controls it put in place. For<br />

2010, the company plans to continue to diversify into areas outside of the notebook PC. The company is focusing its R&D efforts on<br />

cloud computing, connectivity, and client devices. All three areas are part of a broader cloud computing initiative that involves the design<br />

and manufacture of data storage products and servers (for providing cloud-computing services), next-generation data networking products<br />

(for enabling uninterrupted cloud-computing connections and service coverage), and client devices (for accessing cloud networks).<br />

In 2006 Quanta Display, an affiliate of Quanta Computer, was sold to rival display maker AU Optronics in a $2.2 billion stock-swap<br />

transaction; Quanta Computer became AU's second largest shareholder (after Qisda Corporation, which spun off BenQ in 2007) as a<br />

result.<br />

Contact Information<br />

No. 211, Wen Hwa 2nd Rd.<br />

Kueishan,<br />

Taiwan<br />

Phone: +886-3-327-2345<br />

Fax: +886-3-327-8855<br />

Toll-free:<br />

Website: http://www.quantatw.com<br />

Key Numbers<br />

Fiscal Year End:<br />

Copyright Hoover's Inc. ALL RIGHTS RESERVED. Austin, TX<br />

Distributed only in accordance with licensing agreement.<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 26


Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>MANAGEMENT</strong> PARTNERSHIP LP, a subsidiary of <strong>QUANTA</strong><br />

COMPUTER <strong>INC</strong> - Hoovers Company Profiles, 12/5/2012 (Continued)<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>MANAGEMENT</strong> PARTNERSHIP LP, a subsidiary of <strong>QUANTA</strong> COMPUTER <strong>INC</strong> - Hoovers Company<br />

2011 Profiles, Sales 12/5/2012 ($mil.): $36,443.5<br />

One Year Sales Growth: (4.7%)<br />

2011 Sales ($mil.): $757.0<br />

Sales ($mil.): 108,872<br />

One Year Employee Growth: 58.4%<br />

Auditor (2012) KPMG<br />

Stock<br />

Company Type: Public<br />

Stock Exchange: Ticker Symbol:<br />

Rankings<br />

Officers<br />

Chairman , Barry Lam<br />

SVP and CFO , Tim Li<br />

VP and Spokesperson , Elton Yang<br />

Vice Chairman and President , C. C. Leung<br />

Directors<br />

There is n o Company Summary information for this section from the most current Hoovers Company Profile report.<br />

Product Information<br />

Production:<br />

There is no Company Summary information for this section from the most current Hoove rs Company Profile report.<br />

Operations:<br />

There is no Company Summary information for this section from the most current Hoovers Company Profile report.<br />

Selected Products<br />

There is no Company Summary information for this section from the most current Hoovers Company Profile report.<br />

Key Competitors<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 27


Company Summary: <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>MANAGEMENT</strong> PARTNERSHIP LP, a subsidiary of <strong>QUANTA</strong><br />

COMPUTER <strong>INC</strong> - Hoovers Company Profiles, 12/5/2012 (Continued)<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>MANAGEMENT</strong> PARTNERSHIP LP, a subsidiary of <strong>QUANTA</strong> COMPUTER <strong>INC</strong> - Hoovers Company<br />

ASUSTeK<br />

Profiles, 12/5/2012<br />

Compal Electronics<br />

Hon Hai<br />

China Techfaith<br />

First International Computer<br />

Foxconn International<br />

MiTAC<br />

Pegatron<br />

Super Micro Computer<br />

Wistron<br />

BenQ<br />

Celestica<br />

Flextronics<br />

Inventec<br />

Tatung<br />

TriGem<br />

Industry<br />

Control, Electromedical, Measuring & Navigational Instruments Manufacturing<br />

Search, Detection, Navigation & Guidance System Manufacturing<br />

History<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 28


Litigation: Practice Area Trends & Analysis<br />

The Practice Area Trends & Analysis section uses West’s KeySearch topics to analyze litigation activity by practice area. The practice<br />

area of an opinion is based on the topics that occur most frequently in the text of the opinion and the West headnotes. Litigation events<br />

are analyzed by the overall share of events pertaining to a particular practice area and the number of events per year for each practice<br />

area during the selected date range.<br />

Practice Area Distribution<br />

Practice Area Occurrences %<br />

Torts/Negligence 27 56.3%<br />

Employment/Labor 10 20.8%<br />

Commercial Law and Contracts 5 10.4%<br />

Insurance 3 6.3%<br />

Intellectual Property - Patents 2 4.2%<br />

Civil Rights 1 2.1%<br />

View Report Online<br />

Practice Area Trend<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 29


Litigation: Court Trends & Analysis<br />

The Court Trends & Analysis section displays the state and federal courts in which the company has litigated during the selected date<br />

range. Litigation events are analyzed by the overall share of events litigated in a particular jurisdiction.<br />

Courts Distribution<br />

Courts Occurrences %<br />

State Courts > California - State<br />

Courts<br />

10 18.2%<br />

State Courts > Texas - State<br />

Courts<br />

10 18.2%<br />

State Courts > Washington -<br />

State Courts<br />

7 12.7%<br />

U.S. District Courts > Texas -<br />

Federal Courts<br />

7 12.7%<br />

State Courts > Minnesota - State<br />

Courts<br />

3 5.5%<br />

State Courts > Pennsylvania -<br />

State Courts<br />

3 5.5%<br />

U.S. District Courts > Minnesota<br />

- Federal Courts<br />

3 5.5%<br />

U.S. Courts of Appeal > United<br />

States Court of Appeals, Fifth<br />

Circuit<br />

2 3.6%<br />

U.S. District Courts > California -<br />

Federal Courts<br />

2 3.6%<br />

Other Courts 8 14.5%<br />

View Report Online<br />

Courts Trend<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 30


Litigation: Law Firm Size Trends & Analysis<br />

The Law Firm Size Trends & Analysis section displays the sizes of law firms that have represented the companies included in this<br />

report during the selected date range. The size of law firms is based on the total number of attorneys within the entire law firm, not an<br />

individual office or geographic location. Law firm representation is analyzed by the overall share of events in which law firms of a<br />

particular size represented the company and the number of litigation events per year for each size of law firm.<br />

Law Firm Size Distribution<br />

Law Firm Size Occurrences %<br />

2 to 15 5 45.5%<br />

101 to 250 3 27.3%<br />

41 to 100 2 18.2%<br />

751+ 1 9.1%<br />

View Report Online<br />

Law Firm Size Trend<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 31


Litigation: Docket and Opinion Trends & Analysis<br />

The Docket and Opinion Trends & Analysis section tracks a company’s litigation activity using cases that have been filed (dockets) and<br />

cases where opinions have been issued (opinions). This section shows how many cases have been filed and how many opinions have<br />

been issued for the selected date range.<br />

Docket and Opinion Trend<br />

*Data for partial year only<br />

Docket and Opinion Breakdown Occurrences<br />

Cases Filed (Dockets) 52<br />

Cases Decided (Opinions) 3<br />

View Report Online<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 32


Litigation: Law Firm Representation Trends & Analysis<br />

The Law Firm Representation Trends & Analysis section displays the law firms that have represented companies in the litigation events<br />

included in this report during the selected date range. Law firm representation is analyzed by the overall share of events associated with<br />

a law firm and the number of events per year for each law firm.<br />

Law Firm Representation Distribution<br />

Law Firm Representation Profile Occurrences %<br />

GUNN, LEE & CAVE, P.C. 2 16.7%<br />

MUNSCH HARDT KOPF &<br />

HARR, P.C.<br />

2 16.7%<br />

SUSMAN GODFREY LLP 2 16.7%<br />

BRIGGS & MORGAN 1 8.3%<br />

LEGGE, FARROW,<br />

KIMMITT, MCGRATH &<br />

BROWN L.L.P.<br />

MCDONALD HOPKINS<br />

LLC<br />

MULLIGAN & BJORNNES<br />

PLLP<br />

MURRAY, DUNHAM &<br />

MURRAY<br />

WINSTON & STRAWN<br />

LLP<br />

1 8.3%<br />

1 8.3%<br />

1 8.3%<br />

1 8.3%<br />

1 8.3%<br />

View Report Online<br />

Law Firm Representation Trend<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 33


Litigation: Presiding Judge Trends & Analysis<br />

The Presiding Judge Trends & Analysis section shows the judges who have participated in the legal events in this report during the<br />

selected date range. Litigation events are analyzed by a judge’s overall share of events and the number of events per year for each judge<br />

during the selected date range.<br />

Presiding Judges Distribution<br />

Presiding Judges Profile Occurrences Percent<br />

FRANK, HON.<br />

DONOVAN W.<br />

2 6.7%<br />

GAUGHAN, HON.<br />

PATRICIA ANNE<br />

2 6.7%<br />

HITTNER, HON. DAVID 2 6.7%<br />

MILLER, HON. GRAY<br />

HAMPTON<br />

2 6.7%<br />

NOEL, HON. FRANKLIN<br />

L.<br />

2 6.7%<br />

ADELMAN, HON. LYNN<br />

S.<br />

1 3.3%<br />

BABCOCK, HON. LEWIS<br />

T.<br />

1 3.3%<br />

BENAVIDES, HON.<br />

FORTUNATO PEDRO<br />

1 3.3%<br />

BRENNAN, HON.<br />

EDMUND F.<br />

1 3.3%<br />

Other Judges 16 53.3%<br />

View Report Online<br />

Presiding Judges Trend<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 34


Litigation: Attorney Representation Trends & Analysis<br />

The Attorney Representation Trends & Analysis section displays the attorneys that have represented companies in the litigation events<br />

included in this report during the selected date range. Attorney representation is analyzed by the overall share of events associated with<br />

an attorney and the number of events per year for each attorney.<br />

Attorney Representation Distribution<br />

Attorney Representation Profile Occurrences Percent<br />

HOFFER, STEWART<br />

EDMOND<br />

5 12.8%<br />

FITZGERALD, BRENDAN<br />

J.<br />

4 10.3%<br />

BOUTROUS, JAMES J. II 3 7.7%<br />

FAUNTLEROY, J.<br />

PARKER JR.<br />

2 5.1%<br />

LEE, TED D. 2 5.1%<br />

LEVINE, MARK J. 2 5.1%<br />

MAYER, ERIC JULIAN 2 5.1%<br />

PAUL, MICHAEL D. 2 5.1%<br />

RAYMOND, SHAWN L. 2 5.1%<br />

Other Attorneys 15 38.5%<br />

View Report Online<br />

Attorney Representation Trend<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 35


Litigation: Legal Role Trends & Analysis<br />

The Legal Role Trends & Analysis section shows the Legal Roles of companies in the litigation events included in this report during the<br />

selected date range. Litigation events are analyzed by the overall share of events for the particular role and the number of events per year<br />

for such legal role.<br />

Legal Roles Distribution<br />

Legal Roles Occurrences %<br />

Defendant 43 75.4%<br />

Plaintiff 10 17.5%<br />

Counter-Claimant 1 1.8%<br />

Counter-Defendant 1 1.8%<br />

Cross-Defendant 1 1.8%<br />

Petitioner 1 1.8%<br />

View Report Online<br />

Legal Roles Trend<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 36


Litigation: Company Distribution Trends & Analysis<br />

The Company Distribution and Trends section displays the companies represented in this report during the selected date range. This<br />

section includes both public and private corporations that are currently in business. Litigation events are analyzed by the overall share of<br />

events litigated by a particular company and the number of litigation events per year for each company during the selected date range.<br />

Company Distribution<br />

Company Occurrences %<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> 55 98.2%<br />

<strong>QUANTA</strong> <strong>SERVICES</strong><br />

<strong>MANAGEMENT</strong> PARTNERSHIP<br />

LP<br />

1 1.8%<br />

View Report Online<br />

Company Trend<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 37


Litigation: Industry Distribution Trends & Analysis<br />

The Industry Distribution Trends & Analysis section displays the industries represented in this report during the selected date range.<br />

Litigation events are analyzed by the overall share of events litigated by parties within a particular industry and the number of litigation<br />

events per year for such industry.<br />

Industry Occurrences %<br />

Construction 55 100.0%<br />

View Report Online<br />

Industry Trend<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 38


Litigation: Source Documents<br />

The Source Documents section lists up to 250 of the most recent dockets or opinions for the litigation events included in this report. To<br />

view the full text of a document on Westlaw, click its citation.<br />

No. Document Title Doc. Type KNOS Court State Date WL Citation<br />

1. HOOPER v. IRBY CONSTRUCTION COMPANY<br />

ET AL<br />

Docket 430.75.25 - Torts/Negligence -><br />

Personal Injury -> Other Federal<br />

Actions<br />

U.S. - District Court -<br />

Texas W.D.<br />

TX 11/26/20125:12-CV-01108<br />

2. MCKAY ET AL v. W<strong>INC</strong>O, <strong>INC</strong>. ET AL Docket 430.75.25 - Torts/Negligence -> U.S. - District Court - WV 10/15/20122:12-CV-00072<br />

Personal Injury -> Other Federal<br />

Actions<br />

West Virginia N.D.<br />

3. UNITED STATES OF AMERICA v. <strong>QUANTA</strong> Docket 390.65 - Real Property -> Torts to U.S. - District Court - CA 08/03/20122:12-CV-02043<br />

<strong>SERVICES</strong>, ET AL<br />

Land<br />

California E.D.<br />

4. UNITED STATES OF AMERICA v. <strong>QUANTA</strong> Docket 390.65 - Real Property -> Torts to U.S. - District Court - CA 08/03/20122:12-AT-01081<br />

<strong>SERVICES</strong>, <strong>INC</strong>. ET AL<br />

Land<br />

California E.D.<br />

5. Quanta Services, Inc. v. Liveline Solutions, Opinion - U.S. - District Court - TX 07/30/2012 2012 WL<br />

Inc.<br />

Texas S.D.<br />

3100402<br />

6. UGI PENN NATURAL GAS <strong>INC</strong> v.<br />

Docket 430 - Torts/Negligence Pennsylvania - Court PA 07/19/2012 201206567<br />

INFRASOURCE UNDERGROUND <strong>SERVICES</strong><br />

of Common Pleas -<br />

LLC<br />

Bucks County<br />

7. OCHOA, SERGIO v. <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> Docket 430.75.15 - Torts/Negligence -> Texas - District Court - TX 06/08/2012 201233623<br />

(AN INDIVIDUAL)<br />

Personal Injury -> Motor Vehicle Harris County<br />

8. BROWN v. DEPARTMENT OF LABOR & Docket - Washington - Superior WA 05/16/2012 12-2-01115-1<br />

INDUSTRIES<br />

Court - Kitsap County<br />

9. SUNEDISON CANADIAN CONSTRUCTION LP Docket 130.05 - Contracts -> Breach of Texas - District Court - TX 03/30/2012 201219184<br />

v. <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong><br />

Contract<br />

Harris County<br />

10. LANDERS v. BLAIR PARK <strong>SERVICES</strong> Docket 430.73 - Torts/Negligence -> California - Superior CA 03/05/2012 RIC1203100<br />

Nuisance<br />

Court - Riverside<br />

County<br />

11. MORA v. ALTEC INDUSTRIES ETAL Docket 430.85 - Torts/Negligence -> California - Superior CA 12/27/2011CIVVS1106233<br />

Product Liability<br />

Court - San Bernardino<br />

County<br />

12. GUILLEN v. CASTELLANOS Docket 430.75.15 - Torts/Negligence -> California - Superior CA 12/05/2011CIVDS1114118<br />

Personal Injury -> Motor Vehicle Court - San Bernardino<br />

County<br />

13. <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> v. BROWN Docket - Washington - Superior<br />

Court - Kitsap County<br />

WA 11/01/2011 11-2-02420-4<br />

14. HERRERA v. UTILIMAP CORPORATION ET AL Docket 190.25 - Labor & Employment -> U.S. - District Court - TX 11/01/20114:11-CV-03851<br />

FLSA<br />

Texas S.D.<br />

15. THOMAS ROGERS v. PAR ELECTRICAL Docket 110.25 - Civil Rights -> Employment U.S. - Court of Appeals 10/20/2011 11-4123<br />

CONTRACTORS, IN, ET AL<br />

- 6th Circuit<br />

16. PAR ELECTRICAL CONTRACTORS <strong>INC</strong> v. Docket 130.25 - Contracts -> Insurance California - Superior CA 08/05/2011 37-2011-<br />

ACE PROPERTY AND CASUALTY COMPANY<br />

Court - San Diego<br />

00095846-CU-<br />

County<br />

IC-CTL<br />

17. DOWLING v. XCEL ENERGY ET AL Docket 110.25 - Civil Rights -> Employment U.S. - District Court -<br />

Colorado<br />

CO 07/06/20111:11-CV-01776<br />

18. <strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. ET AL v. LIVELINE Docket 260.10 - Intellectual Property -> U.S. - District Court - TX 06/24/20114:11-CV-02398<br />

SOLUTIONS, <strong>INC</strong>. ET AL<br />

Patent<br />

Texas S.D.<br />

19. ACE PROPERTY AND CASUALTY<br />

Docket 130.25 - Contracts -> Insurance U.S. - District Court - TX 04/15/20114:11-CV-01458<br />

INSURANCE COMPANY v. PAR ELECTRICAL<br />

CONTRACTORS, <strong>INC</strong> ET AL<br />

Texas S.D.<br />

20. <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> v. BROWN Docket - Washington - Superior<br />

Court - Kitsap County<br />

WA 12/14/2010 10-2-02848-1<br />

21. THOMPSON v. POTEL CO <strong>INC</strong> Docket 430.72 - Torts/Negligence -> Motor Washington - Superior WA 12/03/2010 10-2-42131-9<br />

Vehicle<br />

Court - King County<br />

22. THOMPSON v. POTELCO <strong>INC</strong> Docket 430.72 - Torts/Negligence -> Motor Washington - Superior WA 12/03/2010 10-2-42173-4<br />

Vehicle<br />

Court - King County<br />

23. UGI UTILITIES <strong>INC</strong> v. VERIZON<br />

Docket 430.75 - Torts/Negligence -> Pennsylvania - Court PA 11/04/2010 201011365<br />

PENNSYLVANIA <strong>INC</strong><br />

Personal Injury<br />

of Common Pleas -<br />

Bucks County<br />

24. AT&T CORP. v. NORTH HOUSTON POLE Docket - Texas - District Court - TX 11/01/2010 CV-10-1823<br />

LINE, L.P., <strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>.<br />

Grayson County<br />

25. TRISTA MEEHAN, AMERICAN FAMILY<br />

Docket 430.75 - Torts/Negligence -> Minnesota - District MN 10/21/2010 62-CV-10-<br />

MUTUAL INSURANCE COMPANY v.<br />

NORTHERN STATES POWER COMPANY,<br />

D/B/A XCEL ENERGY <strong>INC</strong>, XCEL ENERGY<br />

<strong>INC</strong>, INFRASOURCE UNDERGROUND<br />

CONSTRUCTION <strong>INC</strong>, <strong>QUANTA</strong> <strong>SERVICES</strong><br />

Personal Injury<br />

Court - Ramsey County<br />

10253<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 39


Litigation: Source Documents (Continued)<br />

Source <strong>INC</strong>Documents<br />

26. HARROD v. <strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. Docket 430.75.25 - Torts/Negligence -><br />

Personal Injury -> Other Federal<br />

Actions<br />

27. AMY HARROD, AS TRUSTEE FOR THE HEIRS<br />

AND NEXT OF KIN OF RUSSELL HAMPTON<br />

HARROD v. <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong><br />

28. CLEAN DIESEL <strong>INC</strong> v. <strong>QUANTA</strong> <strong>SERVICES</strong><br />

<strong>INC</strong> (DBA NORTH HOUSTON POLE LINE L<br />

29. GUSTAFSON ET AL v. <strong>QUANTA</strong> <strong>SERVICES</strong><br />

<strong>INC</strong> ET AL<br />

30. ROGERS v. PAR ELECTRICAL<br />

CONTRACTORS, <strong>INC</strong>. ET AL<br />

31. LLOYD EATON v. <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong>,<br />

ET AL<br />

Docket 430.95 - Torts/Negligence -><br />

Wrongful Death<br />

U.S. - District Court -<br />

Minnesota<br />

Minnesota - District<br />

Court - Sherburne<br />

County<br />

MN 10/12/20100:10-CV-04208<br />

MN 09/30/2010 71-CV-10-<br />

1582<br />

Docket - Texas - District Court -<br />

Harris County<br />

TX 08/20/2010 201052336<br />

Docket 430.75.15 - Torts/Negligence -> U.S. - District Court - WI 07/23/20102:10-CV-00628<br />

Personal Injury -> Motor Vehicle Wisconsin E.D.<br />

Docket 110.25 - Civil Rights -> Employment U.S. - District Court -<br />

Ohio N.D.<br />

OH 06/23/20101:10-CV-01402<br />

Docket 430.75 - Torts/Negligence -> Texas - District Court - TX 06/17/2010 DC-10-07444<br />

Personal Injury<br />

Dallas County<br />

32. Horn v. Quanta Services, Inc. Opinion - U.S. - District Court - TX 05/27/2010 2010 WL<br />

Texas S.D.<br />

2196274<br />

33. ROGERS THOMAS M v. PAR ELECTRICAL Docket - Ohio - Court of<br />

OH 05/25/2010 10CV001561<br />

CONTRACTORS <strong>INC</strong> ET AL<br />

Common Pleas - Lake<br />

County<br />

34. SOUTHERN CALIFORNIA EDISON v. NEW Docket 430.75.20 - Torts/Negligence -> California - Superior CA 04/23/2010 RIC10007631<br />

VISION<br />

Personal Injury -> Non-Motor Court - Riverside<br />

Vehicle<br />

County<br />

35. GREG KRIZAN v. <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong>, Docket 190 - Labor & Employment Minnesota - District MN 04/16/2010 27-CV-10-<br />

INFRASOURCE <strong>SERVICES</strong> <strong>INC</strong><br />

Court - Hennepin<br />

County<br />

8307<br />

36. KRIZAN v. <strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. ET AL Docket 130.55 - Contracts -> Other U.S. - District Court - MN 04/16/20100:10-CV-01642<br />

Contract<br />

Minnesota<br />

37. EATON, LLOYD v. <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> Docket 430.75.20 - Torts/Negligence -> Texas - District Court - TX 03/26/2010 201019505<br />

Personal Injury -> Non-Motor<br />

Vehicle<br />

Harris County<br />

38. CHRISSY CRAM v. W<strong>INC</strong>O <strong>INC</strong> ET AL Docket 190 - Labor & Employment California - Superior<br />

Court - Los Angeles<br />

County<br />

CA 03/18/2010 BC434113<br />

39. <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> v. BADESSA, JOHN Docket - Texas - District Court -<br />

Harris County<br />

TX 03/16/2010 201017274<br />

40. CONNIE JEAN DUNCAN v. RICHARD ALFRED Docket 430.75.15 - Torts/Negligence -> California - Superior CA 12/04/2009 CIVRS913322<br />

JOHNSON<br />

Personal Injury -> Motor Vehicle Court - San Bernardino<br />

County<br />

41. KENNETH COOKS v. JOSEPH CLAIBORNE, ET Docket 430.72 - Torts/Negligence -> Motor Texas - District Court - TX 06/22/2009 DC-09-07865<br />

AL<br />

Vehicle<br />

Dallas County<br />

42. HORN v. <strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. ET AL Docket 110.25 - Civil Rights -> Employment U.S. - District Court -<br />

Texas S.D.<br />

TX 05/19/20094:09-CV-01514<br />

43. GALLAGHER BASSETT <strong>SERVICES</strong> <strong>INC</strong> v. Docket 430.75 - Torts/Negligence -> Washington - Superior WA 05/12/2009 09-2-05135-4<br />

EXTENDED STAY AMERICA<br />

Personal Injury<br />

Court - Snohomish<br />

County<br />

44. HORN, JUSTIN v. <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> Docket 110.20 - Civil Rights -><br />

Texas - District Court - TX 04/17/2009 200924327<br />

Discrimination<br />

Harris County<br />

45. TIBERCIO CALDERON MORRENO v. DAVID M Docket 130.05 - Contracts -> Breach of California - Superior CA 03/13/2009 37-2009-<br />

KUPFER<br />

Contract<br />

Court - San Diego<br />

00085193-CL-<br />

130.10 - Contracts -> Breach of<br />

Warranty<br />

County<br />

BC-CTL<br />

46. OLSON v. POTELCO INDUSTRIES Docket - Washington - Superior<br />

Court - Whatcom<br />

County<br />

WA 02/19/2009 09-2-00487-7<br />

47. FAIRVIEW HEALTH <strong>SERVICES</strong> v. <strong>QUANTA</strong> Docket 190.15 - Labor & Employment -> U.S. - District Court - MN 12/22/20080:08-CV-06458<br />

<strong>SERVICES</strong> MEDICAL PLAN ET AL<br />

ERISA<br />

Minnesota<br />

48. Quanta Services Inc. v. American<br />

Opinion - U.S. - Court of Appeals 12/02/2008 2008 WL<br />

Administrative Group Inc.<br />

- 5th Circuit<br />

5068804<br />

49. EQUITABLE GAS COMPANY v. VERIZON OF Docket 130 - Contracts Pennsylvania - Court PA 07/16/2008 GD-08-014432<br />

PENNSYLVANIA I<br />

of Common Pleas -<br />

Allegheny County<br />

50. KAREN LAPE v. AARON LINSS Docket 430.75.15 - Torts/Negligence -> California - Superior CA 07/10/2008 30-2008-<br />

Personal Injury -> Motor Vehicle Court - Orange County<br />

00109072-CU-<br />

430.87.05 - Torts/Negligence -><br />

Property Damage -> Motor Vehicle<br />

430.95.05 - Torts/Negligence -><br />

Wrongful Death -> Motor Vehicle<br />

PA-CJC<br />

51. KOZLOWSKI ET AL v. GREENACRE ET AL Docket 430.75.15 - Torts/Negligence -> U.S. - District Court - WA 07/02/20082:08-CV-03041<br />

Personal Injury -> Motor Vehicle Washington E.D.<br />

52. MCQUEARY, THOMAS P v. NORTH Docket 430.75.15 - Torts/Negligence -> Texas - District Court - TX 05/19/2008 200830807<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 40


Litigation: Source Documents (Continued)<br />

Source Documents<br />

HOUSTON POLE LINE L P Personal Injury -> Motor Vehicle Harris County<br />

53. <strong>QUANTA</strong> <strong>SERVICES</strong> v. AMERICAN ADMIN Docket 130.55 - Contracts -> Other U.S. - Court of Appeals<br />

GROUP<br />

Contract<br />

- 5th Circuit<br />

54. <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> v. XAM ELLIOTT Docket 430.72 - Torts/Negligence -> Motor Oklahoma - District<br />

KETCHUM ANDJACK LEONARD NORRIS<br />

Vehicle<br />

Court - Tulsa County<br />

55. <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ETAL v. RANDALL Docket - California - Superior<br />

SOULE ETAL<br />

Court - San Bernardino<br />

County<br />

04/21/2008 08-20252<br />

OK 03/28/2008 CJ-2008-2337<br />

CA 02/11/2008 CIVRS801316<br />

View Report Online<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 41


Litigation: Company Name Variations<br />

The Company Name Variations section displays company names used by the company in legal and business transactions during the<br />

selected date range, as found in legal source documents such as dockets and cases.<br />

Company Subsidiary Company Name Variation<br />

<strong>QUANTA</strong> COMPUTER <strong>INC</strong> <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> PWR <strong>QUANTA</strong> <strong>SERVICES</strong><br />

<strong>QUANTA</strong> <strong>QUANTA</strong> <strong>SERVICES</strong><br />

<strong>QUANTA</strong> <strong>SERVICES</strong><br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong><br />

View Report Online<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 42


Litigation: Source Description<br />

Thomson West retrieves information about lawyers, law firms, roles, representation, and parties from Westlaw® documents, including<br />

case opinions and dockets, as follows:<br />

● U.S. federal circuit court dockets filed in all U.S. Courts of Appeal, from 1998 to present, updated daily.<br />

● U.S. federal district court dockets on active and inactive civil and criminal cases filed in U.S. district courts nationwide, from 2000 to<br />

present, updated daily.<br />

● Federal case law decisions from the U.S. Supreme Court, courts of appeals, former circuit courts, district courts, bankruptcy<br />

courts, former Court of Claims, Court of Federal Claims, Tax Court, related federal courts and military courts, from 1990 to present,<br />

updated daily.<br />

● State case law decisions from all state supreme courts and courts of appeals, from 1990 to present, updated daily. State docket<br />

coverage varies by court. For a full list of state docket coverage see the link below.<br />

State Docket Coverage<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 43


M&A: Transaction Status Trends & Analysis<br />

The Transaction Status Trends & Analysis section classifies the status of the mergers and acquisitions included in this report during the<br />

selected date range. Mergers and acquisitions are analyzed by status for value trends, number of transactions, and overall share of<br />

transactions in each status category.<br />

Transaction Status<br />

Value<br />

(Millions)<br />

Deals Average<br />

(Millions)<br />

Completed $844.94 3 $281.65 100.0%<br />

%<br />

View Report Online<br />

Transaction Status Deal Value Trends<br />

*Data for partial year only<br />

Transaction Status Deal Count Trends<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 44


M&A: Value Range Trends & Analysis<br />

The Value Range Trends & Analysis section shows the value range of transactions in this report. Value ranges are analyzed for value<br />

trends, number of transactions, and overall share of transactions during the selected date range.<br />

Value Range Distribution<br />

Value Range<br />

Value<br />

(Millions)<br />

Deals Average<br />

(Millions)<br />

$250MM-$1,000MM $625.02 2 $312.51 74.0%<br />

$100MM-$250MM $219.93 1 $219.93 26.0%<br />

%<br />

View Report Online<br />

Value Range Deal Value Trends<br />

Value Range Deal Count Trends<br />

*Data for partial year only<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 45


M&A: Financial Advisor Trends & Analysis<br />

The Financial Advisor Trends & Analysis section displays the financial advisors for the transactions listed in this report during the<br />

selected date range. Transactions are analyzed by the overall share of events associated with a particular financial advisor and the<br />

number of transactions per year for each financial advisor.<br />

Financial Advisor Distribution<br />

Financial Advisor<br />

Value<br />

(Millions)<br />

Deals Average<br />

(Millions)<br />

JP MORGAN $350.02 1 $350.02 56.0%<br />

STEPHENS <strong>INC</strong> $275.00 1 $275.00 44.0%<br />

%<br />

View Report Online<br />

Financial Advisor Deal Value Trends<br />

*Data for partial year only<br />

Financial Advisor Deal Count Trends<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 46


M&A: Law Firm Representation Trends & Analysis<br />

The Law Firm Representation Trends & Analysis section displays law firms who represented parties in transactions included in this<br />

report during the selected date range. Transactions are analyzed by law firm for value trends, number of transactions, and overall share<br />

of transactions for each law firm.<br />

Law Firm Representation Distribution<br />

Law Firm<br />

BAKER &<br />

HOSTETLER LLP<br />

BAKER &<br />

HOSTETLER LLP<br />

FASKEN<br />

MARTINEAU<br />

DUMOULIN LLP<br />

Value<br />

(Millions)<br />

Deals<br />

Average<br />

(Millions)<br />

%<br />

$350.02 1 $350.02 38.0%<br />

$350.02 1 $350.02 38.0%<br />

$219.93 1 $219.93 23.9%<br />

View Report Online<br />

Law Firm Representation Deal Value Trends<br />

Law Firm Representation Deal Count Trends<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 47


M&A: Law Firm Role Trends & Analysis<br />

The Law Firm Role Trends & Analysis section shows law firms' roles for transactions analyzed in this report during the selected date<br />

range. Law firm roles are analyzed for value trends, number of transactions, and overall share of transactions.<br />

Law Firm Representation Role Distribution<br />

Law Firm Role<br />

Value<br />

(Millions)<br />

Deals Average<br />

(Millions)<br />

Acquirer $569.94 2 $284.97 67.5%<br />

Target $275.00 1 $275.00 32.5%<br />

%<br />

View Report Online<br />

Law Firm Representation Role Deal Value Trends<br />

*Data for partial year only<br />

Law Firm Representation Role Deal Count Trends<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 48


M&A: Attorney Representation Trends & Analysis<br />

The Attorney Representation Trends & Analysis section displays attorneys who represented parties in transactions included in this<br />

report during the selected date range. Transactions are analyzed by attorney for value trends, number of transactions, and overall share<br />

of transactions for each attorney.<br />

Attorney<br />

SHEARER, W.<br />

ROBERT<br />

Value<br />

(Millions)<br />

Deals<br />

Average<br />

(Millions)<br />

%<br />

$350.02 1 $350.02 100.0%<br />

View Report Online<br />

Attorney Representation Deal Value Trends<br />

Attorney Representation Deal Count Trends<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 49


M&A: Company Distribution Trends & Analysis<br />

The Company Distribution Trends & Analysis section displays the companies represented in this report during the selected date range.<br />

This section includes both public and private corporations that are currently in business. Events are analyzed by the share of<br />

transactions involving a particular company and the number of transaction events per year for each company during the selected date<br />

range.<br />

Company<br />

<strong>QUANTA</strong><br />

<strong>SERVICES</strong> <strong>INC</strong><br />

Value<br />

(Millions)<br />

Deals<br />

Average<br />

(Millions)<br />

%<br />

$844.94 3 $281.65 100.0%<br />

View Report Online<br />

Company Deal Value Trends<br />

Company Deal Count Trends<br />

*Data for partial year only<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 50


M&A: Industry Distribution Trends & Analysis<br />

The Industry Distribution Trends & Analysis section displays the industries associated with the parties to the the mergers and<br />

acquisitions included in this report. The identification of industry for each party is based on the company's primary industry.<br />

Transactions are analyzed by the overall share of transactions associated with a particular industry and the number of transactions per<br />

year for each industry during the selected date range.<br />

Industry<br />

Value<br />

(Millions)<br />

Deals Average<br />

(Millions)<br />

Construction $844.94 3 $281.65 100.0%<br />

%<br />

View Report Online<br />

Industry Deal Value Trends<br />

Industry Deal Count Trends<br />

*Data for partial year only<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 51


M&A: Recent Company Documents<br />

The Recent Company Documents section lists the companies included in this report based on the search and refinement criteria and<br />

the requested date range. To provide a view of all of such companies' M&A activities, this section identifies the 10 most recent<br />

documents related to the companies' most recent M&A activities. The documents may not be related to the refinements or criteria<br />

limiting other sections of this report. To view an abstract of the filings or the filings associated with a transaction, click the appropriate<br />

link in the Business Law Solutions column. To view the full list, click on the link below.<br />

Company<br />

Document<br />

Date<br />

Business<br />

Law<br />

Solutions<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> $844.94MM<br />

11/19/2012 Abstract Filings $275.00MM<br />

Value<br />

10/22/2010 Abstract Filings $219.93MM<br />

09/02/2009 Abstract Filings $350.02MM<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 52


M&A: Headquarters Location Trends & Analysis<br />

The Headquarters Location Trends & Analysis section displays the headquarters locations for companies involved in the transactions<br />

listed in this report. Transactions are analyzed by headquarters location for value trends, number of transactions, and overall share of<br />

transactions for each location.<br />

Headquarters<br />

Location<br />

United States of<br />

America<br />

Value<br />

Average<br />

Deals<br />

(Millions) (Millions)<br />

%<br />

$844.94 3 $281.65 100.0%<br />

View Report Online<br />

Deal Location Value Trends<br />

Deal Location Counts Trend<br />

*Data for partial year only<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 53


M&A: Acquirer Firm to Target Firm Analysis<br />

The Acquirer Firm to Target Firm Analysis section shows the relationship between an acquirer’s law firms and the target’s law firms.<br />

This chart shows the total value, average value, and total number of transactions between these parties for transactions analyzed in this<br />

report for the selected date range.<br />

Acquirer Firm Target Firm<br />

Value<br />

(Millions)<br />

Deals<br />

Average<br />

(Millions)<br />

BAKER & HOSTETLER LLP VINSON & ELKINS LLP $350.02 1 $350.02<br />

BAKER & HOSTETLER LLP VINSON & ELKINS LLP $350.02 1 $350.02<br />

FASKEN MARTINEAU DUMOULIN LLP Undesignated Law Firm $219.93 1 $219.93<br />

View Report Online<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 54


M&A: Acquirer Firm to Target Attorney Analysis<br />

The Acquirer Firm to Target Attorney Analysis section shows the relationship between an acquirer’s law firm and the target’s attorneys.<br />

This chart shows the total value, average value, and total number of transactions between these parties for transactions analyzed in this<br />

report for the selected date range.<br />

Acquirer Firm Target Attorney<br />

Value<br />

(Millions)<br />

Deals<br />

Average<br />

(Millions)<br />

BAKER & HOSTETLER LLP Undesignated Attorney $350.02 1 $350.02<br />

BAKER & HOSTETLER LLP STROCK, WILLIAM MATTHEW<br />

VINSON & ELKINS LLP<br />

$350.02 1 $350.02<br />

BAKER & HOSTETLER LLP Undesignated Attorney $350.02 1 $350.02<br />

BAKER & HOSTETLER LLP STROCK, WILLIAM MATTHEW<br />

VINSON & ELKINS LLP<br />

$350.02 1 $350.02<br />

FASKEN MARTINEAU DUMOULIN LLP Undesignated Attorney $219.93 1 $219.93<br />

View Report Online<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 55


M&A: Acquirer Attorney to Target Firm Analysis<br />

The Acquirer Attorney to Target Firm Analysis section shows the relationship between an acquirer’s attorneys and the target’s law firms.<br />

This chart shows the total value, average value, and total number of transactions between these parties for transactions analyzed in this<br />

report for the selected date range.<br />

Acquirer Attorney Target Firm<br />

Value<br />

(Millions)<br />

Deals Average (Millions)<br />

SHEARER, W. ROBERT<br />

BAKER & HOSTETLER LLP<br />

VINSON & ELKINS LLP $350.02 1 $350.02<br />

View Report Online<br />

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M&A: Acquirer Attorney to Target Attorney Analysis<br />

The Acquirer Attorney to Target Attorney Analysis section shows the relationship between an acquirer’s attorneys and the target’s<br />

attorneys. This chart shows the total value, average value, and total number of transactions between these parties for transactions<br />

analyzed in this report for the selected date range.<br />

Acquirer Attorney Target Attorney<br />

Value<br />

(Millions)<br />

Deals Average (Millions)<br />

SHEARER, W. ROBERT<br />

BAKER & HOSTETLER LLP<br />

Undesignated Attorney $350.02 1 $350.02<br />

SHEARER, W. ROBERT<br />

STROCK, WILLIAM MATTHEW<br />

$350.02 1 $350.02<br />

BAKER & HOSTETLER LLP<br />

VINSON & ELKINS LLP<br />

View Report Online<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 57


M&A: M&A Source Documents<br />

The M&A Source Documents List identifies up to the most recent 250 documents relating to a merger or acquisition included in this<br />

report during the selected date range. To view an abstract of the filings or the filings associated with a transaction, click the appropriate<br />

link in the Business Law Solutions column.<br />

No. Date Target Acquirer<br />

Business<br />

Law<br />

Solutions<br />

Value<br />

1. 11/19/2012 <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> DYCOM INDUSTRIES <strong>INC</strong> Abstract Filings $275.00MM<br />

2. 10/22/2010 VALARD CONSTRUCTION LTD <strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong> Abstract Filings $219.93MM<br />

3. 09/02/2009 PRICE GREGORY <strong>SERVICES</strong> <strong>INC</strong> <strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong> Abstract Filings $350.02MM<br />

View Report Online<br />

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M&A: Company Name Variations<br />

The Company Name Variations section displays the various company names under which the company has done business, as found in<br />

the intellectual property source documents during the selected date range.<br />

Company Subsidiary Company Name Variation<br />

<strong>QUANTA</strong> COMPUTER <strong>INC</strong> <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> PWR <strong>QUANTA</strong> <strong>SERVICES</strong><br />

<strong>QUANTA</strong> <strong>QUANTA</strong> <strong>SERVICES</strong><br />

<strong>QUANTA</strong> <strong>SERVICES</strong><br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong><br />

View Report Online<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 59


M&A: Source Description<br />

WestMonitor Merger & Acquisition Profiles present analytical information on merger and acquisition transactions from US and<br />

International private and public deals. Profiles include metrics on acquired and acquiring companies, deal values, legal counsels and<br />

financial advisors.<br />

Profiles include change of control transactions, as well as significant acquisitions or sale of assets, equity, subsidiaries or business<br />

divisions. Profiles describe deals involving public and private, U.S. and non-U.S. companies of $1 million dollars or more.<br />

Mergers and Acquisitions information present in the profiles is derived from Business Law Solutions, a product of Thomson Reuters<br />

Accelus. Additionally metrics on Canadian mergers and acquisitions including information on parties, financial advisors, lawyers, law<br />

firms, and their respective roles are derived from reports from Canadian law firms and published in LEXPERT Magazine from 1991 to<br />

present.<br />

Metrics on Mergers and Acquisitions derived from Business Law Solutions includes tractions initiated on the following forms and<br />

documents:<br />

● 14D-1s from 7/96 to present<br />

● S-4s from 7/96 to present<br />

● F-4s from 7/99 to present<br />

● 8-Ks from 11/99 to present<br />

● 6-Ks from 1/00 to present<br />

● Forms TO from 1/00 to present<br />

● Annual Reports from 01/07 to present<br />

Other data sources, including un-filed press releases, are occasionally used based on available form types and documentation.<br />

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Patent Applications: Volume<br />

The Applications: Volume Trends & Analysis section shows intellectual property activity by tracking patent applications that have been<br />

filed during the selected date range.<br />

Occurrences %<br />

Applications 1 100.0%<br />

View Report Online<br />

Volume Trend<br />

*Data for partial year only<br />

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Patent Applications: Filing Office Location<br />

The Applications:Filing Office Location section displays patent applications by country in which the patent office is located. Patent<br />

applications are analyzed by the number of patent applications per country, overall share of patent applications associated with a<br />

particular country, the number of patent applications from a particular country each year, and overall growth rate of patent applications<br />

associated with each country during the selected date range.<br />

Filing Office Location Occurrences %<br />

Australia 1 100.0%<br />

Accumulative Total 1 100.0%<br />

View Report Online<br />

Filing Office Location Trend<br />

*Data for partial year only<br />

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Patent Applications: Filing Office Location Heat Map<br />

The Applications:Filing Office Location Heat Map section displays patent applications by country in which the patent office is located.<br />

Patent applications are analyzed by the number of patent applications per country, overall share of patent applications associated with a<br />

particular country, the number of patent applications from a particular country each year, and overall growth rate of patent applications<br />

associated with each country during the selected date range.<br />

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Patent Applications: International Classification<br />

The Applications: Classification section displays patent applications by classification type. Patents applications are analyzed by the<br />

number of patent applications, overall share of patent applications associated with a particular classification, and the number of patent<br />

applications with a particular classification each year during the selected date range. Three classification types are available: Derwent,<br />

International and the U.S. Classification.<br />

Classification Type Occurrences %<br />

H: SECTION H ELECTRICITY 1 100.0%<br />

Accumulative Total 1 100.0%<br />

View Report Online<br />

Classification Trend<br />

*Data for partial year only<br />

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Patent Applications: Assignors<br />

The Applications: Assignors section displays assignors which have assigned patent applications during the selected date range. Patent<br />

assignments are analyzed by assignor for trends over time and overall share of events.<br />

Assignors Occurrences %<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> OF CANADA<br />

LTD<br />

6 100.0%<br />

Accumulative Total 6 100.0%<br />

View Report Online<br />

Assignor Trend<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 65


Patent Applications: Assignees<br />

The Applications: Assignees section displays assignees which have been assigned patent applications during the selected date range.<br />

Patent assignments are analyzed by assignee for trends over time and overall share of events.<br />

Assignees Occurrences %<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> 7 100.0%<br />

Accumulative Total 7 100.0%<br />

View Report Online<br />

Assignee Trend<br />

*Data for partial year only<br />

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Patent Applications: Company Distribution Trends & Analysis<br />

The Company Distribution Trends & Analysis section displays the companies represented in this report during the selected date range.<br />

This section includes both public and private corporations that are currently in business. Patent events are analyzed by the overall share<br />

of events associated with a particular company and the number of events per year for each company.<br />

Company Occurrences %<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> 1 100.0%<br />

Accumulative Total 1 100.0%<br />

View Report Online<br />

*Data for partial year only<br />

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Patent Applications: Industry Distribution Trends & Analysis<br />

The Industry Distribution Trends & Analysis section displays the industries associated with the patent events in this report during the<br />

selected date range. Patent events are analyzed by the overall share of events associated with a particular industry and the number of<br />

events per year for each industry.<br />

Name Occurrences %<br />

Construction 1 100.0%<br />

Accumulative Total 1 100.0%<br />

View Report Online<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 68


Patent Applications: Application Documents<br />

No. Title Patent Number Type of Document Application Date Westlaw Links<br />

1. High voltage conductor replacing and handling method in<br />

power transmission system, involves bypassing current to<br />

selected portion of primary conductor, by transferring<br />

power load between conductor dead ends through<br />

secondary conductor<br />

2012203376 Derwent World Patents<br />

Legal<br />

04/15/2011 Abstract<br />

View Report Online<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 69


Patent Assignments: Volume<br />

The Assignments: Volume Trends & Analysis section shows intellectual property activity by tracking patent assignments that have been<br />

filed during the selected date range.<br />

Occurrences %<br />

Assignments 5 100.0%<br />

View Report Online<br />

Volume Trend<br />

*Data for partial year only<br />

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Patent Assignments: Law Firm<br />

The Assignments: Law Firm section displays patent assignments by associated law firm. Patent assignments are analyzed by the<br />

number of patent assignments per law firm, overall share of patent assignments associated with a particular law firm, and the number of<br />

patent assignments associated with a particular law firm each year during the selected date range.<br />

Law Firm Profile Occurrences %<br />

BAKER & HOSTETLER<br />

LLP<br />

1 100.0%<br />

Accumulative Total 1 100.0%<br />

View Report Online<br />

Law Firm Trend<br />

*Data for partial year only<br />

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Patent Assignments: Company Distribution Trends & Analysis<br />

The Company Distribution Trends & Analysis section displays the companies represented in this report during the selected date range.<br />

This section includes both public and private corporations that are currently in business. Patent events are analyzed by the overall share<br />

of events associated with a particular company and the number of events per year for each company.<br />

Company Occurrences %<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> 7 100.0%<br />

Accumulative Total 7 100.0%<br />

View Report Online<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 72


Patent Assignments: Industry Distribution Trends & Analysis<br />

The Industry Distribution Trends & Analysis section displays the industries associated with the patent events in this report during the<br />

selected date range. Patent events are analyzed by the overall share of events associated with a particular industry and the number of<br />

events per year for each industry.<br />

Name Occurrences %<br />

Construction 7 100.0%<br />

Accumulative Total 7 100.0%<br />

View Report Online<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 73


Patent Assignments: Assignment Documents<br />

No. Assignee Assignor Patent Number(s) Type of Document Assignment Date Westlaw Links<br />

1. <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>QUANTA</strong> <strong>SERVICES</strong> OF<br />

<strong>INC</strong>.<br />

CANADA LTD.<br />

2. <strong>QUANTA</strong> <strong>QUANTA</strong> <strong>SERVICES</strong> OF<br />

<strong>SERVICES</strong>, <strong>INC</strong>. CANADA LTD.<br />

3. <strong>QUANTA</strong> <strong>QUANTA</strong> <strong>SERVICES</strong> OF<br />

<strong>SERVICES</strong>, <strong>INC</strong>. CANADA LTD.<br />

4. <strong>QUANTA</strong> <strong>QUANTA</strong> <strong>SERVICES</strong> OF<br />

<strong>SERVICES</strong>, <strong>INC</strong>. CANADA LTD.<br />

5. <strong>QUANTA</strong> <strong>SERVICES</strong> O'CONNELL, DANIEL N.,<br />

CLIFFORD W., DEVINE<br />

20100133490, 20090206305 Assignment 08/30/2011 Abstract<br />

20100133490, 20090206305 Assignment 08/24/2011 Abstract<br />

6837671 Assignment 08/05/2011 Abstract<br />

7977571 Assignment 06/03/2011 Abstract<br />

7535132 Assignment 07/14/2008 Abstract<br />

View Report Online<br />

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Granted Patents: Volume<br />

The Granted Patents: Volume Trends & Analysis section shows intellectual property activity by tracking patents that have been granted<br />

during the selected date range.<br />

Occurrences %<br />

Granted Patents 7 100.0%<br />

View Report Online<br />

Volume Trend<br />

*Data for partial year only<br />

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Granted Patents: Filing Office Location<br />

The Granted Patents: Filing Office Location section displays granted patents by the country in which the patent office was located.<br />

Granted patents are analyzed by the number of granted patents per country, overall share of granted patents associated with a particular<br />

country, the number of granted patents from a particular country each year, and overall growth rate of granted patents associated with<br />

each country during the selected date range.<br />

Filing Office Location Occurrences %<br />

European Patent Organization 4 57.1%<br />

Australia 1 14.3%<br />

Germany 1 14.3%<br />

New Zealand 1 14.3%<br />

Accumulative Total 7 100.0%<br />

View Report Online<br />

Granted Patents by Country Trend<br />

*Data for partial year only<br />

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Granted Patents: Filing Office Location Heat Map<br />

The Granted Patents: Filing Office Location Heat Map section displays granted patents by the country in which the patent office was<br />

located. Granted patents are analyzed by the number of granted patents per country, overall share of granted patents associated with a<br />

particular country, the number of granted patents from a particular country each year, and overall growth rate of granted patents<br />

associated with each country during the selected date range.<br />

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Granted Patents: International Classification<br />

The Granted Patents: Classification section displays granted patents by classification type. Granted patents are analyzed by the<br />

number of granted patents, overall share of granted patents associated with a particular classification, and the number of granted patents<br />

with a particular classification each year during the selected date range. Three classification types are available: Derwent, International<br />

and the U.S. Classification.<br />

Granted Patents by Classification Distribution<br />

Classification Type Occurrences %<br />

H: SECTION H ELECTRICITY 7 77.8%<br />

C: SECTION C CHEMISTRY;<br />

METALLURGY<br />

1 11.1%<br />

G: SECTION G PHYSICS 1 11.1%<br />

Accumulative Total 9 100.0%<br />

View Report Online<br />

Classification Trend<br />

*Data for partial year only<br />

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Granted Patents: Derwent Classification<br />

The Granted Patents: Classification section displays granted patents by classification type. Granted patents are analyzed by the<br />

number of granted patents, overall share of granted patents associated with a particular classification, and the number of granted patents<br />

with a particular classification each year during the selected date range. Three classification types are available: Derwent, International<br />

and the U.S. Classification.<br />

Granted Patents by Classification Distribution<br />

Classification Type Occurrences %<br />

X: ELECTRIC POWER<br />

ENGINEERING<br />

5 55.6%<br />

Q: MECHANICAL 4 44.4%<br />

Accumulative Total 9 100.0%<br />

View Report Online<br />

Classification Trend<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 79


Granted Patents: Inventor Location<br />

The Granted Patents: Inventor Location section displays granted patents by inventor location. Granted patents are analyzed by the<br />

number of granted patents per location, overall share of granted patents associated with a particular location, the number of granted<br />

patents associated with a particular location each year, and overall growth rate of granted patents associated with each country during<br />

the selected date range during the selected date range.<br />

Location Occurrences %<br />

Canada 6 100.0%<br />

Accumulative Total 6 100.0%<br />

View Report Online<br />

Inventor Location Trend<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 80


Granted Patents: Inventor Location Heat Map<br />

The Granted Patents: Inventor Location Heat Map section displays granted patents by inventor location. Granted patents are analyzed<br />

by the number of granted patents per location, overall share of granted patents associated with a particular location, the number of<br />

granted patents associated with a particular location each year, and overall growth rate of granted patents associated with each country<br />

during the selected date range during the selected date range.<br />

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Granted Patents: Assignors<br />

The Granted Patents: Assignors section displays assignors which have assigned granted patents during the selected date range.<br />

Granted patents are analyzed by assignor for trends over time and overall share of events.<br />

Assignors Occurrences %<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> OF CANADA<br />

LTD<br />

2 100.0%<br />

Accumulative Total 2 100.0%<br />

View Report Online<br />

Assignor Trend<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 82


Granted Patents: Assignees<br />

The Granted Patents: Assignees section displays assignees which have been assigned granted patents during the selected date range.<br />

Granted patents are analyzed by assignee for trends over time and overall share of events.<br />

Assignees Occurrences %<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> 3 100.0%<br />

Accumulative Total 3 100.0%<br />

View Report Online<br />

Assignee Trend<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 83


Granted Patents: Company Distribution Trends & Analysis<br />

The Company Distribution Trends & Analysis section displays the companies represented in this report during the selected date range.<br />

This section includes both public and private corporations that are currently in business. Patent events are analyzed by the overall share<br />

of events associated with a particular company and the number of events per year for each company.<br />

Company Occurrences %<br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> 7 100.0%<br />

Accumulative Total 7 100.0%<br />

View Report Online<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 84


Granted Patents: Industry Distribution Trends & Analysis<br />

The Industry Distribution Trends & Analysis section displays the industries associated with the patent events in this report during the<br />

selected date range. Patent events are analyzed by the overall share of events associated with a particular industry and the number of<br />

events per year for each industry.<br />

Name Occurrences %<br />

Construction 7 100.0%<br />

Accumulative Total 7 100.0%<br />

View Report Online<br />

*Data for partial year only<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 85


Granted Patents: Granted Patent Documents<br />

No. Title Patent Number Type of Document Granted To Issued Date Westlaw Links<br />

1. High voltage conductor replacing and handling<br />

method in power transmission system,<br />

involves bypassing current to selected portion<br />

of primary conductor, by transferring power<br />

load between conductor dead ends through<br />

secondary conductor<br />

2. High voltage conductor replacing and handling<br />

method in power transmission system,<br />

involves bypassing current to selected portion<br />

of primary conductor, by transferring power<br />

load between conductor dead ends through<br />

secondary conductor<br />

3. High voltage conductor replacing and handling<br />

method in power transmission system,<br />

involves bypassing current to selected portion<br />

of primary conductor, by transferring power<br />

load between conductor dead ends through<br />

secondary conductor<br />

4. LIVE CONDUCTOR STRINGING AND SPLICING<br />

METHOD<br />

5. High voltage conductor replacing and handling<br />

method in power transmission system,<br />

involves bypassing current to selected portion<br />

of primary conductor, by transferring power<br />

load between conductor dead ends through<br />

secondary conductor<br />

6. Live conductor stringing and splicing method<br />

and apparatus<br />

7. Electrically conductive phase's sections<br />

replacing method for three phase power<br />

conductor line, involves erecting auxiliary<br />

supports adjacent to rigid supports to support<br />

section of conductor parallel to and adjacent to<br />

three phases<br />

2011201704 Derwent World Patents<br />

Legal<br />

602004031432 Derwent World Patents<br />

Legal<br />

1661220 Derwent World Patents<br />

Legal<br />

DEVINE, <strong>QUANTA</strong><br />

<strong>SERVICES</strong>,<br />

<strong>QUANTA</strong> ASSOC<br />

LP, O'CONNELL,<br />

DANIEL N.,<br />

CLIFFORD W.<br />

1661220 European Patent <strong>QUANTA</strong><br />

1739803<br />

Organization International <strong>SERVICES</strong><br />

Patents<br />

Derwent World Patents<br />

Legal<br />

1739803 European Patent <strong>QUANTA</strong><br />

567027<br />

Organization International <strong>SERVICES</strong><br />

Patents<br />

Derwent World Patents <strong>QUANTA</strong><br />

Legal<br />

<strong>SERVICES</strong><br />

03/08/2012 Abstract<br />

03/31/2011 Abstract<br />

02/16/2011 Abstract<br />

02/16/2011 Abstract<br />

04/07/2010 Abstract<br />

04/07/2010 Abstract<br />

07/31/2009 Abstract<br />

View Report Online<br />

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PCT Filings: PCT Filings Documents<br />

Your request returned no results for this profile. Please modify your request and try again.<br />

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Patent: Company Name Variations<br />

The Company Name Variations section displays the various company names under which the company has done business, as found in<br />

Intellectual property source documents. These are public or private corporations that are currently in business.<br />

Company Subsidiary Company Name Variation<br />

<strong>QUANTA</strong> COMPUTER <strong>INC</strong> <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> PWR <strong>QUANTA</strong> <strong>SERVICES</strong><br />

<strong>QUANTA</strong> <strong>QUANTA</strong> <strong>SERVICES</strong><br />

<strong>QUANTA</strong> <strong>SERVICES</strong><br />

<strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong><br />

View Report Online<br />

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Patent: Source Description<br />

West, a Thomson Reuters company, retrieves information about U.S. Patents, U.S. Patent Applications, U.S. Patent Assignments,<br />

International Patents, and Patent Cooperation Treaty applications from Westlaw® documents, as follows:<br />

● United States Patents - patents issued by the U.S. Patent and Trademark Office (USPTO) since 1980.<br />

● United States Patents Applications - patent applications published by the U.S. Patent and Trademark Office (USPTO) beginning with<br />

March 2001.<br />

● United States Patent Assignments - patent assignments recorded with the U.S. Patent and Trademark Office (USPTO) since 1980.<br />

● International Patents:<br />

❍ EPO Patents - patents issued by the European Patent Office since 1980.<br />

❍ EPO Patent Applications - patent applications published by the European Patent Office since 1980.<br />

❍ French Patents - patents granted by the National Institute of Industrial Property (INPI) from 1980 to 1982<br />

❍ French Patent Applications - patent applications published by the National Institute of Industrial Property (INPI) since 1980.<br />

❍ German Patents - patents granted by the German Patent and Trade Mark Office (DPMA) since 1980.<br />

❍ German Patent Applications - patent applications published by the German Patent and Trade Mark Office (DPMA) since 1980.<br />

❍ United Kingdom Patent Applications - patent applications published by the United Kingdom Intellectual Property Office since<br />

1980.<br />

❍ Chinese Patents - Chinese Utility Model patents granted by the State Intellectual Property Office (SIPO) of the People's Republic<br />

of China since 2007<br />

❍ Chinese Patent Applications - patent applications published by the State Intellectual Property Office (SIPO) of the People's<br />

Republic of China since 2007.<br />

❍ Japanese Patents - patents published by the Japanese Patent Office (JPO) since 2005.<br />

❍ Japanese Patent Applications - patent applications published by the Japanese Patent Office (JPO) since 1980.<br />

❍ South Korean Patents - patents published by the Korean Intellectual Property Office (KIPO) since 2008.<br />

❍ South Korean Patent Applications - patent applications published by the Korean Intellectual Property Office (KIPO) since 2008.<br />

❍ Patent applications and grants for other countries are derived from Derwent World Patents describing publication of patent<br />

filings issued worldwide from over 40 international authorities, from 1980 to present.<br />

● Patent Cooperation Treaty Applications - patent applications filed with the World Intellectual Property Organization pursuant to the<br />

Patent Cooperation Treaty since 1980.<br />

(C) Thomson Reuters | <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong> ... Company Report 89


Quanta Services, Inc. Profile<br />

2800 Post Oak Blvd. Ste. 2600<br />

Houston, TX 77056 United States<br />

Phone : 713-629-7600<br />

Fax : 713-629-7676<br />

http://www.quantaservices.com


WELCOME<br />

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and comprehensive information about companies, decision makers, and industries - along with powerful tools to put<br />

this information to work for your business. Hoover's offers everything you need to successfully:<br />

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dedicated wholly to investigating, pinpointing, authenticating, and analyzing data to provide the most comprehensive,<br />

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HIDDEN TEXT TO MARK THE BEGINNING OF THE TOC<br />

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PAGE i


Table of Contents<br />

Company Overview<br />

Key Information 2<br />

Key Financials 2<br />

Company Rankings 2<br />

Key People 3<br />

Company Description<br />

Industry Information<br />

People<br />

Biographies<br />

People 7<br />

Board Members 9<br />

John R. Colson 10<br />

James F. (Jim) O'Neil 11<br />

Derrick A. Jensen 11<br />

James H. Haddox 12<br />

Earl C. Austin 13<br />

Kenneth W. (Ken) Trawick 13<br />

James R. Ball 14<br />

J. Michal Conaway 14<br />

Ralph R. DiSibio 15<br />

Bernard Fried 15<br />

Louis C. Golm 16<br />

Worthing F. Jackman 16<br />

Bruce E. Ranck 17<br />

Patrick Henry (Pat) Wood 18<br />

Charles Ballew 18<br />

Donald Bennett 18<br />

Ed Farris 19<br />

Jack Dwyer 19<br />

Richard Greene 19<br />

Tom Clapper 19<br />

Eugene Harris 19<br />

Michael J Wilson 19<br />

Paul Aanes 19<br />

Norman Atwood 19<br />

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2<br />

4<br />

5<br />

6<br />

9


Mike Elgie 19<br />

Zhanna Golodryga 20<br />

Andy Hermawan 20<br />

Cindy Kirken 20<br />

Lisa Lawson 20<br />

Peggy Lee 20<br />

Robert Martin 20<br />

Thomas McGuffey 20<br />

Ken Morrison 20<br />

Cindy Nelson 20<br />

Sheldon Orton 21<br />

Diana Ostendorf 21<br />

Hanna Perez 21<br />

Wayne Printz 21<br />

Grace Provenza 21<br />

Lee Smith 21<br />

Irfan Sumbaluwu 21<br />

Peter Williams 21<br />

Terry Williams 21<br />

James C Atkins 22<br />

Martha Baskin 22<br />

Paul Beaulieu 22<br />

Dave Biles 22<br />

Megan Blick 22<br />

David Cooper 22<br />

John Crawford 22<br />

Historical Events<br />

Company Financials<br />

Financial Summary 22<br />

Annual Income Statement 24<br />

Quarterly Income Statement 25<br />

Annual Balance Sheet 26<br />

Quarterly Balance Sheet 27<br />

Annual Cash Flow 28<br />

Quarterly Cash Flow 29<br />

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22<br />

22


Earnings Estimates 30<br />

Financial Market Data 31<br />

Historical Financials 32<br />

Competition<br />

Competitors List 33<br />

Competitive Landscape 34<br />

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33


Company Overview<br />

2800 Post Oak Blvd. Ste. 2600<br />

Houston, TX 77056 United States<br />

Phone : 713-629-7600<br />

Fax : 713-629-7676<br />

http://www.quantaservices.com<br />

To quickly quantify Quanta's services: This specialty contractor designs, installs, repairs, and maintains network<br />

infrastructure in the US and Canada. The company serves the electric, natural gas, oil pipeline, renewable energy,<br />

and telecommunications industries. Quanta, which was founded in 1997, also owns fiber optic telecommunications<br />

infrastructure. Quanta's other services include outsource management and other specialty work such as installing<br />

traffic and light rail control systems, directional drilling, and constructing wind and solar power<br />

facilities. More than 65% of the company's revenues come from its electric power infrastructure segment. It is<br />

exiting telecommunications infrastructure services.<br />

Key Information<br />

DUNS Number 008004165<br />

Location Type Headquarters<br />

Subsidiary Status No<br />

Manufacturer No<br />

Company Type Public<br />

Plant/Facility Size (sq. ft.) 3,000.00<br />

Owns/Rents Rents<br />

Accountant PricewaterhouseCoopers LLP<br />

Total Employees 17,500<br />

1-Year Employee Growth 27.26%<br />

Employees At This Location 75<br />

Year of Founding or Change in Control 1997<br />

Primary Industry 1155:Specialty Contractors<br />

Primary SIC Code 17310000:Electrical work<br />

Primary NAICS Code 238210:Electrical Contractors and Other Wiring<br />

Latitude/Longitude 29.737861 / -95.460813<br />

Key Financials<br />

Fiscal Year-End December<br />

Sales ($ M) $4,623.83M<br />

1-Year Sales Growth 17.62%<br />

Net Income $132.52M<br />

1-Year Net Income Growth (13.49%)<br />

Total Assets $4,699.11M<br />

Market Value $5,710.28M<br />

Prescreen Score Low Risk<br />

Company Rankings<br />

S&P 500 (October 1, 2012)<br />

513 in FORTUNE 1000 (May 2012)<br />

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Key People<br />

Name Title<br />

Mr. John R. Colson Executive Chairman<br />

Mr. James F. (Jim) O'Neil III President and CEO<br />

Mr. Derrick A. Jensen CFO<br />

Mr. James H. Haddox EVP<br />

Mr. Earl C. Austin Jr. President, Natural Gas and Pipeline Division<br />

Mr. Kenneth W. (Ken) Trawick President, Telecommunications and Cable Television<br />

Mr. James R. Ball Director<br />

Mr. J. Michal Conaway<br />

Mr. Ralph R. DiSibio<br />

Mr. Bernard Fried<br />

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Company Description<br />

Quanta typically expands through acquisitions. Most recently the company has been focusing on expanding its<br />

capabilities and growing internationally. In 2011 Quanta acquired Coe Drilling, a horizontal directional drilling<br />

company in Australia. Canada also has been a target for growth for Quanta. In another 2011 deal Quanta bought<br />

McGregor Construction, an electric power infrastructure services company in Canada. Also that year Quanta<br />

acquired two other smaller businesses based in British Columbia. Both mainly provided electric power<br />

infrastructure services. The deals enhanced Quanta's previous electric power acquisition of Valard Construction in<br />

Canada. In a retreat from telecommunications infrastructure services business, Quanta has agreed to sell<br />

substantially all of its domestic telecommunications infrastructure services operations to Dycom Industries for<br />

$275 million. The sale, which will allow Quanta to better focus on energy infrastructure, is expected to close by the<br />

end of 2012.<br />

Also in 2011 Quanta expanded its electric power infrastructure services in the US when it acquired Utilimap, a<br />

provider of geographic information system utility asset management services.<br />

Several trends in the market place present Quanta with opportunities to grow. Demand for electricity in North<br />

America continues to increase. However, the electric power grid system is aging. Quanta is positioned to make<br />

system upgrades and demand for its services should increase.<br />

Renewable energy such as wind and solar also presents opportunities for Quanta. As demand for those energy<br />

sources increases, so will demand for services such as transmission line installation and project management.<br />

Quanta also sees potential for growth in the natural gas segment. Development of gas shale formations in North<br />

America has provided in an increase in supply of natural gas. More natural gas-fired power plants are expected to<br />

be built during the next two decades.<br />

Quanta made an effort to grow in the natural gas sector when it acquired a 39% stake in Howard Midstream<br />

Energy Partners in 2011. The company owns, operates and constructs midstream oil and gas plant and pipeline<br />

facilities. The acquisition was made in order to position Quanta for more opportunities in the development of the<br />

Texas Eagle Ford shale region.<br />

Quanta has experienced a steady increase in demand for its services as the economy slowly recovers. As more<br />

clients began to increase spending on infrastructure projects the company's revenues also grew. In 2011 Quanta<br />

reported more than $4.6 billion in revenues (an increase of about 18%). Net income fell in 2011 due to a charge<br />

related to a pension plan withdrawal and other tax-related settlements.<br />

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Industry Information<br />

Hoover's Industries<br />

> Construction Sector<br />

> Specialty Contractors ( primary )<br />

> Electrical Contractors<br />

> Commercial & Heavy Construction Contractors<br />

> Power Line & Telecommunications Infrastructure<br />

Construction Contractors<br />

> Business Services Sector<br />

> Consumer Services<br />

> Electronic Equipment Repair Services<br />

> Professional Services Sector<br />

> Architectural & Engineering Services<br />

> Engineering Services<br />

Primary SIC Code<br />

17310000 : Electrical work<br />

Primary NAICS Code<br />

238210 : Electrical Contractors and Other Wiring Installation Contractors<br />

Denotes In-depth Industry Insight by Hoover's Editorial Staff<br />

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People<br />

Employees<br />

Title Name Age Salary<br />

Bonus<br />

Executive Chairman<br />

President and CEO<br />

CFO<br />

EVP<br />

President, Natural Gas and Pipeline<br />

Division<br />

President, Telecommunications and<br />

Cable Television<br />

Director<br />

Director<br />

Director<br />

Director<br />

Director<br />

Director<br />

Director<br />

Director<br />

Director; Executive Director<br />

Partner<br />

Partner<br />

Vice President, Business<br />

Development<br />

Vice President Business<br />

Development<br />

Division Manager<br />

Division Manager<br />

Division Manager<br />

Director Human Resources;<br />

Director-human Resources<br />

Director Business Development<br />

Director Of Data Processing;<br />

Information Technology Manager<br />

Information Technology Director<br />

Information Technology Director<br />

Director Of Human Resources<br />

Director Of Information Technology<br />

Mr. John R. Colson 64 $867,734.00 --<br />

Mr. James F. (Jim) O'Neil<br />

III<br />

53 $637,846.00 --<br />

Mr. Derrick A. Jensen 41 $311,088.00 --<br />

Mr. James H. Haddox 63 $520,641.00 --<br />

Mr. Earl C. Austin Jr. 42 $458,250.00 --<br />

Mr. Kenneth W. (Ken)<br />

Trawick<br />

64 $477,254.00 --<br />

Mr. James R. Ball 69 -- --<br />

Mr. J. Michal Conaway 63 -- --<br />

Mr. Ralph R. DiSibio 70 -- --<br />

Mr. Bernard Fried 55 -- --<br />

Mr. Louis C. Golm 70 -- --<br />

Worthing F. Jackman 47 -- --<br />

Mr. Bruce E. Ranck 63 -- --<br />

Mr. Patrick Henry (Pat)<br />

Wood III<br />

49 -- --<br />

Charles Ballew -- --<br />

Mr Donald Bennett -- --<br />

Ed Farris -- --<br />

Mr Jack Dwyer -- --<br />

Richard Greene -- --<br />

Tom Clapper -- --<br />

Mr Eugene Harris SR -- --<br />

Mr Michael J Wilson -- --<br />

Paul Aanes -- --<br />

Mr Norman Atwood -- --<br />

Mike Elgie -- --<br />

Zhanna Golodryga -- --<br />

Andy Hermawan -- --<br />

Ms Cindy Kirken -- --<br />

Lisa Lawson -- --<br />

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Title Name Age Salary<br />

Bonus<br />

Director-human Resources<br />

Director Business Development<br />

Information Technology Director<br />

Director Of Property<br />

Director Employee Benefits<br />

Information Technology Director<br />

Director Risk Management; Director,<br />

Risk Management<br />

Director-human Resources<br />

Information Technology Director<br />

Risk Manager<br />

Information Technology Director<br />

Information Technology Director<br />

Administration Executive; Director<br />

Of Finance<br />

Operations Director; Safety Director<br />

Marketing Manager<br />

Benefits Coordinator/payroll<br />

Manager<br />

Hardware Engineer<br />

Manager Cnc Oracle 8 12<br />

Comm Coord<br />

Network Manager; Network Manager<br />

Of Telecommunications And<br />

Infrastructure<br />

It Manager; Manager Applications<br />

Peggy Lee -- --<br />

Robert Martin -- --<br />

Mr Thomas McGuffey -- --<br />

Ken Morrison -- --<br />

Cindy Nelson -- --<br />

Sheldon Orton -- --<br />

Ms Diana Ostendorf -- --<br />

Hanna Perez -- --<br />

Wayne Printz -- --<br />

Grace Provenza -- --<br />

Lee Smith -- --<br />

Irfan Sumbaluwu -- --<br />

Mr Peter Williams -- --<br />

Terry Williams -- --<br />

James C Atkins -- --<br />

Ms Martha Baskin -- --<br />

Paul Beaulieu -- --<br />

Dave Biles -- --<br />

Megan Blick -- --<br />

Mr David Cooper -- --<br />

John Crawford -- --<br />

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Board Members<br />

Title<br />

Executive Chairman<br />

Director<br />

Director<br />

Director<br />

Director<br />

Director<br />

Director<br />

Director<br />

Director<br />

Name Age<br />

Mr. John R. Colson 64<br />

Mr. James R. Ball 69<br />

Mr. J. Michal Conaway 63<br />

Mr. Ralph R. DiSibio 70<br />

Mr. Bernard Fried 55<br />

Mr. Louis C. Golm 70<br />

Worthing F. Jackman 47<br />

Mr. Bruce E. Ranck 63<br />

Mr. Patrick Henry (Pat) Wood III 49<br />

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Biographies<br />

John R. Colson, Age 64<br />

Title held since 2011 : Executive Chairman<br />

Current Company Titles<br />

2011 - Present : Executive Chairman<br />

2007 - 2011 : Chairman and CEO<br />

2006 - 2007 : Chairman and CEO<br />

2005 - 2006 : Chairman and CEO<br />

2004 - 2005 : Chairman and CEO<br />

2003 - 2004 : Chairman and CEO<br />

2002 - 2003 : Chairman, CEO, and Acting COO<br />

2001 - 2002 : Chairman, CEO, and Acting COO<br />

Unknown - 2001 : Chairman, CEO, and Acting COO<br />

Current Company Compensation History<br />

Salary Bonus Total<br />

2011 : $867,734.00 --<br />

$2,254,865.00<br />

2009 : $824,006.00 --<br />

$3,283,296.00<br />

2008 : $773,750.00 --<br />

$3,274,999.00<br />

2007 : $685,050.00 --<br />

$2,555,296.00<br />

2006 : $648,900.00 --<br />

$2,206,550.00<br />

2005 : $630,000.00 $757,890.00<br />

--<br />

2004 : $612,500.00 --<br />

--<br />

2003 : $538,750.00 --<br />

--<br />

2002 : $437,501.00 --<br />

--<br />

2001 : $306,250.00 --<br />

--<br />

Past Company Affiliations<br />

Director, U.S. Concrete, Inc.<br />

Biography<br />

As executive chairman of the board, John R. Colson leads the companys board and works<br />

closely with the executive team on strategic acquisitions and investments, international<br />

expansion and the long-term direction of the company. Prior to his current position, Colson<br />

served as chief executive officer from the companys inception in 1997 to May 2011 and as<br />

chairman from 2002. As CEO, Colson guided the companys growth and direction as the singlesource<br />

solution provider for all network infrastructure contracting services in the electric<br />

power, gas pipeline, telecommunications and cable television industries. With more than 38<br />

years of experience in every aspect of electrical contracting, his vision revolutionized the<br />

specialty contracting industry by building Quanta Services into a company with revenues of<br />

over $3.78 billion in 2008. Prior to creating Quanta Services, Colson was president and owner<br />

of PAR Electrical Contractors, Inc., a builder of high-voltage transmission lines, distribution<br />

lines, substations and related electric utility infrastructure. PAR is located in Kansas City,<br />

Missouri and a founding company of Quanta Services. Colsons career at PAR spanned 27 years.<br />

As a contributing member of the business and local communities, he maintains involvement<br />

with numerous organizations and civic positions, including: - Vice President-At-<br />

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Large and Member of the Executive Committee of the National Electrical Contractors<br />

Association (NECA) - Member of the Board of Directors of the Missouri Valley Chapter of NECA<br />

- Member of the National Labor Relations Task Force of NECA - Regent of The Electrical<br />

Contracting Foundation<br />

Source : Company Web Site, 2011<br />

James F. (Jim) O'Neil, Age 53<br />

Title held since 2011 : President and CEO<br />

Current Company Titles<br />

2011 - Present : President and CEO<br />

2008 - 2011 : President and COO<br />

Current Company Compensation History<br />

Salary Bonus Total<br />

2011 : $637,846.00 --<br />

$1,487,227.00<br />

2009 : $411,994.00 --<br />

$1,114,239.00<br />

Biography<br />

James F. ONeil serves as chief executive officer and president of Quanta Services. In this<br />

position, he oversees the company's operations and strategic initiatives across the electric<br />

power, natural gas, renewable energy, telecommunications, broadband cable and wireless<br />

industries. He joined Quanta in 1999 and most recently served as president and chief operating<br />

officer. Throughout his tenure, O'Neil has had responsibility for various initiatives including: the<br />

companys renewable energy strategy; commercial and industrial operations; internal audit; and<br />

merger and acquisition initiatives, including oversight of the acquisition and integration of<br />

InfraSource, Inc., the companys largest acquisition to date. Prior to joining Quanta Services,<br />

O'Neil spent 19 years with Halliburton where he held various positions that encompassed<br />

responsibility for its Gulf of Mexico operations; deepwater development; and health, safety and<br />

environment. He received a Bachelor of Science in civil engineering from Tulane University.<br />

Source : Company Web Site, 2011<br />

Derrick A. Jensen, Age 41<br />

Title held since 2012 : CFO<br />

Current Company Titles<br />

2012 - Present : CFO<br />

2009 - 2012 : SVP Finance and Administration and Chief Accounting Officer<br />

2006 - 2009 : VP, Controller, and Chief Accounting Officer<br />

2005 - 2006 : VP, Controller, and Chief Accounting Officer<br />

2004 - 2005 : VP, Controller, and Chief Accounting Officer<br />

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Current Company Compensation History<br />

Salary Bonus Total<br />

2011 : $311,088.00 --<br />

$683,496.00<br />

2008 : $251,463.00 --<br />

$790,912.00<br />

2007 : $241,792.00 --<br />

$665,466.00<br />

2006 : $232,492.00 --<br />

$665,791.00<br />

2005 : $225,720.00 $271,541.00<br />

--<br />

2004 : $204,250.00 $45,000.00<br />

--<br />

Biography<br />

Jensen has served as Quanta's Senior Vice President Finance and Administration and Chief<br />

Accounting Officer since March 2011. He previously served as Vice President and Chief<br />

Accounting Officer of the company from March 1999 to March 2011, and as Quanta's Controller<br />

from December 1997 until March 2009.<br />

Source : Company Press Release, April 2, 2012<br />

James H. Haddox, Age 63<br />

Title held since 2012 : EVP<br />

Current Company Titles<br />

2012 - Present : EVP<br />

2007 - 2012 : CFO<br />

2006 - 2007 : CFO<br />

2005 - 2006 : CFO<br />

2004 - 2005 : CFO<br />

2003 - 2004 : CFO<br />

2002 - 2003 : CFO<br />

2001 - 2002 : CFO<br />

Current Company Compensation History<br />

Salary Bonus Total<br />

2011 : $520,641.00 --<br />

$1,006,173.00<br />

2009 : $494,400.00 --<br />

$1,300,622.00<br />

2008 : $453,750.00 --<br />

$1,608,643.00<br />

2007 : $369,624.00 --<br />

$1,246,857.00<br />

2006 : $350,097.00 --<br />

$1,135,973.00<br />

2005 : $339,900.00 $408,900.00<br />

--<br />

2004 : $322,500.00 --<br />

--<br />

2003 : $293,125.00 --<br />

--<br />

2002 : $266,251.00 --<br />

--<br />

2001 : $241,875.00 $100,000.00<br />

--<br />

Biography<br />

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Haddox will remain actively involved with the company as Executive Vice President, maintaining<br />

insurance, bonding and banking relationships and working with the executive team on strategic<br />

acquisitions, investments, international expansion and the long-term direction of the company.<br />

Source : Company Press Release, April 2, 2012<br />

Earl C. Austin, Age 42<br />

Current Company Titles<br />

Unknown - Present : President, Natural Gas and Pipeline Division<br />

Current Company Compensation History<br />

Salary Bonus Total<br />

2011 : $458,250.00 --<br />

$866,097.00<br />

Biography<br />

Earl C. Austin, Jr. has served as our President of the Natural Gas and Pipeline Division since<br />

October 2009 and served as President of North Houston Pole Line, L.P. (North Houston), an<br />

electric and natural gas specialty contractor and now a subsidiary of Quanta, from 2001 until<br />

September 2009. He is currently a director of the Southwest Line Chapter of NECA. Mr. Austin<br />

holds a Bachelor of Arts in Business Management degree.<br />

Source : Proxy, April 19, 2010<br />

Kenneth W. (Ken) Trawick, Age 64<br />

Title held since 2008 : President, Telecommunications and Cable Television<br />

Current Company Titles<br />

2008 - Present : President, Telecommunications and Cable Television<br />

2007 - 2008 : President, Telecommunications and Cable Television<br />

2006 - 2007 : President, Telecommunications and Cable Television<br />

2005 - 2006 : President, Telecommunications and Cable Television<br />

2004 - 2005 : President, Telecommunications and Cable Television<br />

2003 - 2004 : President, Telecommunications and Cable Television<br />

2002 - 2003 : President, Telecommunications and Cable Television<br />

Current Company Compensation History<br />

Salary Bonus Total<br />

2011 : $477,254.00 --<br />

$895,031.00<br />

2009 : $453,206.00 --<br />

$1,146,229.00<br />

2008 : $421,250.00 --<br />

$1,284,356.00<br />

2007 : $359,550.00 $317,843.00<br />

$1,063,468.00<br />

2006 : $339,900.00 $266,590.00<br />

$1,062,550.00<br />

2005 : $330,000.00 $396,990.00<br />

--<br />

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Salary Bonus Total<br />

2004 : $244,208.00 --<br />

--<br />

2003 : $122,657.00 $182,384.00<br />

--<br />

2002 : $157,325.00 --<br />

--<br />

Biography<br />

Kenneth W. Trawick has served as our President of the Telecommunications and Cable<br />

Television Division since June 2004 and served as President of Trawick Construction Company,<br />

Inc. (Trawick Construction), a telecommunications specialty contractor and now a subsidiary of<br />

Quanta, from April 2003 until May 2004, and as a Vice President of Quanta from June 2001<br />

until March 2003. Mr. Trawick joined Trawick Construction in 1974 and served as its Executive<br />

Vice President from January 2000 until May 2001.<br />

Source : Proxy, April 19, 2010<br />

James R. Ball, Age 69<br />

Title held since 1998 : Director<br />

Current Company Titles<br />

1998 - Present : Director<br />

Past Company Affiliations<br />

Director, Kraton Polymers LLC<br />

Biography<br />

James R. Ball has been a member of the Board of Directors since 1998 and is a private investor.<br />

He previously served in various management positions with Vista Chemical Company for over<br />

twenty-five years, most recently as Chief Executive Officer and President from 1992 until his<br />

retirement in 1995. He also previously served as a director of ABS Group Inc., The<br />

Carbide/Graphite Group, Inc., Kraton Polymers, LLC and Rexene Corporation. Mr. Ball holds a<br />

Bachelor of Science in Mathematics degree and a Master of Science in Management degree. The<br />

Board believes Mr. Balls qualifications to serve on the Board include his over twenty-five years<br />

of management experience, his years of service on boards of other public companies and his<br />

extensive experience with financial and accounting matters.<br />

Source : Proxy, April 19, 2010<br />

J. Michal Conaway, Age 63<br />

Title held since 2007 : Director<br />

Current Company Titles<br />

2007 - Present : Director<br />

Other Company Affiliations<br />

Director, GT Advanced Technologies Inc.<br />

866-541-3770 • HOOVERS.COM<br />

Dec 05, 2012 •<br />

PAGE 13


Past Company Affiliations<br />

Director, Cherokee International Corporation<br />

Director, InfraSource Services, Inc.<br />

Biography<br />

J. Michal Conaway has been a member of the Board of Directors since August 30, 2007. He has<br />

served as the Chief Executive Officer of Peregrine Group, LLC, an executive consulting firm,<br />

since 2002. Mr. Conaway has been providing consulting and advisory services since 2000. Prior<br />

to 2000, Mr. Conaway held various management and executive positions, including serving as<br />

Chief Financial Officer of Fluor Corporation, an engineering, procurement, construction and<br />

maintenance services provider. He serves as a director of GT Solar International, Inc. as well as<br />

a director of privately held Elgin National Industries, Inc. and Enterra Holdings Ltd. He<br />

previously served as a director of InfraSource Services, Inc. and Cherokee International<br />

Corporation. Mr. Conaway holds an M.B.A. degree and is a Certified Public Accountant. The<br />

Board believes Mr. Conaways qualifications to serve on the Board include his prior service as<br />

the chief financial officer of multiple public corporations, including those within Quantas line of<br />

business, his years of service on boards of other public and private companies, as well as his<br />

extensive financial and accounting expertise.<br />

Source : Proxy, April 19, 2010<br />

Ralph R. DiSibio, Age 70<br />

Current Company Titles<br />

Unknown - Present : Director<br />

Past Company Affiliations<br />

President, Westinghouse Government Services Company LLC<br />

EVP; President and CEO, Washington Government Energy, Washington Division of URS Corporation<br />

Biography<br />

Ralph R. DiSibio has been a member of the Board of Directors since May 2006. He has been a<br />

senior consultant to Washington Group International, Inc., an integrated engineering,<br />

construction and management services provider, since April 2004. He served as President of<br />

Energy & Environment Business Unit, an engineering, construction and environmental services<br />

operating unit of Washington Group International, Inc., from November 2001 until April 2004,<br />

and Executive Vice President Business Development of Washington Group Power, a power<br />

generation engineering, design and construction services operating unit of Washington Group<br />

International, Inc., from March 2001 until November 2001. Mr. DiSibio holds a Doctor of<br />

Education in Administration degree. The Board believes Mr. DiSibios qualifications to serve on<br />

the Board include his prior executive management experience, including at companies within<br />

Quantas line of business, as well as his extensive operational and risk management experience<br />

in the power industry.<br />

Source : Proxy, April 19, 2010<br />

866-541-3770 • HOOVERS.COM<br />

Dec 05, 2012 •<br />

PAGE 14


Bernard Fried, Age 55<br />

Title held since 2004 : Director<br />

Current Company Titles<br />

2004 - Present : Director<br />

Biography<br />

Bernard Fried has been a member of the Board of Directors since March 2004. He has served<br />

as Chief Executive Officer and President of Siterra Corporation, a software services provider,<br />

since May 2005. From November 2003 until May 2005, he served as an independent<br />

consultant to the financial and software services industries. Mr. Fried served as Chief Executive<br />

Officer and President of Citadon, Inc., a software services provider, from 2001 until November<br />

2003, Principal Vice President and Program Manager of Bechtel Business Services, a shared<br />

services operating unit of Bechtel Group, Inc., an international engineering and construction<br />

firm, from 2000 until 2001, and Chief Financial Officer and Managing Director of Bechtel<br />

Enterprises, Inc., a financing and development subsidiary of Bechtel Group, Inc., from 1997 until<br />

2000. Mr. Fried holds a Bachelor of Engineering degree and an M.B.A. degree. The Board<br />

believes Mr. Frieds qualifications to serve on the Board include his prior executive management<br />

experience, including at companies within Quantas line of business, his years of service on<br />

boards of private companies and his extensive international operations experience.<br />

Source : Proxy, April 19, 2010<br />

Louis C. Golm, Age 70<br />

Title held since 2002 : Director<br />

Current Company Titles<br />

2002 - Present : Director<br />

Past Company Affiliations<br />

Vice Chairman, Integrated Data Corp.<br />

Director, SBS Technologies, Inc.<br />

Biography<br />

Louis C. Golm has been a member of the Board of Directors since July 2002 and from May 2001<br />

until May 2002. He has been an independent consultant and senior advisor to the<br />

telecommunications and information management industries since 1999. Mr. Golm serves as a<br />

director of Kirusa Inc. Mr. Golm holds a Master of Science in Management degree and an M.B.A.<br />

degree. The Board believes Mr. Golms qualifications to serve on the Board include his numerous<br />

years of executive management experience, including as chief executive officer of a large<br />

telecommunications company, his years of service as a director of other public and private<br />

companies and his telecommunications industry expertise.<br />

Source : Proxy, April 19, 2010<br />

Worthing F. Jackman, Age 47<br />

866-541-3770 • HOOVERS.COM<br />

Dec 05, 2012 •<br />

PAGE 15


Title held since 2007 : EVP and CFO<br />

Current Company Titles<br />

2007 - Present : EVP and CFO<br />

2006 - 2007 : EVP and CFO<br />

2005 - 2006 : EVP Finance and CFO<br />

2004 - 2005 : EVP Finance and CFO<br />

2003 - 2004 : VP Finance and Investor Relations<br />

Current Company Compensation History<br />

Salary Bonus Total<br />

2011 : $359,736.00 --<br />

$1,395,815.00<br />

2010 : $320,850.00 --<br />

$1,312,521.00<br />

2009 : $320,850.00 --<br />

$1,088,792.00<br />

2008 : $319,640.00 --<br />

$777,311.00<br />

2007 : $305,154.00 --<br />

--<br />

2005 : $212,300.00 --<br />

--<br />

2004 : $170,750.00 --<br />

--<br />

2003 : $105,346.00 $156,733.00<br />

--<br />

Other Company Affiliations<br />

Director, Quanta Services, Inc.<br />

Biography<br />

Worthing F. Jackman has been Executive Vice President and Chief Financial Officer of Waste<br />

Connections since September 1, 2004. From April 2003 to that date, Mr. Jackman served as<br />

Vice President Finance and Investor Relations. Mr. Jackman held various investment banking<br />

positions with Alex. Brown & Sons, now Deutsche Bank Securities, Inc., from 1991 through 2003,<br />

including most recently as a Managing Director within the Global Industrial & Environmental<br />

Services Group. In that capacity, he provided capital markets and strategic advisory services to<br />

companies in a variety of sectors, including solid waste services. Mr. Jackman serves as a<br />

director for Quanta Services, Inc. He holds a B.S. degree in Finance from Syracuse University<br />

and an M.B.A. from the Harvard Business School.<br />

Source : Company Web Site, 2011<br />

Bruce E. Ranck, Age 63<br />

Title held since 2005 : Director<br />

Current Company Titles<br />

2005 - Present : Director<br />

Other Company Affiliations<br />

Director, Dynamex Inc.<br />

Past Company Affiliations<br />

Chairman and CEO, TTS, Inc.<br />

866-541-3770 • HOOVERS.COM<br />

Dec 05, 2012 •<br />

PAGE 16


Biography<br />

Bruce Ranck has been a member of the Board of Directors since May 2005. He has been a<br />

partner with Bayou City Partners, a venture capital firm, since 1999. Mr. Ranck served as Chief<br />

Executive Officer of Tartan Textile Services, Inc., a healthcare linen services provider, from<br />

August 2003 until April 2006. From 1970 until 1999, he held various positions with Browning-<br />

Ferris Industries, Inc., a provider of waste management services, most recently as Chief<br />

Executive Officer and President. Mr. Ranck is also a director of Dynamex Inc. The Board<br />

believes Mr. Rancks qualifications to serve on the Board include his prior executive<br />

management experience, including as chief executive officer of a large public corporation, his<br />

extensive acquisition integration experience, and his years of service on boards of other public<br />

and private companies.<br />

Source : Proxy, April 19, 2010<br />

Patrick Henry (Pat) Wood, Age 49<br />

Title held since 2006 : Director<br />

Current Company Titles<br />

2006 - Present : Director<br />

Other Company Affiliations<br />

Director, SunPower Corporation<br />

Past Company Affiliations<br />

Chairman, Federal Energy Regulatory Commission<br />

Biography<br />

Pat Wood, III has been a member of the Board of Directors since May 2006. He has served as a<br />

Principal of Wood3 Resources, an energy infrastructure developer, since July 2005. From 2001<br />

until July 2005, Mr. Wood served as chairman of the Federal Energy Regulatory Commission.<br />

From 1995 until 2001, he served as chairman of the Public Utility Commission of Texas. Mr.<br />

Wood serves as a director of SunPower Corporation. Mr. Wood holds a Bachelor of Science in<br />

Civil Engineering degree and a J.D. degree. The Board believes Mr. Woods qualifications to<br />

serve on the Board include his significant state and federal government experience, his years of<br />

service as a director of other public and private companies and his extensive energy industry<br />

expertise.<br />

Source : Proxy, April 19, 2010<br />

Charles Ballew<br />

Current Company Titles<br />

Unknown - Present : Director; Executive Director<br />

Donald Bennett<br />

866-541-3770 • HOOVERS.COM<br />

Dec 05, 2012 •<br />

PAGE 17


Current Company Titles<br />

Unknown - Present : Partner<br />

Ed Farris<br />

Current Company Titles<br />

Unknown - Present : Partner<br />

Jack Dwyer<br />

Current Company Titles<br />

Unknown - Present : Vice President, Business Development<br />

Richard Greene<br />

Current Company Titles<br />

Unknown - Present : Vice President Business Development<br />

Tom Clapper<br />

Current Company Titles<br />

Unknown - Present : Division Manager<br />

Eugene Harris<br />

Current Company Titles<br />

Unknown - Present : Division Manager<br />

Michael J Wilson<br />

Current Company Titles<br />

Unknown - Present : Division Manager<br />

Paul Aanes<br />

Current Company Titles<br />

Unknown - Present : Director Human Resources; Director-human Resources<br />

Norman Atwood<br />

Current Company Titles<br />

Unknown - Present : Director Business Development<br />

Mike Elgie<br />

Current Company Titles<br />

866-541-3770 • HOOVERS.COM<br />

Dec 05, 2012 •<br />

PAGE 18


Unknown - Present : Director Of Data Processing; Information Technology Manager<br />

Zhanna Golodryga<br />

Current Company Titles<br />

Unknown - Present : Information Technology Director<br />

Andy Hermawan<br />

Current Company Titles<br />

Unknown - Present : Information Technology Director<br />

Cindy Kirken<br />

Current Company Titles<br />

Unknown - Present : Director Of Human Resources<br />

Lisa Lawson<br />

Current Company Titles<br />

Unknown - Present : Director Of Information Technology<br />

Peggy Lee<br />

Current Company Titles<br />

Unknown - Present : Director-human Resources<br />

Robert Martin<br />

Current Company Titles<br />

Unknown - Present : Director Business Development<br />

Thomas McGuffey<br />

Current Company Titles<br />

Unknown - Present : Information Technology Director<br />

Ken Morrison<br />

Current Company Titles<br />

Unknown - Present : Director Of Property<br />

Cindy Nelson<br />

Current Company Titles<br />

866-541-3770 • HOOVERS.COM<br />

Dec 05, 2012 •<br />

PAGE 19


Unknown - Present : Director Employee Benefits<br />

Sheldon Orton<br />

Current Company Titles<br />

Unknown - Present : Information Technology Director<br />

Diana Ostendorf<br />

Current Company Titles<br />

Unknown - Present : Director Risk Management; Director, Risk Management<br />

Hanna Perez<br />

Current Company Titles<br />

Unknown - Present : Director-human Resources<br />

Wayne Printz<br />

Current Company Titles<br />

Unknown - Present : Information Technology Director<br />

Grace Provenza<br />

Current Company Titles<br />

Unknown - Present : Risk Manager<br />

Lee Smith<br />

Current Company Titles<br />

Unknown - Present : Information Technology Director<br />

Irfan Sumbaluwu<br />

Current Company Titles<br />

Unknown - Present : Information Technology Director<br />

Peter Williams<br />

Current Company Titles<br />

Unknown - Present : Administration Executive; Director Of Finance<br />

Terry Williams<br />

Current Company Titles<br />

866-541-3770 • HOOVERS.COM<br />

Dec 05, 2012 •<br />

PAGE 20


Unknown - Present : Operations Director; Safety Director<br />

James C Atkins<br />

Current Company Titles<br />

Unknown - Present : Marketing Manager<br />

Martha Baskin<br />

Current Company Titles<br />

Unknown - Present : Benefits Coordinator/payroll Manager<br />

Paul Beaulieu<br />

Current Company Titles<br />

Unknown - Present : Hardware Engineer<br />

Dave Biles<br />

Current Company Titles<br />

Unknown - Present : Manager Cnc Oracle 8 12<br />

Megan Blick<br />

Current Company Titles<br />

Unknown - Present : Comm Coord<br />

David Cooper<br />

Current Company Titles<br />

Unknown - Present : Network Manager; Network Manager Of Telecommunications And Infrastructure<br />

John Crawford<br />

Current Company Titles<br />

Unknown - Present : It Manager; Manager Applications<br />

866-541-3770 • HOOVERS.COM<br />

Dec 05, 2012 •<br />

PAGE 21


Historical Events<br />

Date<br />

2011-03-24<br />

2011-03-24<br />

Event Details<br />

Top Executive Change The company announced that John R. Colson will step down as CEO on 05/19/2011<br />

but will become executive chairman.<br />

Top Executive Change The company named James F. O'Neil CEO effective 05/19/2011.<br />

866-541-3770 • HOOVERS.COM<br />

Dec 05, 2012 •<br />

PAGE 22


Company Financials<br />

Financial Summary<br />

Company Type<br />

Public<br />

NYSE: PWR<br />

Headquarters<br />

Fiscal Year-End December<br />

2011 Sales<br />

$4,623.83M<br />

1-Year Sales Growth<br />

17.62%<br />

2011 Net Income<br />

$132.52M<br />

1-Year Net Income Growth<br />

(13.49%)<br />

Prescreen Score<br />

Low Risk<br />

Auditor<br />

PricewaterhouseCoopers LLP<br />

866-541-3770 • HOOVERS.COM<br />

Dec 05, 2012 •<br />

PAGE 23


Annual Income Statement<br />

All amounts in millions of US Dollars except per share amounts.<br />

Dec 2011<br />

Revenue 4,623.83<br />

Cost of Goods Sold 4,003.23<br />

Gross Profit 620.60<br />

Gross Profit Margin 13.42%<br />

SG&A Expense 372.96<br />

Depreciation and Amortization 29.95<br />

Operating Income 217.68<br />

Operating Margin 4.71%<br />

Nonoperating Income (0.56)<br />

Nonoperating Expenses (0.76)<br />

Income Before Taxes 216.37<br />

Income Taxes 71.95<br />

Net Income After Taxes 144.42<br />

Continuing Operations 132.52<br />

Discontinued Operations --<br />

Total Operations 132.52<br />

Total Net Income 132.52<br />

Net Profit Margin 2.87%<br />

Diluted EPS from Continuing Operations 0.62<br />

Diluted EPS from Total Operations 0.62<br />

Diluted EPS from Total Net Income 0.62<br />

Dividends per Share --<br />

Dec 2010<br />

3,931.22<br />

3,296.80<br />

634.42<br />

16.14%<br />

339.67<br />

38.57<br />

256.18<br />

6.52%<br />

(6.43)<br />

(3.50)<br />

246.26<br />

90.70<br />

155.56<br />

153.18<br />

--<br />

153.18<br />

153.18<br />

3.90%<br />

0.72<br />

0.72<br />

0.72<br />

--<br />

Dec 2009<br />

3,318.13<br />

2,724.64<br />

593.49<br />

17.89%<br />

312.41<br />

38.95<br />

242.12<br />

7.30%<br />

0.42<br />

(8.81)<br />

233.73<br />

70.20<br />

163.54<br />

163.54<br />

0.00<br />

162.16<br />

162.16<br />

4.89%<br />

0.81<br />

0.81<br />

0.81<br />

--<br />

Dec 2008<br />

3,780.21<br />

3,145.35<br />

634.87<br />

16.79%<br />

309.40<br />

36.30<br />

289.17<br />

7.65%<br />

0.34<br />

--<br />

281.77<br />

115.03<br />

166.74<br />

166.74<br />

--<br />

166.74<br />

166.74<br />

4.41%<br />

866-541-3770 • HOOVERS.COM<br />

Dec 05, 2012 •<br />

0.88<br />

0.88<br />

0.88<br />

--<br />

Dec 2007<br />

2,656.04<br />

2,227.29<br />

428.75<br />

16.14%<br />

240.51<br />

18.76<br />

169.48<br />

6.38%<br />

(0.58)<br />

PAGE 24<br />

167.36<br />

34.22<br />

133.14<br />

133.14<br />

2.84<br />

135.98<br />

135.98<br />

5.12%<br />

0.87<br />

0.89<br />

0.89<br />

--


Quarterly Income Statement<br />

All amounts in millions of US Dollars except per share amounts.<br />

Quarter Ending<br />

Sep 2012<br />

Revenue 1,685.20<br />

Cost of Goods Sold 1,404.77<br />

Gross Profit 280.43<br />

Gross Profit Margin 16.64%<br />

SG&A Expense 124.28<br />

Depreciation and Amortization 10.50<br />

Operating Income 145.65<br />

Operating Margin 8.64%<br />

Nonoperating Income 1.14<br />

Nonoperating Expenses (0.58)<br />

Income Before Taxes 146.21<br />

Income Taxes 45.35<br />

Net Income After Taxes 100.86<br />

Continuing Operations 96.40<br />

Discontinued Operations --<br />

Total Operations 96.40<br />

Total Net Income 96.40<br />

Net Profit Margin 5.72%<br />

Diluted EPS from Continuing Operations 0.45<br />

Diluted EPS from Total Operations 0.45<br />

Diluted EPS from Total Net Income 0.45<br />

Dividends per Share --<br />

Jun 2012<br />

1,516.70<br />

1,281.29<br />

235.41<br />

15.52%<br />

114.71<br />

9.55<br />

111.15<br />

7.33%<br />

(0.31)<br />

(0.57)<br />

110.27<br />

40.47<br />

69.80<br />

65.54<br />

--<br />

65.54<br />

65.54<br />

4.32%<br />

0.31<br />

0.31<br />

0.31<br />

--<br />

Mar 2012<br />

1,425.18<br />

1,229.66<br />

195.51<br />

13.72%<br />

106.65<br />

9.39<br />

79.48<br />

5.58%<br />

0.17<br />

(0.18)<br />

79.46<br />

29.47<br />

49.99<br />

45.71<br />

--<br />

45.71<br />

45.71<br />

3.21%<br />

0.22<br />

0.22<br />

0.22<br />

--<br />

Dec 2011<br />

1,513.14<br />

1,312.21<br />

200.93<br />

13.28%<br />

99.52<br />

8.52<br />

92.89<br />

6.14%<br />

(0.16)<br />

(0.27)<br />

92.46<br />

21.65<br />

70.81<br />

66.31<br />

--<br />

66.31<br />

66.31<br />

4.38%<br />

866-541-3770 • HOOVERS.COM<br />

Dec 05, 2012 •<br />

0.31<br />

0.31<br />

0.32<br />

--<br />

Sep 2011<br />

1,250.82<br />

1,056.13<br />

194.69<br />

15.57%<br />

92.41<br />

8.30<br />

93.98<br />

7.51%<br />

(0.53)<br />

(0.51)<br />

92.94<br />

37.34<br />

55.60<br />

PAGE 25<br />

51.99<br />

--<br />

51.99<br />

51.99<br />

4.16%<br />

0.25<br />

0.25<br />

0.25<br />

--


Annual Balance Sheet<br />

All amounts in millions of US Dollars except per share amounts.<br />

Assets<br />

Current Assets<br />

Cash<br />

Net Receivables<br />

Inventories<br />

Other Current Assets<br />

Total Current Assets<br />

Net Fixed Assets<br />

Other Noncurrent<br />

Total Assets<br />

Shareholder's Equity<br />

Dec 2011<br />

315.35<br />

1,066.27<br />

71.42<br />

312.12<br />

1,765.15<br />

971.70<br />

1,962.26<br />

4,699.11<br />

Dec 2011<br />

Preferred Stock Equity<br />

0.00<br />

Common Stock Equity<br />

3,381.95<br />

Total Equity<br />

3,381.95<br />

Shares Outstanding (M) 206.20<br />

Liabilities<br />

Current Liabilities<br />

Accounts Payable<br />

Short-Term Debt<br />

Other Current Liabilities<br />

Total Current Liabilities<br />

Long-Term Debt<br />

Other Noncurrent<br />

Total Liabilities<br />

Dec 2011<br />

343.68<br />

0.06<br />

437.34<br />

781.08<br />

--<br />

536.09<br />

1,317.16<br />

Dec 2010<br />

539.22<br />

766.39<br />

51.75<br />

239.00<br />

1,596.36<br />

900.77<br />

1,844.08<br />

4,341.21<br />

Dec 2010<br />

--<br />

3,365.56<br />

3,365.56<br />

211.57<br />

Dec 2010<br />

--<br />

1.33<br />

499.07<br />

500.40<br />

0.00<br />

475.26<br />

975.66<br />

Dec 2009<br />

699.63<br />

688.26<br />

33.45<br />

161.45<br />

1,582.79<br />

854.44<br />

1,679.73<br />

4,116.95<br />

Dec 2009<br />

--<br />

3,109.18<br />

3,109.18<br />

210.04<br />

Dec 2009<br />

--<br />

3.43<br />

492.26<br />

495.69<br />

126.61<br />

385.48<br />

1,007.77<br />

Dec 2008<br />

437.90<br />

849.63<br />

25.81<br />

68.15<br />

1,381.49<br />

635.46<br />

1,537.84<br />

3,554.79<br />

Dec 2008<br />

--<br />

2,657.97<br />

2,657.97<br />

196.56<br />

Dec 2008<br />

400.25<br />

1.16<br />

50.39<br />

451.80<br />

143.75<br />

301.27<br />

896.82<br />

866-541-3770 • HOOVERS.COM<br />

Dec 05, 2012 •<br />

PAGE 26<br />

Dec 2007<br />

407.08<br />

792.10<br />

25.92<br />

79.67<br />

1,304.76<br />

532.29<br />

1,550.79<br />

3,387.83<br />

Dec 2007<br />

--<br />

2,185.14<br />

2,185.14<br />

170.92<br />

Dec 2007<br />

269.38<br />

271.01<br />

217.04<br />

757.43<br />

301.51<br />

1,202.69


Quarterly Balance Sheet<br />

All amounts in millions of US Dollars except per share amounts.<br />

Assets<br />

Quarter Ending<br />

Current Assets<br />

Cash<br />

Net Receivables<br />

Inventories<br />

Other Current Assets<br />

Total Current Assets<br />

Net Fixed Assets<br />

Other Noncurrent<br />

Total Assets<br />

Sep 2012<br />

128.21<br />

1,441.02<br />

55.92<br />

511.28<br />

2,136.43<br />

1,057.05<br />

2,061.80<br />

5,255.27<br />

Shareholder's Equity<br />

Quarter Ending Sep 2012<br />

Preferred Stock Equity<br />

0.00<br />

Common Stock Equity<br />

3,662.90<br />

Total Equity<br />

3,662.90<br />

Shares Outstanding (M) 209.26<br />

Liabilities<br />

Quarter Ending<br />

Current Liabilities<br />

Sep 2012<br />

Accounts Payable<br />

--<br />

Short-Term Debt<br />

0.02<br />

Other Current Liabilities<br />

925.33<br />

Total Current Liabilities<br />

925.35<br />

Long-Term Debt<br />

125.00<br />

Other Noncurrent<br />

542.02<br />

Total Liabilities<br />

1,592.37<br />

Jun 2012<br />

172.87<br />

1,138.72<br />

57.65<br />

455.26<br />

1,824.50<br />

1,016.74<br />

2,056.07<br />

4,897.30<br />

Jun 2012<br />

0.00<br />

3,536.53<br />

3,536.53<br />

209.21<br />

Jun 2012<br />

--<br />

0.03<br />

783.94<br />

783.97<br />

39.00<br />

537.80<br />

1,360.77<br />

Mar 2012<br />

177.37<br />

1,114.25<br />

72.26<br />

406.24<br />

1,770.11<br />

985.67<br />

1,999.55<br />

4,755.33<br />

Mar 2012<br />

0.00<br />

3,461.61<br />

3,461.61<br />

208.45<br />

Mar 2012<br />

--<br />

0.06<br />

762.60<br />

762.66<br />

--<br />

531.07<br />

1,293.73<br />

Dec 2011<br />

315.35<br />

1,066.27<br />

71.42<br />

312.12<br />

1,765.15<br />

971.70<br />

1,962.26<br />

4,699.11<br />

Dec 2011<br />

0.00<br />

3,381.95<br />

3,381.95<br />

206.20<br />

Dec 2011<br />

343.68<br />

437.34<br />

781.08<br />

536.09<br />

1,317.16<br />

866-541-3770 • HOOVERS.COM<br />

Dec 05, 2012 •<br />

PAGE 27<br />

Sep 2011<br />

257.84<br />

1,008.94<br />

74.02<br />

236.08<br />

1,576.88<br />

956.60<br />

1,930.47<br />

4,463.96<br />

Sep 2011<br />

0.00<br />

3,294.70<br />

3,294.70<br />

205.65<br />

Sep 2011<br />

--<br />

0.10<br />

651.61<br />

651.71<br />

517.55<br />

1,169.26


Annual Cash Flow<br />

All amounts in millions of US Dollars except per share amounts.<br />

Dec 2011<br />

Cash and Cash Equivalents at the Beginning<br />

of Year<br />

539.22<br />

Net Cash Provided in Operating Activities 218.03<br />

Net Cash Provided by Investing Activities (281.22)<br />

Net Cash Provided by Financing Activities (158.73)<br />

Net Increase/Decrease in Cash and Cash<br />

Equivalents<br />

(223.87)<br />

Cash and Cash Equivalents at the End of<br />

Year<br />

315.35<br />

Dec 2010<br />

699.63<br />

240.26<br />

(254.25)<br />

(145.71)<br />

(160.41)<br />

539.22<br />

Dec 2009<br />

437.90<br />

376.90<br />

(119.68)<br />

1.48<br />

261.73<br />

699.63<br />

Dec 2008<br />

407.08<br />

242.50<br />

(219.35)<br />

8.24<br />

30.82<br />

866-541-3770 • HOOVERS.COM<br />

Dec 05, 2012 •<br />

437.90<br />

Dec 2007<br />

383.69<br />

219.24<br />

(120.57)<br />

(78.94)<br />

23.39<br />

407.08<br />

PAGE 28


Quarterly Cash Flow<br />

All amounts in millions of US Dollars except per share amounts.<br />

Quarter Ending<br />

Sep 2012<br />

Cash and Cash Equivalents at the Beginning<br />

of Year<br />

172.87<br />

Net Cash Provided in Operating Activities (29.71)<br />

Net Cash Provided by Investing Activities (274.59)<br />

Net Cash Provided by Financing Activities 113.53<br />

Net Increase/Decrease in Cash and Cash<br />

Equivalents<br />

(187.14)<br />

Cash and Cash Equivalents at the End of<br />

Year<br />

128.21<br />

Jun 2012<br />

177.37<br />

26.08<br />

(200.34)<br />

33.70<br />

(142.48)<br />

172.87<br />

Mar 2012<br />

315.35<br />

(60.22)<br />

(80.96)<br />

0.90<br />

(137.98)<br />

177.37<br />

Dec 2011<br />

257.84<br />

218.03<br />

(281.22)<br />

(158.73)<br />

(223.87)<br />

866-541-3770 • HOOVERS.COM<br />

Dec 05, 2012 •<br />

315.35<br />

Sep 2011<br />

380.38<br />

92.76<br />

(216.78)<br />

(153.54)<br />

(281.38)<br />

257.84<br />

PAGE 29


Earning Estimates<br />

Average Estimate<br />

Number of Analysts<br />

High Estimate<br />

Low Estimate<br />

Year ago EPS<br />

Growth Rate<br />

Consensus Recommendation<br />

Current Quarter<br />

Dec 12<br />

$0.39<br />

14<br />

$0.44<br />

$0.35<br />

$0.29<br />

32.76%<br />

Next Quarter<br />

Mar 13<br />

$0.29<br />

8<br />

$0.35<br />

$0.22<br />

$0.25<br />

18.00%<br />

Current Year Next Year<br />

Dec 12 Dec 12<br />

$1.36 $1.59<br />

14 14<br />

$1.42 $1.78<br />

$1.30 $1.50<br />

$0.67 --<br />

103.09% 16.64%<br />

Moderate Buy<br />

866-541-3770 • HOOVERS.COM<br />

Dec 05, 2012 •<br />

PAGE 30


Financial Market Data<br />

Current Information<br />

Last Close (30-Nov-2012)<br />

$25.86 Price/Sales Ratio<br />

0.89<br />

52-Week High<br />

$26.69 Price/Book Ratio<br />

1.56<br />

52-Week Low<br />

$19.74 Price/Earnings Ratio<br />

20.04<br />

60-Month Beta<br />

0.94 Price/Cash Flow Ratio<br />

57.47<br />

Market Cap<br />

$5,710.28M Return on Assets<br />

5.64%<br />

Shares Outstanding<br />

220.82M Return on Equity<br />

7.88%<br />

Dividend Rate -- Current Ratio 2.31<br />

Dividend Yield 0.00% Long-Term Debt/Equity<br />

0.00<br />

# of Institutional Holders<br />

% Owned by Institutions<br />

--<br />

Latest Short Interest Ratio<br />

1.14 Latest Net Insider Transactions<br />

Growth 12 Month<br />

36 Month 60 Month<br />

Revenue Growth<br />

EPS Growth<br />

Dividend Growth<br />

17.62% 6.95% 16.76%<br />

(13.89%) (11.02%) 32.82%<br />

--<br />

-- --<br />

866-541-3770 • HOOVERS.COM<br />

Dec 05, 2012 •<br />

PAGE 31


Historical Financials<br />

Income Statement<br />

Year Revenue ($ M) Net Income ($ M) Net Profit Margin Employees<br />

Dec 2011 4,623.83 132.52 2.87% 17,500<br />

Dec 2010 3,931.22 153.18 3.90% 13,751<br />

Dec 2009 3,318.13 162.16 4.89% 14,673<br />

Dec 2008 3,780.21 166.74 4.41% 14,751<br />

Dec 2007 2,656.04 135.98 5.12% 15,261<br />

Dec 2006 2,131.04 17.48 0.82% 12,021<br />

Dec 2005 1,858.63 29.56 1.59% 11,104<br />

Dec 2004 1,626.51 (9.19) -- 1,412<br />

Dec 2003 1,642.85 (34.99) -- 1,476<br />

Dec 2002 1,750.71 (619.56) -- 11,743<br />

2011 Year-End Financials<br />

Debt Ratio --<br />

Return on Equity 7.88%<br />

Cash ($ M) 315.35<br />

Current Ratio 2.26<br />

Long-Term Debt ($ M) --<br />

Shares Outstanding (M) 206.20<br />

Dividend Yield 0.00%<br />

Dividend Payout --<br />

Market Cap ($ M) 4,441.61<br />

Stock History<br />

Stock Price ($) P/E Per Share ($)<br />

Year FY High FY Low FY Close High Low Earns. Div. Book Value<br />

Dec 2011 24.18 15.37 21.54 39.00 24.79 0.62 -- 16.40<br />

Dec 2010 23.23 16.75 19.92 32.26 23.26 0.72 -- 15.91<br />

Dec 2009 25.80 15.84 20.84 31.85 19.56 0.81 -- 14.80<br />

Dec 2008 35.39 10.56 19.80 40.22 12.00 0.88 -- 13.52<br />

Dec 2007 33.42 18.66 26.24 37.55 20.97 0.89 -- 12.78<br />

Dec 2006 20.05 12.24 19.67 133.67 81.60 0.15 -- 6.15<br />

Dec 2005 14.97 7.18 13.17 59.88 28.72 0.25 -- 5.96<br />

Dec 2004 9.52 4.83 8.00 -- -- -0.08 -- 5.66<br />

Dec 2003 9.87 2.80 7.30 -- -- -0.30 -- 5.74<br />

Dec 2002 18.90 1.75 3.59 -- -- -7.77 -- 8.93<br />

866-541-3770 • HOOVERS.COM<br />

Dec 05, 2012 •<br />

PAGE 32


Competitors List<br />

Company<br />

Cable Com<br />

Comm-Works<br />

Dycom<br />

EMCOR (Top Competitor)<br />

Goldfield<br />

Henkels & McCoy<br />

Integrated Electrical Services (Top<br />

Competitor)<br />

Mass Electric<br />

MasTec<br />

MDU Construction Services<br />

MYR Group (Top Competitor)<br />

Pike Electric Corporation<br />

Tetra Tech<br />

Gross Revenue<br />

Net Profit<br />

Margin<br />

Net Operating Cash Flow<br />

-- --<br />

--<br />

$38.10M --<br />

--<br />

$1,201.12M 3.18%<br />

$65.13M<br />

$5,613.46M 2.19%<br />

$149.43M<br />

$32.83M 13.89%<br />

$1.17M<br />

$1,199.23M --<br />

--<br />

$481.61M (4.65%)<br />

($11.85M)<br />

$110.40M --<br />

--<br />

$3,008.98M 2.15%<br />

$5.83M<br />

$419.00M --<br />

--<br />

$780.36M 3.08%<br />

$30.39M<br />

$685.17M 2.32%<br />

$25.70M<br />

$2,711.08M 3.85%<br />

$158.02M<br />

866-541-3770 • HOOVERS.COM<br />

Dec 05, 2012 •<br />

PAGE 33


Competitive Landscape<br />

Companies listed are Top Competitors.<br />

Key Numbers<br />

Annual Sales ($ M)<br />

Employees<br />

Market Cap ($ M)<br />

Profitability<br />

Gross Profit Margin<br />

Pre-Tax Profit<br />

Net Profit Margin<br />

Return on Equity<br />

Return on Assets<br />

Return on Invested<br />

Capital<br />

Valuation<br />

Price/Sales Ratio<br />

Price/Earnings Ratio<br />

Price/Book Ratio<br />

Price/Cash Flow<br />

Operations<br />

Days of Sales<br />

Outstanding<br />

Inventory Turnover<br />

Days Cost of Goods<br />

Sold in Inventory<br />

Asset Turnover<br />

Net Receivables<br />

Turnover Flow<br />

Effective Tax Rate<br />

Quanta Services,<br />

Inc.<br />

$4,623.83M<br />

17,500<br />

$4,441.61M<br />

Quanta Services,<br />

Inc.<br />

14.86%<br />

6.98%<br />

4.46%<br />

7.88%<br />

5.64%<br />

7.60%<br />

Quanta Services,<br />

Inc.<br />

0.89<br />

20.04<br />

1.56<br />

57.47<br />

Quanta Services,<br />

Inc.<br />

72.8<br />

80.5<br />

4.5<br />

1.3<br />

5.0<br />

31.97%<br />

MYR Group Inc.<br />

$780.36M<br />

3,000<br />

$390.55M<br />

MYR Group Inc.<br />

11.20%<br />

4.92%<br />

3.08%<br />

13.42%<br />

7.02%<br />

12.85%<br />

MYR Group Inc.<br />

0.46<br />

14.90<br />

1.82<br />

7.82<br />

MYR Group Inc.<br />

55.8<br />

635.5<br />

0.6<br />

2.3<br />

6.5<br />

37.42%<br />

EMCOR Group, Inc. Integrated<br />

Electrical<br />

Services, Inc.<br />

$5,613.46M $481.61M<br />

25,000 2,724<br />

$1,781.37M $30.25M<br />

EMCOR Group, Inc.<br />

12.67%<br />

3.63%<br />

2.19%<br />

10.70%<br />

4.60%<br />

9.55%<br />

EMCOR Group, Inc.<br />

0.36<br />

16.31<br />

1.66<br />

16.78<br />

EMCOR Group, Inc.<br />

70.3<br />

127.3<br />

2.9<br />

2.1<br />

5.2<br />

38.58%<br />

Integrated<br />

Electrical<br />

Services, Inc.<br />

9.84%<br />

(4.60%)<br />

(4.65%)<br />

(33.25%)<br />

(12.74%)<br />

(28.59%)<br />

Integrated<br />

Electrical<br />

Services, Inc.<br />

0.13<br />

-2.80<br />

1.17<br />

10.59<br />

Integrated<br />

Electrical<br />

Services, Inc.<br />

77.5<br />

37.8<br />

9.6<br />

2.7<br />

4.7<br />

--<br />

Industry<br />

10.11%<br />

3.47%<br />

1.86%<br />

6.36%<br />

3.03%<br />

5.19%<br />

Industry<br />

0.45<br />

26.18<br />

1.56<br />

12.30<br />

Industry<br />

60.6<br />

19.6<br />

18.6<br />

1.6<br />

6.0<br />

36.68%<br />

866-541-3770 • HOOVERS.COM<br />

Dec 05, 2012 •<br />

Market<br />

35.05%<br />

11.18%<br />

7.68%<br />

12.72%<br />

2.21%<br />

6.20%<br />

Market<br />

1.17<br />

17.36<br />

1.86<br />

7.86<br />

Market<br />

47.9<br />

7.4<br />

49.3<br />

0.3<br />

7.6<br />

PAGE 34<br />

--


Financial<br />

Current Ratio<br />

Quick Ratio<br />

Leverage Ratio<br />

Total Debt/ Equity<br />

Interest Coverage<br />

Per Share Data<br />

Per Share Data<br />

Dividend Per Share<br />

Cash Flow Per Share<br />

Working Capital Per Share<br />

Long-Term Debt Per Share<br />

Book Value Per Share<br />

Total Assets Per Share<br />

Growth<br />

12-Month Revenue<br />

12-Month Net Income<br />

12-Month EPS Growth<br />

12-Month Dividend Growth<br />

36-Month Revenue Growth<br />

36-Month Net Income Growth<br />

36-Month EPS Growth<br />

36-Month Dividend Growth<br />

Quanta Services,<br />

Inc.<br />

2.26<br />

1.77<br />

1.39<br />

0.00<br />

139.95<br />

Quanta Services,<br />

Inc.<br />

$28.95<br />

--<br />

$0.45<br />

$4.46<br />

--<br />

$16.59<br />

$21.28<br />

Quanta Services,<br />

Inc.<br />

17.62%<br />

(13.49%)<br />

(13.89%)<br />

--<br />

6.95%<br />

(7.37%)<br />

(11.02%)<br />

--<br />

MYR Group Inc.<br />

1.33<br />

0.97<br />

1.91<br />

0.05<br />

59.09<br />

MYR Group Inc.<br />

$46.69<br />

--<br />

$2.74<br />

$2.86<br />

$0.00<br />

$11.77<br />

$19.96<br />

MYR Group Inc.<br />

30.70%<br />

13.50%<br />

11.54%<br />

--<br />

8.20%<br />

(8.17%)<br />

(8.62%)<br />

--<br />

EMCOR Group, Inc.<br />

1.46<br />

1.28<br />

2.44<br />

0.12<br />

28.16<br />

EMCOR Group, Inc.<br />

$92.27<br />

$0.15<br />

$1.96<br />

$9.10<br />

$2.30<br />

$19.81<br />

$45.30<br />

EMCOR Group, Inc.<br />

9.61%<br />

--<br />

--<br />

--<br />

(6.12%)<br />

(10.45%)<br />

(13.07%)<br />

--<br />

Integrated<br />

Electrical<br />

Services, Inc.<br />

1.64<br />

1.42<br />

2.78<br />

0.16<br />

(9.26)<br />

Integrated<br />

Electrical<br />

Services, Inc.<br />

$32.75<br />

--<br />

$0.40<br />

$4.19<br />

$0.69<br />

$3.63<br />

$12.02<br />

Integrated<br />

Electrical<br />

Services, Inc.<br />

4.55%<br />

--<br />

--<br />

--<br />

(16.20%)<br />

--<br />

--<br />

--<br />

Industry<br />

1.66<br />

3.53<br />

2.13<br />

0.25<br />

11.84<br />

Industry<br />

--<br />

--<br />

--<br />

$5.28<br />

$0.03<br />

--<br />

$28.40<br />

Industry<br />

5.22%<br />

(19.71%)<br />

--<br />

--<br />

(0.02%)<br />

(16.13%)<br />

--<br />

--<br />

866-541-3770 • HOOVERS.COM<br />

Dec 05, 2012 •<br />

Market<br />

1.51<br />

5.58<br />

5.92<br />

1.07<br />

4.86<br />

Market<br />

--<br />

--<br />

--<br />

$2.69<br />

$0.08<br />

--<br />

$84.67<br />

Market<br />

8.36%<br />

54.35%<br />

--<br />

2.18%<br />

0.62%<br />

(4.36%)<br />

--<br />

--<br />

PAGE 35


Trust<br />

We deliver the whole truth by<br />

incorporating critical data from<br />

the Financial Footnotes and<br />

MD&A that other firms miss.<br />

Performance<br />

The value and success of our<br />

ratings are unrivaled. Click here<br />

for proof.<br />

More Reports<br />

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Figure 1: New Constructs' Risk/Reward Rating<br />

Overall<br />

Risk/Reward<br />

Rating<br />

Very Dangerous<br />

Dangerous<br />

Neutral<br />

Attractive<br />

Very Attractive<br />

Actual Values<br />

S&P 500 (SPY)<br />

Russell 2000 (IWM)<br />

Source: New Constructs, LLC.<br />

Economic vs<br />

Reported EPS<br />

Neutral EE<br />

Return on Invested<br />

Capital (ROIC)<br />

Page 1<br />

®<br />

Dangerous Risk/Reward Rating<br />

11/30/2012<br />

Closing Stock Price as of 11/30/2012: $25.86<br />

Figure 1 summarizes the five factors that drive our Overall<br />

Risk/Reward Rating for PWR. Each factor offers insights into the<br />

profitability and valuation of PWR.<br />

Neutral EE means that economic EPS are negative but moving in the<br />

same direction as GAAP EPS.<br />

The biggest adjustment that lowers economic EPS and is not<br />

captured in Reported EPS is Reported Net Assets.<br />

Our Risk/Reward Rating system identifies disconnects between the<br />

market's expectations for future cash flows and current cash flows.<br />

This report provides a detailed explanation of each diagnostic<br />

criterion and each rating for PWR. Appendices highlight Red Flags<br />

and explain our Risk/Reward Rating system.<br />

Quality of Earnings<br />

Misleading Trend<br />

False Positive<br />

($1.11)<br />

Neutral EE<br />

Positive EE<br />

Rising EE<br />

vs.<br />

Positive EE<br />

Quanta Services, Inc. (PWR)<br />

$0.62<br />

PWR has an Overall Risk/Reward Rating of Dangerous because the<br />

stock offers more downside risk than upside potential.<br />

The combination of Neutral economic EPS with a rich stock valuation<br />

drives a Risk/Reward Rating of Dangerous for PWR.<br />

Bottom Quintile<br />

4th Quintile<br />

3rd Quintile<br />

2nd Quintile<br />

Top Quintile<br />

3.8%<br />

23.7%<br />

10.1%<br />

FCF Yield<br />


New Constructs rectifies<br />

accounting distortions in GAAP<br />

financial statements.<br />

®<br />

Page 2: Economic vs Reported Earnings<br />

Economic vs Reported Earnings<br />

Why Economic Earnings Matter<br />

Economic earnings are almost always meaningfully different than GAAP earnings. We<br />

believe economic earnings provide a truer measure of profitability and shareholder value<br />

creation than offered by GAAP earnings. Investors should beware investing in companies<br />

that report profits meaningfully different than their economic earnings.<br />

- Employee Stock Options<br />

- Pension Over/Under Funding<br />

- Excess Cash<br />

- Restructuring charges<br />

- Pooling Goodwill<br />

- Minority Interests<br />

- Off-Balance-Sheet Financing<br />

- LIFO Reserve<br />

- Unrealized Gains/Losses<br />

- Goodwill Amortization<br />

- Unconsolidated Subsidiaries<br />

- Capitalized Expenses<br />

11/30/2012<br />

Figure 2 highlights the differences between the reported and economic earnings for<br />

PWR. Note the Neutral EP score is caused by the company reporting negative GAAP<br />

profits and generating negative economic profits.<br />

During the last Fiscal Year, the biggest driver of the difference between reported and<br />

economic EPS is Reported Net Assets.<br />

Figure 2: Economic Earnings Per Share vs Reported EPS<br />

Source: New Constructs, LLC.<br />

Economic earnings and return on capital metrics are significantly more accurate when<br />

as-reported financial statements have been adjusted to reverse accounting distortions<br />

and Red Flags. The majority of the data required to reverse accounting distortions is<br />

available only in the Notes to the Financial Statements, which we analyze rigorously. Our<br />

core competency is gathering and analyzing all relevant financial data (from Financial<br />

Statements and the Notes) so that we can deliver earnings analyses that best represent<br />

the true profitability of businesses. See Figure 3 for a list of the Red Flag adjustments we<br />

make to a company's reported GAAP profits in order to reverse accounting distortions<br />

and arrive at a better measure of a firm's profits.<br />

Figure 3: Accounting Issues and Red Flags that Distort GAAP<br />

Source: New Constructs, LLC.<br />

DUE DILIGENCE REVIEW<br />

Quanta Services, Inc. (PWR)


®<br />

Page 3: Economic vs Reported Earnings<br />

Figure 4: Return on Invested Capital vs Weighted Average Cost of Capital<br />

Source: New Constructs, LLC. Note: If average invested capital is negative, ROIC is not calculated.<br />

How We Measure Economic Earnings<br />

DUE DILIGENCE REVIEW<br />

11/30/2012<br />

Figure 4 compares PWR's Return on Invested Capital (ROIC) to its Weighted-Average<br />

Cost of Capital (WACC). This company's ROIC during its last fiscal year ranks in the<br />

Bottom Quintile.<br />

The metrics we use to measure the economic performance of companies are Economic<br />

Earnings Margin and Economic Earnings. The Economic Earnings Margin for a company<br />

equals its Return on Invested Capital (ROIC) minus its Weighted-Average Cost of Capital<br />

(WACC). The Economic Earnings of a company equal its Economic Earnings Margin<br />

multiplied by its average Invested Capital. Economic Earnings per Share equal Economic<br />

Earnings divided by Basic Shares Outstanding. ROIC equals Net Operating Profit After<br />

Tax (NOPAT) divided by Invested Capital.<br />

We believe our measures of economic performance are substantially more accurate than<br />

accounting metrics because we make adjustments for all the issues listed in Figure 3.<br />

Appendix 3 provides a line item by line item reconciliation of Net Income to Economic<br />

Earnings.<br />

Quanta Services, Inc. (PWR)


Page 4: Free Cash Flow Yield<br />

®<br />

Free Cash Flow Yield<br />

Figure 5: Free Cash Flow Yield<br />

DUE DILIGENCE REVIEW<br />

11/30/2012<br />

Rigorous back-testing shows that stocks with a Free Cash Flow Yield of at least 10%<br />

significantly out-performed both the S&P 500 and a survivor-bias-adjusted index. For<br />

more detail on Free Cash Flow Yield and our backtesting, see our report "Cash Is King,"<br />

which was published November 30th, 2004.<br />

Using Free-Cash-Flow Yields to pick stocks is not a new strategy. However, our strategy<br />

yields superior results because we use a better measure of Free Cash Flow (FCF), in our<br />

opinion. In the same way our economic EPS are better measures of profitability than<br />

reported EPS, our measure of FCF is better than traditional accounting-based FCF. We<br />

measure Free Cash Flow by subtracting the change in Invested Capital from NOPAT.<br />

Source: New Constructs, LLC. Note: Dot on the line(s) in the chart marks the current value(s).<br />

Figure 5 shows PWR's FCF Yield over the past several years. PWR's current FCF Yield<br />

is (3.1%).<br />

Free Cash Flow Yield equals unlevered FCF divided by enterprise value. The level of<br />

FCF does not always reflect the health of a business or its prospects. For example, a<br />

large amount of FCF can be a sign that a company has limited investment opportunities<br />

and, hence, limited growth prospects. On the other hand, negative FCF can be an<br />

attractive indication that a company has more investment opportunities than it can fund<br />

with cash from operations. Zero FCF could mean that the company generates just<br />

enough cash to internally fund its growth opportunities.<br />

Quanta Services, Inc. (PWR)


The lower the stock price is<br />

versus EBV, the lower the<br />

potential risk of investing in the<br />

stock.<br />

The higher the stock price is<br />

versus EBV, the greater the<br />

potential risk of investing in the<br />

stock.<br />

Page 5: Price-to-EBV Per Share<br />

®<br />

Price-to-EBV Per Share<br />

Figure 6: Economic Book Value Per Share vs Market Price<br />

DUE DILIGENCE REVIEW<br />

11/30/2012<br />

Figure 6 shows the differences between the stock market price and Economic Book<br />

Value (EBV) per share of PWR. These differences reflect the portion of the stock price<br />

that is entirely dependent on future cash flow growth.<br />

When stock prices are much higher than EBVs, the market predicts the economic<br />

profitability (as distinct from accounting profitability) of the company will meaningfully<br />

increase. When stock prices are much lower than EBVs, the market predicts the<br />

economic profitability of the company will meaningfully decrease. If the stock price equals<br />

the EBV, the market predicts the company's economic profitability will not change.<br />

Source: New Constructs, LLC. Note: Dot on the line(s) in the chart marks the current value(s).<br />

EBV measures the no-growth value of the company based on the current economic cash<br />

flows generated by the business. It is also known as the "pre-strategy value" of the<br />

company because it ignores the value attributable to future cash flows, which are, in<br />

theory, what business strategies should aim to improve.<br />

The Formula for EBV is: (NOPAT / WACC) + Excess Cash + Unconsolidated Subsidiary<br />

Assets + Net Assets from Discontinued Operations - Debt (incl. Operating Leases) -<br />

Value of Outstanding Stock Options - Under (Over) funded Pensions - Preferred Capital -<br />

Minority Interests. EBV per share equals EBV divided by shares outstanding.<br />

Quanta Services, Inc. (PWR)


Stock prices reflect the market’s<br />

expectations for the present<br />

value of future cash promised<br />

to the owner.<br />

Comparing the required future<br />

performance to historical<br />

performance positions<br />

investors to asses the feasibility<br />

of market expectations and<br />

valuations.<br />

See Appendix 4 for the specific<br />

estimates used in this<br />

company's valuation model.<br />

Appendix 2 details each<br />

Adjustment made to this<br />

company's reported financial<br />

results.<br />

Page 6: Qualifying Market Expectations<br />

®<br />

Quantifying Market Expectations<br />

Growth Appreciation Period<br />

$26.24<br />

$21.54<br />

17.6%<br />

Market Expectations<br />

based on current price<br />

$25.86<br />

11/30/2012<br />

We believe this stock has a Dangerous Risk/Reward Rating because there is a relatively<br />

large difference between the expected financial performance implied by its market price<br />

and the company's historical performance.<br />

Figure 7 compares the future performance required to justify the company's stock market<br />

price to its historical performance. Specifically, Figure 7 shows: to justify the current<br />

stock price of $25.86, PWR must grow revenues at 7.9% and maintain a 0.7% Economic<br />

Earnings Margin for 23 years.<br />

Figure 7: Future Performance Required to Justify Valuation<br />

Stock Price<br />

Performance Hurdles<br />

Revenue CAGR<br />

Avg Economic Earnings Margin<br />

5 Yr<br />

14.9%<br />

(4.6%)<br />

DUE DILIGENCE REVIEW<br />

Historical Performance<br />

$20.84<br />

18.0%<br />

(4.9%)<br />

Last FY<br />

(5.3%)<br />

Default<br />

7.9%<br />

0.7%<br />

23 years<br />

Source: New Constructs, LLC<br />

Note: The Default Scenario is Based on the forecast set by the New Constructs analytical team, this scenario<br />

represents a likely financial performance path the company may follow to justify the current market price.<br />

Subscribers to our services may create alternate forecast scenarios based on their own estimates.<br />

Historically, PWR has generated a Revenue CAGR of 14.9%, 18.0%, and 17.6% and<br />

Economic Earnings Margins of (4.6%), (4.9%), and (5.3%) over the past 5, 3 and 1<br />

year(s).<br />

The market expects PWR to achieve a Revenue CAGR of 7.9% and Economic Earnings<br />

Margins of 0.7% for 23 years.<br />

GAP measures the number of years implied by the stock price over which the company<br />

must maintain an edge over its current and future competitors. Specifically, GAP<br />

measures the number of years a company will earn returns on invested capital greater<br />

than its cost of capital on new investments. The law of competition dictates that a<br />

company can only grow its economic earnings for the finite period over which it can<br />

maintain a competitive advantage.<br />

The Market-implied GAP of the S&P 500 is 20 years. For the Russell 1000, it is 23<br />

years. PWR has a GAP of 23 years, which is similar to the indices. Based on this<br />

criterion, PWR has about the same chance of seeing price appreciation versus the<br />

indices.<br />

However, our Overall Rating is Dangerous. Other criteria (per pages above) in our<br />

rating system do not indicate PWR is an Attractive investment.<br />

GAP analysis comes from our dynamic discounted cash flow model, a multi-stage DCF<br />

model that values companies across multiple forecast horizons. Each forecast horizon<br />

(i.e., Growth AppreciationPeriod - GAP), assumes the company cannot grow profits<br />

beyond the GAP period. Our model exclusively uses no-growth terminal value<br />

assumptions for calculating the value of the stock for each GAP.<br />

The forecast drivers for our DCF model are: (1) Revenue Growth; (2) NOPBT Margin,<br />

(i.e. EBIT Margin with Adjustments*), (3) Cash Tax Rate, (4) Incremental Net Working<br />

and Fixed Capital needs. See Appendix 4 for the forecasts that drive our DCF model for<br />

this company.<br />

3Yr<br />

- -<br />

-<br />

Quanta Services, Inc. (PWR)


Page 7: Qualifying Market Expectations<br />

®<br />

The Return On Invested Capital minus the weighted-average cost of capital.<br />

Number of years the company can earn a positive Economic Earnings Margin on<br />

incremental investments, i.e. the number of years it can create economic value.<br />

1. "How fast will the company grow?"<br />

3. "For how many years will the company grow economic<br />

earnings or create incremental value?"<br />

11/30/2012<br />

Our Company Models value stocks based on the present value of expected free cash<br />

flows, with that free cash flow measured according to our economic (as distinct from<br />

conventional accounting) methodology. Website subscribers forecast economic free cash<br />

flow by assigning estimates to three value drivers:<br />

1. Revenue Growth<br />

Compounded over the indicated time frame.<br />

2. Economic Earnings Margin<br />

3. Growth Appreciation Period<br />

An alternative way to conceptualize the three value drivers is:<br />

2. "How profitable will the company be?"<br />

DUE DILIGENCE REVIEW<br />

Quanta Services, Inc. (PWR)


Attractive<br />

2nd Quintile<br />

-1% < 3%<br />

> 3.5 or -1 < 0<br />

®<br />

Appendix 1: Explanation of New Constructs' Stock Ratings<br />

Overall Risk/Reward Rating<br />

The Overall Risk/Reward Rating provides a final rating based on the equal-weighted average rating of each criterion.<br />

Very Dangerous<br />

Neutral<br />

Very Attractive<br />

Misleading Trend<br />

Neutral EE<br />

Rising EE<br />

Top Quintile<br />

< -5%<br />

2.4 < 3.5 or < -1<br />

Page 8: New Constructs' Risk/Reward Rating<br />

All criteria are equal-weighted in the average calculation except 2yr FCF Yield is excluded.<br />

All criteria are equal-weighted in the average calculation.<br />

Very Dangerous = negative and declining Economic Earnings despite positive and rising Reported Earnings<br />

Positive EE Attractive = Economic Earnings are positive<br />

Return on Invested Capital (ROIC)<br />

All criteria are equal-weighted in the average calculation except 2yr FCF Yield is excluded.<br />

Very Dangerous = in the bottom 20% of all companies<br />

Dangerous = in the bottom 40% of all companies<br />

Attractive = in the top 40% of all companies<br />

FCF Yield<br />

Ranks stocks based on their Free Cash Flow Yield. Values based on Latest Closing Stock price and Latest Fiscal Year.<br />

> 10%<br />

Growth Appreciation Period (yrs)<br />

Very Dangerous = greater than or equal to 3.5 or less than 0 but greater than -1<br />

Ranks stocks based on their Market-Implied Growth Appreciation Period. Values based on Latest Closing Stock price and Default Forecast Scenario.<br />

0 < 3<br />

All criteria are equal-weighted in the average calculation.<br />

Very Attractive = Economic Earnings are positive and rising<br />

Ranks stocks based on their ROIC. Values based on Latest Fiscal Year.<br />

3rd Quintile<br />

10 < 20<br />

Neutral = Negative Economic and Reported Earnings<br />

Very Attractive = more than +10%<br />

Price-to-EBV Ratio<br />

Ranks stocks based on their Price-to-Economic Book Value Ratio. Values based on Latest Closing Stock price and Latest Fiscal Year.<br />

1.6 < 2.4<br />

Very Dangerous = greater than or equal to 50 years<br />

Dangerous = greater than or equal to 20 years but less than 50<br />

Attractive = greater than or equal to 3 years but less than 10<br />

Very Attractive = greater than or equal to 0 years but less than 3<br />

11/30/2012<br />

In-depth risk/reward analysis underpins our stock rating (Figure 1). Our stock rating methodology grades every stock according to what<br />

we believe are the 5 most important criteria for assessing the quality of a stock. Each grade reflects the balance of potential risk and<br />

reward of buying that stock. Our analysis results in the 5 ratings described below. Very Attractive corresponds to a "Buy" rating, Very<br />

Dangerous corresponds to a "Sell" rating, and everything in-between corresponds to a "Hold" rating.<br />

Dangerous<br />

Economic vs Reported EPS<br />

1.1 < 1.6<br />

All criteria are equal-weighted in the average calculation.<br />

Ranks stocks based on how their Economic Earnings compare their Reported Earnings. Values based on Latest Fiscal Year.<br />

False Positive<br />

Bottom Quintile<br />

4th Quintile<br />

-5% < -1%<br />

3% < 10%<br />

0 < 1.1<br />

> 50<br />

20 < 50<br />

3 < 10<br />

Dangerous = same as above except Reported EPS are not positive or are not rising<br />

Neutral = in the middle 20% of all companies<br />

Very Attractive = in the top 20% of all companies<br />

Very Dangerous = less than or equal to -5%<br />

Dangerous = more than -5% but less than or equal to -1%<br />

Neutral = more than -1% but less than or equal to +3%<br />

Attractive = more than +3% but less than or equal to +10%<br />

Dangerous = greater than or equal to 2.4 but less than 3.5 and less than or equal to -1<br />

Neutral = greater than or equal to 1.6 but less than 2.4<br />

Attractive = greater than or equal to 1.1 but less than 1.6<br />

Very Attractive = greater than or equal to 0 but less than 1.1<br />

Neutral = greater than or equal to 10 years but less than 20<br />

DUE DILIGENCE REVIEW<br />

Quanta Services, Inc. (PWR)


®<br />

Appendix 2: Red Flag and Economic Adjustments Summary<br />

Values in millions except per share amounts<br />

NOPAT Adjustments - Impact Analysis<br />

GAAP Net Income<br />

Net Non-Operating Items Pre-Tax<br />

Change in Total Reserves<br />

Goodwill Amortization<br />

ESO Expense (Employee Stock Options)<br />

Implied Interest for PV of Operating Leases<br />

Non-Operating Tax Adjustment<br />

Net After-Tax Non-Operating Items<br />

NOPAT (Net Operating Profit After Tax)<br />

Invested Capital Adjustments - Impact Analysis<br />

Reported Net Assets<br />

Excess Cash<br />

Total Reserves<br />

Net Deferred Compensation Assets<br />

Unconsolidated Subsidiary Assets (non-operating)<br />

Net Assets from Discontinued Operations<br />

Off-Balance-Sheet Operating Leases<br />

Accumulated Unrecorded Goodwill<br />

Accumulated Goodwill Amortization<br />

Accumulated Asset Write-Downs After-Tax<br />

Net Deferred Tax Asset<br />

Accumulated OCI (Other Comprehensive Income)<br />

Invested Capital<br />

Net Non-Operating Items Pre-tax - Detail<br />

Non-Operating Items Hidden in Operating Items $0.00<br />

$0.00<br />

$2.80 $10.46 $32.60<br />

Asset Write-Downs Hidden in Operating Items<br />

$5.33<br />

$2.50<br />

$8.76<br />

$4.65<br />

$0.85<br />

Income from Pension Service Costs Hidden in Operating Items $0.00<br />

$0.00<br />

$0.00<br />

$0.00<br />

$0.00<br />

Other Recurring Net Periodic Benefit Costs<br />

$0.00<br />

$0.00<br />

$0.00<br />

$0.00<br />

$0.00<br />

Non-Recurring Net Periodic Benefit Costs in Operating Items<br />

$0.00<br />

$0.00<br />

$0.00<br />

$0.00<br />

$0.00<br />

Reported Net Non-Operating Items<br />

$2.12<br />

$7.40<br />

$8.39<br />

$9.93<br />

$1.31<br />

Net Non-Operating Items Pre-Tax<br />

$7.45<br />

$9.90 $19.95 $25.04 $34.77<br />

Page 9: Economic Adjustments Summary<br />

$135.98<br />

$7.45<br />

$0.00<br />

$0.00<br />

($0.00)<br />

$9.93<br />

($25.75)<br />

($2.84)<br />

$124.77<br />

$2,800.00<br />

($274.28)<br />

$0.00<br />

$0.00<br />

($0.00)<br />

($0.00)<br />

$160.61<br />

$19.60<br />

$59.10<br />

$608.12<br />

$101.42<br />

($3.66)<br />

$3,470.90<br />

2008 2009<br />

$166.74 $162.16 $153.18<br />

$9.90 $19.95 $25.04<br />

$0.00<br />

$0.00<br />

$0.00<br />

$0.00<br />

$0.00<br />

$0.00<br />

($0.00) ($0.00) ($0.00)<br />

$8.57<br />

$6.82<br />

$6.71<br />

$10.76 ($13.25) ($7.24)<br />

$0.00<br />

$1.37<br />

$2.38<br />

$3,020.72<br />

($248.89)<br />

$0.00<br />

$0.00<br />

($0.00)<br />

($0.00)<br />

$152.21<br />

$19.60<br />

$59.10<br />

$609.75<br />

$83.42<br />

$2.96<br />

$3,698.87<br />

More information and detail on our adjustments is provided in our Company Valuation Models.<br />

2007<br />

$195.97<br />

DUE DILIGENCE REVIEW<br />

$177.06<br />

$3,457.12<br />

($533.72)<br />

$0.00<br />

$0.00<br />

($0.00)<br />

($0.00)<br />

$125.80<br />

$19.60<br />

$59.10<br />

$615.70<br />

$167.58<br />

($3.50)<br />

$3,907.67<br />

2010 2011<br />

$180.06<br />

$3,629.94<br />

($342.66)<br />

$0.00<br />

$0.00<br />

($0.00)<br />

($0.00)<br />

$120.07<br />

$19.60<br />

$59.10<br />

$619.56<br />

$212.20<br />

($14.12)<br />

$4,303.69<br />

11/30/2012<br />

$132.52<br />

$34.77<br />

$0.00<br />

$0.00<br />

($0.00)<br />

$6.02<br />

($15.25)<br />

$11.90<br />

$169.95<br />

$3,684.45<br />

($84.16)<br />

$0.00<br />

$0.00<br />

($0.00)<br />

($0.00)<br />

$114.37<br />

$19.60<br />

$59.10<br />

$621.13<br />

$233.64<br />

($0.71)<br />

$4,647.43<br />

Quanta Services, Inc. (PWR)


Values in millions except per share amounts<br />

NOPAT = Net Income with Adjustments as per below<br />

®<br />

Appendix 3: Red Flag Impact: Reconciling Net Income to Economic Earnings<br />

GAAP Net Income<br />

Net Non-Operating Items Pre-Tax<br />

As a % of Revenue<br />

Change in Total Reserves<br />

As a % of Revenue<br />

Goodwill Amortization<br />

As a % of Revenue<br />

ESO Expense (Employee Stock Options)<br />

As a % of Revenue<br />

Implied Interest for PV of Operating Leases<br />

As a % of Revenue<br />

Non-Operating Tax Adjustment<br />

As a % of Revenue<br />

Net After-Tax Non-Operating Items<br />

As a % of Revenue<br />

NOPAT (Net Operating Profit After Tax)<br />

Capital Charge for Average Reported Net Assets<br />

As a % of Revenue<br />

Capital Charge for Average Excess Cash<br />

As a % of Revenue<br />

Capital Charge for Average Total Reserves<br />

As a % of Revenue<br />

Capital Charge for Average Net Deferred Compensation Assets<br />

As a % of Revenue<br />

Capital Charge for Average Unconsol Sub Assets (non-operating)<br />

As a % of Revenue<br />

Capital Charge for Average Net Assets from Discontinued Operations<br />

As a % of Revenue<br />

Capital Charge for Average Off-Balance-Sheet Operating Leases<br />

As a % of Revenue<br />

Capital Charge for Average Unrecorded Goodwill<br />

As a % of Revenue<br />

Capital Charge for Average Accumulated Goodwill Amortization<br />

As a % of Revenue<br />

Capital Charge for Average Cumulative Asset Write-Offs After Tax<br />

As a % of Revenue<br />

Capital Charge for Net Deferred Tax Assets<br />

As a % of Revenue<br />

Capital Charge for Average Accumulated OCI<br />

As a % of Revenue<br />

Mid-Year Acquisition Capital Charge Adjustment<br />

As a % of Revenue<br />

Capital Charge for Average Invested Capital<br />

Economic Earnings = NOPAT minus Capital Charge<br />

Economic Earnings<br />

Economic Earnings per Share<br />

Basic EPS<br />

Page 10: Reconciling Net Income to Economic Earnings<br />

2007<br />

$135.98<br />

7.4<br />

0.3%<br />

0.0<br />

0.0%<br />

0.0<br />

0.0%<br />

(0.0)<br />

(0.0%)<br />

9.9<br />

0.4%<br />

(25.7)<br />

(1.0%)<br />

($2.84)<br />

(0.1%)<br />

$124.77<br />

Capital Charge = WACC * Average Invested Capital as detailed below<br />

195.9<br />

7.4%<br />

(26.1)<br />

(1.0%)<br />

0.0<br />

0.0%<br />

0.0<br />

0.0%<br />

(0.0)<br />

(0.0%)<br />

(0.0)<br />

(0.0%)<br />

12.5<br />

0.5%<br />

1.9<br />

0.1%<br />

5.6<br />

0.2%<br />

57.4<br />

2.2%<br />

4.8<br />

0.2%<br />

(0.2)<br />

(0.0%)<br />

0.0<br />

0.0%<br />

$251.74<br />

($126.97)<br />

($0.94)<br />

$1.00<br />

2008 2009<br />

$166.74<br />

9.9<br />

20.0<br />

25.0<br />

34.8<br />

0.3% 0.6% 0.6% 0.8%<br />

0.0 0.0<br />

0.0<br />

0.0<br />

0.0% 0.0% 0.0% 0.0%<br />

0.0<br />

0.0<br />

0.0<br />

0.0<br />

0.0% 0.0% 0.0% 0.0%<br />

(0.0)<br />

(0.0) (0.0)<br />

(0.0)<br />

(0.0%) (0.0%) (0.0%) (0.0%)<br />

8.6<br />

6.8<br />

6.7<br />

6.0<br />

0.2% 0.2% 0.2% 0.1%<br />

10.8 (13.2) (7.2) (15.2)<br />

0.3% (0.4%) (0.2%) (0.3%)<br />

$0.00 $1.37 $2.38 $11.90<br />

0.0% 0.0% 0.1% 0.3%<br />

$195.97<br />

267.0 293.7 332.7 332.1<br />

7.1% 8.9% 8.5% 7.2%<br />

(24.0) (35.5) (41.1) (19.4)<br />

(0.6%) (1.1%) (1.0%) (0.4%)<br />

0.0<br />

0.0<br />

0.0<br />

0.0<br />

0.0% 0.0% 0.0% 0.0%<br />

0.0<br />

0.0<br />

0.0<br />

0.0<br />

0.0% 0.0% 0.0% 0.0%<br />

(0.0)<br />

(0.0) (0.0)<br />

(0.0)<br />

(0.0%) (0.0%) (0.0%) (0.0%)<br />

(0.0)<br />

(0.0) (0.0)<br />

(0.0)<br />

(0.0%) (0.0%) (0.0%) (0.0%)<br />

14.4<br />

12.6<br />

11.5<br />

10.6<br />

0.4% 0.4% 0.3% 0.2%<br />

1.8 1.8<br />

1.8<br />

1.8<br />

0.0% 0.1% 0.0% 0.0%<br />

5.4<br />

5.4<br />

5.5<br />

5.4<br />

0.1% 0.2% 0.1% 0.1%<br />

55.9<br />

55.6<br />

58.0<br />

56.3<br />

1.5% 1.7% 1.5% 1.2%<br />

8.5<br />

11.4<br />

17.8<br />

20.2<br />

0.2% 0.3% 0.5% 0.4%<br />

(0.0)<br />

(0.0) (0.8)<br />

(0.7)<br />

(0.0%) (0.0%) (0.0%) (0.0%)<br />

0.0<br />

0.0 (6.9)<br />

(1.5)<br />

0.0% 0.0% (0.2%) (0.0%)<br />

$328.91<br />

($132.94)<br />

($0.75)<br />

$0.94<br />

DUE DILIGENCE REVIEW<br />

$162.16<br />

$177.06<br />

$344.87<br />

($167.82)<br />

($0.84)<br />

$0.81<br />

2010 2011<br />

$153.18<br />

$180.06<br />

$378.56<br />

($198.50)<br />

($0.95)<br />

$0.73<br />

11/30/2012<br />

$132.52<br />

$169.95<br />

$404.93<br />

($234.98)<br />

($1.11)<br />

$0.62<br />

Quanta Services, Inc. (PWR)


Values in millions except per share amounts<br />

®<br />

Appendix 4: DCF Forecast Drivers Summary<br />

2007<br />

33.9%<br />

DCF Forecast Drivers<br />

42.3% (12.2%) 18.5% 17.6% 35.4% 9.4% 8.0% 7.0% 6.5% 6.5%<br />

NOPBT Margin<br />

7.0% 7.9% 7.9% 7.1% 5.6% 6.4% 6.4% 6.4%<br />

Cash Tax Rate<br />

32.5% 34.7%<br />

35.2%<br />

33.9%<br />

Net Working Capital Delta as % of Revenue Delta<br />

284.2%<br />

Historical<br />

Total Operating Revenue Growth<br />

24.6%<br />

24.8%<br />

2008 2009<br />

28.6%<br />

EY<br />

1<br />

33.9%<br />

33.9%<br />

12.3% 27.1% 32.3% 21.0% 10.0% 10.0% 10.0% 10.0% 10.0% 10.0% 10.0% 10.0% 10.0% 10.0%<br />

8.0%<br />

32.0%<br />

(72.3%)<br />

2010 2011<br />

Fixed Adjusted Assets Delta as % of Revenue Delta<br />

32.3%<br />

Page 11: DCF Forecast Drivers Summary<br />

10.0%<br />

EY<br />

2<br />

10.0%<br />

EY<br />

3<br />

10.0%<br />

EY<br />

4<br />

10.0%<br />

EY<br />

6<br />

6.4% 6.4%<br />

33.9%<br />

33.9%<br />

10.0%<br />

DUE DILIGENCE REVIEW<br />

EY<br />

11<br />

6.4%<br />

33.9%<br />

10.0%<br />

EY<br />

16<br />

6.5%<br />

6.4%<br />

33.9%<br />

10.0%<br />

EY<br />

21<br />

6.5%<br />

6.4%<br />

33.9%<br />

10.0%<br />

EY<br />

26<br />

6.5%<br />

6.4%<br />

33.9%<br />

10.0%<br />

11/30/2012<br />

EY<br />

51<br />

6.0%<br />

6.4%<br />

33.9%<br />

10.0%<br />

Quanta Services, Inc. (PWR)


Page 12: New Constructs Profile<br />

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11/30/2012<br />

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Quanta Services, Inc. (PWR)


Page 13: Legal Disclaimers<br />

®<br />

DISCLOSURES<br />

DISCLAIMERS<br />

11/30/2012<br />

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Quanta Services, Inc. (PWR)


Quanta Services 2011 Annual Report<br />

PWR Lines


The world is connected by lines. Power<br />

lines deliver electricity to energize<br />

communities. Telecommunication lines<br />

bring people around the world closer<br />

together. Pipelines help us realize the<br />

promise of cleaner energy resources.<br />

Quanta Services builds and maintains<br />

the lines that make these connections.<br />

It has a strong workforce and balance<br />

sheet. Through the ability to execute<br />

projects efficiently and safely, Quanta<br />

gained momentum in all of its business<br />

segments in 2011, and there are many<br />

reasons to look toward the future with<br />

great optimism.


A skilled and highly trained workforce<br />

is paramount in the industries Quanta<br />

serves. Quanta invests what it takes to<br />

develop and retain the best employees<br />

to ensure safe project execution.<br />

Front Lines<br />

Quanta currently employs more than 17,000<br />

dedicated employees – the largest specialized<br />

contracting workforce in the industry. The company<br />

has an industry-leading safety record and provides<br />

the best training and equipment to get the job done<br />

safely and efficiently.


Aging grid infrastructure and new<br />

sources of renewable energy are driving<br />

electric power transmission infrastructure<br />

investment. Quanta is the premier specialty<br />

contractor performing these projects.<br />

Stronger Lines<br />

The electric grid in North America requires a<br />

significant amount of investment to improve reliability,<br />

meet future electricity demand and interconnect<br />

new power generation sources. The need for new<br />

investment has reached a critical point, and spending<br />

is accelerating. Over the past 24 months, Quanta has<br />

secured transmission projects totaling more than<br />

$3 billion.


Cleaner Lines<br />

The growing demand for domestic energy<br />

sources has given rise to burgeoning shale<br />

developments. Quanta is building the<br />

pipelines necessary to bring these new<br />

resources to market.<br />

United States shale and Canadian oil sands<br />

developments are expanding rapidly. As these<br />

resources are developed, pipelines are needed to<br />

transport this energy source to load centers. Quanta<br />

has the ability and agility to apply its expertise where<br />

resources exist and where demand will be. Quanta<br />

has opened offices in several major shale plays and<br />

is ready to move into others as opportunities arise.


Faster Lines<br />

Wireless, voice and data traffic is growing at<br />

explosive rates and current networks won’t be able<br />

to accommodate the growth. Carriers are converting<br />

their systems to new broadband technologies that<br />

require upgrades to fiber optic backhaul networks.<br />

Quanta’s telecom infrastructure expertise is<br />

particularly attractive to these customers. Quanta<br />

is known for developing proprietary and proven<br />

methods that help customers reduce build-out time<br />

and environmental impact.<br />

The growing technological demands of<br />

mobile communications and interactive<br />

entertainment are driving the development<br />

of fiber optic networks. Quanta is delivering<br />

the solutions to expand these networks.


Harnessing energy from renewable sources,<br />

such as the sun, is increasingly important to<br />

delivering power around the world. Quanta<br />

handles these projects from beginning to end.<br />

Sky Lines<br />

Renewable energy is becoming an important<br />

component of the world’s power generation mix. Solar<br />

projects in particular are becoming more complex and<br />

larger in scope. Quanta is meeting the challenge, with<br />

the ability to deliver full engineering, procurement<br />

and construction (EPC) services for solar installations.<br />

Quanta has helped customers reduce project costs<br />

and has installed approximately 240 MW of capacity<br />

to date.


Border Lines<br />

Countries around the<br />

world are clamoring for<br />

new infrastructure.<br />

Quanta is strategically<br />

pursuing the most<br />

promising opportunities.<br />

Canada’s electricity sector alone is expected to<br />

invest $293.8 billion from 2010 to 2030 to maintain<br />

existing assets and meet market growth, according<br />

to an April 2011 report issued by The Conference<br />

Board of Canada. Mining and oil sand development<br />

continues, and infrastructure is needed to transport<br />

Canada’s resources to and from remote areas.<br />

Quanta has enhanced its Canadian presence and<br />

capabilities to help meet these rapidly growing<br />

infrastructure needs.


Bottom Lines<br />

The recession and regulatory environment<br />

presented serious challenges across many<br />

industries. Quanta weathered the effects<br />

with strong fundamentals.<br />

Despite industry and economic headwinds, revenues<br />

increased more than 17 percent and total backlog<br />

hit a record of $7.2 billion at December 31, 2011.<br />

Quanta has prospered in a difficult environment by<br />

maintaining revenue diversity and conservatively<br />

managing its balance sheet. Quanta also has the<br />

ability to fund working capital needs and the flexibility<br />

to take advantage of future opportunities.


TimeLines<br />

Over the past decade, key<br />

developments in the industries<br />

Quanta serves have positioned<br />

the company for the future.<br />

Northeast blackout<br />

raises awareness of<br />

the state of the nation’s<br />

power grid. Quanta’s<br />

skilled workforce works<br />

diligently to increase<br />

reliability.<br />

2003<br />

Energy Policy Act<br />

enacted to address<br />

energy production<br />

in the United States.<br />

Key aspects of the<br />

act include energy<br />

efficiency, renewable<br />

energy, oil and gas and<br />

coal. Quanta’s ability to<br />

partner with customers<br />

on projects from concept<br />

to completion bring<br />

strategies to reality.<br />

2005<br />

State renewable portfolio<br />

standards require<br />

increased production of<br />

energy from renewable<br />

resources. The result<br />

is new development of<br />

renewable generation<br />

facilities and utilities<br />

focused on the<br />

connection of renewable<br />

resources to the grid.<br />

Quanta becomes the<br />

partner of choice to help<br />

utilities meet the new<br />

requirements.<br />

2007


The American Recovery<br />

and Reinvestment Act of<br />

2009 brings $7.2 billion<br />

in federal funding to<br />

support the development<br />

of broadband connectivity<br />

in unserved and<br />

underserved areas.<br />

Quanta assists in this<br />

development through<br />

its ability to manage all<br />

aspects of the project to<br />

ensure they remain on<br />

time and on budget.<br />

2009<br />

Unconventional<br />

resources such as the<br />

Canadian oil sands and<br />

U.S. shale plays are<br />

increasingly valuable<br />

resources to the United<br />

States as it works<br />

to increase energy<br />

independence. Quanta<br />

expands its pipeline<br />

portfolio to capitalize on<br />

emerging opportunities.<br />

Transmission infrastructure<br />

investment is projected<br />

to triple by 2030. Quanta<br />

is awarded a record<br />

number of large electric<br />

transmission projects.<br />

Quanta is well positioned for<br />

future growth with record backlog<br />

at year end 2011, more than 10<br />

large electric transmission projects<br />

under construction, strengthening<br />

pipeline business and telecom<br />

network ramp-up underway.<br />

2010 2011 2012


Looking back at the second half of 2011 and forward to 2012, we have never been more excited<br />

about the momentum Quanta is experiencing in the industries we serve and the future growth<br />

opportunities for our company. The long-anticipated electric power transmission build-out is now<br />

here. North America’s natural gas liquid-rich shale plays and oil sands are in full development.<br />

Long Term Evolution (LTE) and 4G wireless networks are being rolled out and broadband stimulus<br />

projects are being deployed across the United States. Quanta is playing a lead role in all of these<br />

advancements. We are building the infrastructure for the future, today.<br />

In the first half of 2011, the company faced a challenging economy and a difficult regulatory<br />

environment fraught with delays. Despite these obstacles, our business began to improve in the<br />

second half of 2011. Throughout the year, we remained steadfast in our focus to safely execute<br />

projects across all of our operations.<br />

Well-Planned Management Transition<br />

On May 19, 2011, I transitioned from chief operating officer to president and chief executive officer, while John Colson<br />

assumed the role of Quanta’s executive chairman. John remains actively involved with the company, working with the<br />

executive team on strategic acquisitions and investments, international expansion and customer relations. This passing<br />

of the baton was the final step in a long-planned succession strategy and took place at a time when Quanta was solidly<br />

positioned for immediate and future achievement. John’s foresight and leadership has set Quanta on track for many years<br />

of continued success.<br />

I am honored to be named to this position and will continue to build upon the foundation that has made our<br />

organization successful. We have a strong leadership team – one that I believe to be the best in the industry. We will<br />

leverage our strengths to maintain our market-leading position with the goal of delivering sustained profitable growth into<br />

the future.<br />

Letter to Stockholders


James F. O’Neil, III<br />

President and Chief Executive Officer<br />

Record Revenues and Backlog<br />

At the end of 2011, our 12-month and total backlog were both at record levels – with 12-month backlog at $3.6 billion,<br />

up 24 percent from 2010, and total backlog at $7.2 billion, a 15 percent increase. Much of this growth came from large<br />

electric transmission project awards during the year. Quanta also built significant backlog in its telecom segment, driven<br />

mainly by new broadband stimulus work. The natural gas and pipeline segment is also gaining momentum. Year-end<br />

2011 backlog increased over 2010, and to date in 2012, we have been awarded more than $400 million in new pipeline<br />

projects for shale gathering systems, which we expect to complete this year.<br />

Quanta has maintained a strong balance sheet during these challenging times. We redeemed $143.8 million of<br />

convertible subordinated notes in 2010, and as of the end of 2011, Quanta effectively had no debt. In 2011, we used a<br />

portion of our cash to buy back $150 million in stock and our cash position remains strong, closing out 2011 with about<br />

$824 million in liquidity when combined with available borrowing capacity under our credit facility.<br />

Quanta’s solid balance sheet and liquidity puts our company in a preferred competitive position. We have the<br />

working capital to meet our customers’ needs, and we have the financial strength to support our strategic initiatives to<br />

profitably grow the company’s revenues in 2012 and beyond.<br />

Momentum in all Operating Segments<br />

ElEctric PowEr<br />

In 2011, our electric power segment achieved record revenues and profits largely due to the number and size of electric<br />

transmission projects that moved into construction in the second half of 2011 along with recovery in distribution spending<br />

by our customers for the first time since 2008. We anticipate a robust year for our solar EPC and wind construction<br />

services business in 2012 despite a disappointing 2011 in our renewable energy business. We believe electric power<br />

revenues will see double-digit growth and we expect backlog in this segment to remain strong, as more transmission<br />

awards are likely throughout 2012.


Revenues for years ended December 31,<br />

$ in millions<br />

Fiber Optic Licensing<br />

Telecommunications<br />

Natural Gas & Pipeline<br />

Electric Power<br />

Natural Gas aNd PiPEliNE<br />

Last year was very challenging for the natural gas and pipeline segment, with the Keystone XL project representing the<br />

epitome of regulatory delays. To mitigate the cyclical nature of the large-diameter pipeline business, we have recently made<br />

a few important moves to stabilize revenues and profitability in this segment. First, we restructured our gas distribution<br />

operations to improve our cost structure and competitiveness. Second, we established local operations in the liquid-rich<br />

shale fields and utilized our pipeline construction resources to build gathering system infrastructure. And finally, to help our<br />

customers meet more stringent pipeline regulations across the country, we acquired a smart pigging technology to expand<br />

our pipeline integrity and rehabilitation services. The results so far have been encouraging, and we believe this segment<br />

is now more favorably positioned for profitable growth.<br />

The unconventional shales are an energy game changer for North America. In the United States, there is more<br />

than 100 years worth of natural gas supply at today’s usage, and infrastructure development in the shales is robust.<br />

The development of Canadian oil sands should also provide significant opportunity to build pipeline infrastructure to U.S.<br />

refineries and throughout Canada. We anticipate that demand for these resources will continue to increase and more<br />

infrastructure will be needed in both the near and long term.<br />

tElEcommuNicatioNs<br />

Quanta’s telecom segment improved its financial performance in 2011, a trend we expect to continue through 2012<br />

and into 2013. Increases in revenues, margins and backlog during 2011 were driven by engineering and construction of<br />

broadband stimulus projects, fiber backhaul projects and wireless-related work. We continue to see growing opportunities<br />

as carriers aim to improve 3G wireless networks and upgrade to 4G and LTE networks to keep up with accelerating<br />

demand for wireless traffic bandwidth.<br />

FibEr oPtic licENsiNG<br />

We continued to build out our networks and experienced increased sales activity in 2011, as the education sector,<br />

traditionally our largest customer base, increased spending for the first time since 2008. We expect to see more<br />

opportunities in this segment into 2012 and beyond.<br />

$5,000<br />

4,000<br />

3,000<br />

2,000<br />

1,000<br />

0<br />

2008 2009 2010 2011


Total Backlog at December 31,<br />

$ in millions<br />

Fiber Optic Licensing<br />

Telecommunications<br />

Natural Gas & Pipeline<br />

Electric Power<br />

Safety in Numbers<br />

We closed 2011 with a workforce of more than 17,000 employees, and continue to have industry-leading safety results.<br />

Safety excellence and leadership have always been core to Quanta, and in 2011, we augmented our commitment by<br />

launching a safety leadership program to further improve our performance.<br />

We would like to recognize and thank our employees for their ongoing commitment to serving our customers,<br />

communities and shareholders and for their dedication to safely executing projects during a period of significant ramp-up<br />

in all of our operating segments.<br />

2012 and Beyond<br />

As we look ahead, we see continued momentum and growth in all of our operating segments. We have the people,<br />

equipment and resources to safely and efficiently execute projects and to exceed customer expectations during this multi-<br />

year growth cycle. I believe 2012 will prove to be a banner year for our company.<br />

To our shareholders, I thank you for your continued confidence in our company. Be assured that Quanta will strive<br />

to maintain that confidence.<br />

Jim O’Neil<br />

President and Chief Executive Officer<br />

$7,500<br />

6,000<br />

4,500<br />

3,000<br />

1,500<br />

0<br />

2008 2009 2010 2011


Selected Financial Data<br />

(IN ThOUSANDS, EXCEPT PER ShARE INFORMATION)<br />

AS OF DECEMBER 31,<br />

SUMMARY BALANCE SHEET 2011 2010<br />

Total current assets $ 1,765,154 $ 1,596,364<br />

Property and equipment, net 971,696 900,768<br />

Other assets, net 153,830 88,858<br />

Other intangible assets, net 207,224 194,067<br />

Goodwill 1,601,210 1,561,155<br />

Total assets $ 4,699,114 $ 4,341,212<br />

Current liabilities $ 781,076 $ 500,395<br />

Deferred income taxes 233,644 212,200<br />

Insurance and other non-current liabilities 295,131 261,698<br />

Stockholders’ Equity 3,389,263 3,366,919<br />

Total liabilities and equity $ 4,699,114 $ 4,341,212<br />

SUMMARY <strong>INC</strong>OME STATEMENT 2011 2010<br />

Revenues $ 4,623,829 $ 3,931,218<br />

Operating income $ 217,683 $ 256,183<br />

Net income attributable to common stock $ 132,515 $ 153,176<br />

Diluted earnings per share attributable to common stock $ 0.62 $ 0.72<br />

SUMMARY CASH FLOW DATA 2011 2010<br />

Net cash provided by operating activities $ 218,030 $ 240,258<br />

Capital expenditures, net of proceeds from sales 162,102 124,002<br />

Free cash flow (1) $ 55,928 $ 116,256<br />

(1) this is a non-GaaP measure provided to enable investors to evaluate performance excluding the effects of<br />

certain items management believes impact the comparability of operating results between reporting periods.


Quanta Operating Units<br />

Allteck Line Contractors 866-882-8191 allteck.ca<br />

Blair Park Services 866-993-1707 blairpark.com<br />

Bradford Brothers 704-875-1341 bradfordbrothers.com<br />

Can-Fer Construction Company 972-484-4344 canferconstruction.com<br />

Dacon 713-558-6600 dashiell.com<br />

Dashiell Corporation 713-558-6600 dashiell.com<br />

Dillard Smith Construction Company 423-894-4336 dillardsmith.com<br />

EhV Power 905-888-7266 ehvpower.com<br />

Engineering Associates 678-455-7266 engineeringassociates.com<br />

Fiber Technologies 770-554-2220 quantaservices.com<br />

Golden State Utility Co. 209-579-3400 gsuc.net<br />

h.L. Chapman Pipeline Construction 512-259-7662 hlchapman.com<br />

InfraSource 630-613-3300 infrasourceus.com<br />

InfraSource Pipeline Facilities 281-448-2488 quantaservices.com<br />

InfraSource Telecommunications Services 215-513-9500 quantaservices.com<br />

Intermountain Electric 303-733-7248 imelect.com<br />

Irby Construction Company 800-872-0615 irbyconst.com<br />

Longfellow Drilling Services 641-336-2297 parelectric.com<br />

Manuel Brothers 530-272-4213 manuelbros.com<br />

McGregor Construction 780-437-1340 mcgregor2000.com<br />

Mears Group 800-632-7727 mears.net<br />

M.J. Electric 906-774-8000 mjelectric.com<br />

North houston Pole Line 713-691-3616 nhplc.com<br />

North Sky Communications 800-755-6920 quantaservices.com<br />

PAR Electrical Contractors 816-474-9340 parelectric.com<br />

Pauley Construction Company 800-645-6047 pauleyc.com<br />

Potelco 800-662-8670 potelco.net<br />

Price Gregory Services 713-780-7500 pricegregory.com<br />

Professional Teleconcepts 800-443-6277 pro-tel.com<br />

Quanta Energized Services 713-629-7600 quantaservices.com<br />

Quanta Power Generation 303-459-8300 quantapower.net<br />

Quanta Technology 919-334-3040 quanta-technology.com<br />

Quanta Wireless Solutions 800-443-6277 quantawireless.com<br />

Realtime Utility Engineers 800-297-1478 realtimeutilityengineers.com<br />

Ryan Company 508-742-2500 quantaservices.com<br />

Spalj Construction Company 218-546-6022 spaljiconstruction.com<br />

Sumter Utilities 800-678-8665 sumter-utilities.com<br />

Sunesys 267-927-2000 sunesys.com<br />

Trawick Construction Company 850-638-0429 trawickconstruction.com<br />

Underground Construction Company 707-746-8800 undergrnd.com<br />

Utilimap 866-732-3460 utilimap.com<br />

VCI Construction 909-946-0905 vcicom.com<br />

Valard Construction 780-436-9876 valard.com<br />

<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>.<br />

Winco Powerline Services 503-678-6060 wincoservices.com<br />

2800 Post Oak Boulevard<br />

Suite 2600 houston, Texas 77056-6175<br />

Tel: 713.629.7600<br />

Fax: 713.629.7676<br />

quantaservices.com


(Mark One)<br />

UNITED STATES SECURITIES AND EXCHANGE COMMISSION<br />

Washington, D.C. 20549<br />

Form 10-K<br />

Í ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES<br />

EXCHANGE ACT OF 1934<br />

For the fiscal year ended December 31, 2011<br />

‘ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES<br />

EXCHANGE ACT OF 1934 Commission file number 1-13831<br />

Quanta Services, Inc.<br />

(Exact name of registrant as specified in its charter)<br />

Delaware 74-2851603<br />

(State or other jurisdiction of<br />

incorporation or organization)<br />

(I.R.S. Employer<br />

Identification No.)<br />

2800 Post Oak Boulevard, Suite 2600<br />

Houston, Texas 77056<br />

(Address of principal executive offices, including zip code)<br />

(713) 629-7600<br />

(Registrant’s telephone number, including area code)<br />

Securities registered pursuant to Section 12(b) of the Act:<br />

Title of Each Class Name of Exchange on Which Registered<br />

Common Stock, $.00001 par value New York Stock Exchange<br />

Securities registered pursuant to Section 12(g) of the Act:<br />

Title of Each Class<br />

None<br />

Indicate by check mark if the Registrant is a well-known seasoned issuer (as defined in Rule 405 of the Securities Act). Yes Í No ‘<br />

Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange<br />

Act. Yes ‘ No Í<br />

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange<br />

Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been<br />

subject to such filing requirements for the past 90 days: Yes Í No ‘<br />

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, every Interactive Data<br />

File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or<br />

for such shorter period that the registrant was required to submit and post such files). Yes Í No ‘<br />

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be<br />

contained, to the best of Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this<br />

Form 10-K or any amendment to this Form 10-K. ‘<br />

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting<br />

company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.<br />

(Check one):<br />

Large accelerated filer Í Accelerated filer ‘ Non-accelerated filer ‘ Smaller reporting company ‘<br />

(Do not check if a smaller reporting company)<br />

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ‘ No Í<br />

As of June 30, 2011 (the last business day of the Registrant’s most recently completed second fiscal quarter), the aggregate market value of the<br />

Common Stock of the Registrant held by non-affiliates of the Registrant, based on the last sale price of the Common Stock reported by the New York<br />

Stock Exchange on such date, was approximately $4.1 billion.<br />

As of February 20, 2012, the number of outstanding shares of Common Stock of the Registrant was 207,426,375. As of the same date,<br />

3,909,110 Exchangeable Shares and one share of Series F Preferred Stock were outstanding.<br />

DOCUMENTS <strong>INC</strong>ORPORATED BY REFERENCE<br />

Portions of the Registrant’s Definitive Proxy Statement for the 2012 Annual Meeting of Stockholders are incorporated by reference into Part III<br />

of this Form 10-K.


<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>.<br />

ANNUAL REPORT ON FORM 10-K<br />

For the Year Ended December 31, 2011<br />

INDEX<br />

Page<br />

Number<br />

ITEM 1.<br />

PART I<br />

Business ................................................................. 2<br />

ITEM 1A. Risk Factors .............................................................. 13<br />

ITEM 1B. Unresolved Staff Comments ................................................. 30<br />

ITEM 2. Properties ................................................................ 30<br />

ITEM 3. Legal Proceedings ......................................................... 30<br />

ITEM 4. Mine Safety Disclosures ....................................................<br />

PART II<br />

30<br />

ITEM 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer<br />

Purchases of Equity Securities ............................................... 31<br />

ITEM 6. Selected Financial Data ..................................................... 34<br />

ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of<br />

Operations ............................................................... 36<br />

ITEM 7A. Quantitative and Qualitative Disclosures About Market Risk ....................... 71<br />

ITEM 8. Financial Statements and Supplementary Data ................................... 72<br />

ITEM 9. Changes in and Disagreements with Accountants on Accounting and Financial<br />

Disclosure ............................................................... 124<br />

ITEM 9A. Controls and Procedures .................................................... 124<br />

ITEM 9B. Other Information .........................................................<br />

PART III<br />

125<br />

ITEM 10. Directors, Executive Officers and Corporate Governance .......................... 126<br />

ITEM 11. Executive Compensation .................................................... 126<br />

ITEM 12. Security Ownership of Certain Beneficial Owners and Management and Related<br />

Stockholder Matters ........................................................ 126<br />

ITEM 13. Certain Relationships and Related Transactions, and Director Independence ........... 127<br />

ITEM 14. Principal Accounting Fees and Services ........................................<br />

PART IV<br />

127<br />

ITEM 15. Exhibits and Financial Statement Schedules .................................... 128<br />

1


PART I<br />

ITEM 1. Business<br />

General<br />

Quanta Services, Inc. (Quanta) is a leading provider of specialty contracting services, offering infrastructure<br />

solutions primarily to the electric power, natural gas and oil pipeline and telecommunications industries in North<br />

America and in select international markets. The services we provide include the design, installation, upgrade,<br />

repair and maintenance of infrastructure within each of the industries we serve, such as electric power<br />

transmission and distribution networks, substation facilities, renewable energy facilities, natural gas and oil<br />

transmission and distribution systems and facilities and wireline and wireless telecommunications networks used<br />

for video, data and voice transmission. We also own fiber optic telecommunications infrastructure in select<br />

markets and license the right to use these point-to-point fiber optic telecommunications facilities to customers.<br />

We report our results under four reportable segments: (1) Electric Power Infrastructure Services, (2) Natural<br />

Gas and Pipeline Infrastructure Services, (3) Telecommunications Infrastructure Services and (4) Fiber Optic<br />

Licensing. These reportable segments are based on the types of services we provide. Our consolidated revenues for<br />

the year ended December 31, 2011 were approximately $4.62 billion, of which 66% was attributable to the Electric<br />

Power Infrastructure Services segment, 22% to the Natural Gas and Pipeline Infrastructure Services segment, 10%<br />

to the Telecommunications Infrastructure Services segment and 2% to the Fiber Optic Licensing segment.<br />

We have established a presence throughout the United States and Canada with a workforce of over 17,500<br />

employees, which enables us to quickly, reliably and cost-effectively serve a diversified customer base. We<br />

believe our reputation for responsiveness and performance, geographic reach, comprehensive service offering,<br />

safety leadership and financial strength have resulted in strong relationships with numerous customers, which<br />

include many of the leading companies in the industries we serve. Our ability to deploy services to customers<br />

throughout North America as a result of our broad geographic presence and significant scope and scale of<br />

services is particularly important to our customers who operate networks that span multiple states or regions. We<br />

believe these same factors also position us to take advantage of potential international opportunities.<br />

Representative customers include:<br />

• Ameren • KINBER<br />

• American Electric Power • Lone Star Transmission<br />

• American Transmission Company • Lower Colorado River Authority<br />

• Anadarko • Mid American Energy<br />

• ATCO Electric • National Grid<br />

• BC Hydro • Northeast Utilities<br />

• CapX2020 • Oklahoma Gas & Electric<br />

• CenterPoint Energy • PacificCorp<br />

• Central Maine Power Company • Pacific Gas & Electric<br />

• Dominion Power • Pembina Pipelines<br />

• Electric Transmission Texas • Piedmont Natural Gas<br />

• Enbridge Pipeline • Puget Sound Energy<br />

• Entergy • Qwest<br />

• Enterprise Products • Samsung<br />

• Eurus Avenal • San Diego Gas & Electric<br />

• Exelon • Sharyland Utilities<br />

• Florida Gas Transmission • Southern California Edison<br />

• Florida Power & Light • Suncor<br />

• Georgia Power • TransCanada<br />

• Hydro One • Verizon Communications<br />

• Ibedrola Renewables • Windstream<br />

• International Transmission Company • Xcel Energy<br />

2


We were organized as a corporation in the state of Delaware in 1997, and since that time we have grown<br />

organically and have made strategic acquisitions, expanding our geographic presence and scope of services and<br />

developing new capabilities to meet our customers’ evolving needs. In particular, in the past three years, we have<br />

completed two significant acquisitions, as well as a number of smaller acquisitions. On October 25, 2010, we<br />

acquired Valard Construction LP and certain of its affiliates (Valard), an electric power infrastructure services<br />

company based in Alberta, Canada. This acquisition allowed us to further expand our electric power<br />

infrastructure capabilities and scope of services in Canada. On October 1, 2009, we acquired Price Gregory<br />

Services, Incorporated (Price Gregory), which provides natural gas and oil transmission pipeline infrastructure<br />

services in North America, specializing in the construction of large diameter transmission pipelines. This<br />

acquisition significantly expanded our existing natural gas and pipeline operations. We continue to evaluate<br />

potential acquisitions of companies with strong management teams and good reputations to broaden our customer<br />

base, expand our geographic area of operation and grow our portfolio of services. We believe that our financial<br />

strength and experienced management team will be attractive to potential acquisition targets.<br />

We believe that our business strategies, along with our competitive and financial strengths, are key elements<br />

in differentiating us from our competition and position us to capitalize on future capital spending by our<br />

customers. We offer comprehensive and diverse solutions on a broad geographic scale and have a solid base of<br />

long-standing customer relationships in each of the industries we serve. We also have an experienced<br />

management team, both at the executive level and within our operating units, and various proprietary<br />

technologies that enhance our service offerings. Our strategies of expanding the portfolio of services we provide<br />

to our existing and potential customer base, increasing our geographic and technological capabilities, promoting<br />

best practices and cross-selling our services to our customers, as well as continuing to maintain our financial<br />

strength, place us in a strong position to capitalize upon opportunities and trends in the industries we serve and to<br />

expand our operations globally.<br />

Reportable Segments<br />

The following is an overview of the types of services provided by each of our reportable segments and<br />

certain of the long-term industry trends impacting each segment. With respect to industry trends, we and our<br />

customers continue to operate in a challenging business environment with stringent regulatory and environmental<br />

requirements and only gradual recovery in the economy and capital markets from recessionary levels. Regulatory<br />

and economic issues have adversely affected demand for our services and the timing of projects in the past and<br />

may continue to do so in the future. Therefore, we cannot definitively predict the timing or magnitude of the<br />

effect that industry trends may have on our business, particularly in the near-term. However, during 2011, in<br />

particular during the last six months of 2011, we experienced an increase in project awards and demand for our<br />

services, and many projects that had been negatively impacted by regulatory delays have overcome those<br />

challenges and commenced construction.<br />

Electric Power Infrastructure Services Segment<br />

The Electric Power Infrastructure Services segment provides comprehensive network solutions to customers<br />

in the electric power industry. Services performed by the Electric Power Infrastructure Services segment<br />

generally include the design, installation, upgrade, repair and maintenance of electric power transmission and<br />

distribution networks and substation facilities along with other engineering and technical services. This segment<br />

also provides emergency restoration services, including the repair of infrastructure damaged by inclement<br />

weather, and the energized installation, maintenance and upgrade of electric power infrastructure utilizing unique<br />

bare hand and hot stick methods and our proprietary robotic arm technologies, as well as the installation of<br />

“smart grid” technologies on electric power networks. In addition, this segment designs, installs and maintains<br />

renewable energy generation facilities, in particular solar and wind, and related switchyards and transmission<br />

networks. To a lesser extent, this segment provides services such as the design, installation, maintenance and<br />

repair of commercial and industrial wiring, installation of traffic networks and the installation of cable and<br />

control systems for light rail lines.<br />

3


Several industry trends provide opportunities for growth in demand for the services provided by the Electric<br />

Power Infrastructure Services segment, including the need to improve the reliability of aging power<br />

infrastructure, the expected long-term increase in demand for electric power and the incorporation of renewable<br />

generation and other new power generation sources into the North American power grid. We believe that we are<br />

the partner of choice for our electric power and renewable energy customers in need of broad infrastructure<br />

expertise, specialty equipment and workforce resources.<br />

Demand for electricity in North America is expected to grow over the long-term; however, the electric power<br />

grids were not designed or constructed to serve today’s power needs. They are aging, continue to deteriorate and<br />

lack redundancy. The increasing demand, coupled with the aging infrastructure, has affected and will continue to<br />

affect reliability, requiring utilities to upgrade and expand their existing transmission and distribution systems.<br />

Current federal legislation also requires the power industry to meet federal reliability standards for its transmission<br />

and distribution systems. These system upgrades are resulting in increased spending and increased demand for our<br />

services in the near-term, and we expect this will continue over the long-term as well.<br />

As demand for power grows, the need for new power generation facilities will grow as well. The future<br />

development of new traditional power generation facilities, as well as renewable energy sources such as solar and<br />

wind, will require new or expanded transmission infrastructure to transport power to demand centers. Renewable<br />

energy in particular often requires significant transmission infrastructure due to the remote location of renewable<br />

sources of energy. As a result, we anticipate that future development of new power generation will lead to<br />

increased demand over the long-term for our electric transmission design and construction services as well as our<br />

substation engineering and installation services.<br />

We consider renewable energy, including solar and wind, to be an ongoing opportunity for our engineering,<br />

project management and installation services. Concerns about greenhouse gas emissions, as well as the goal of<br />

reducing reliance on power generation from fossil fuels, are creating the need for more renewable energy<br />

sources. Renewable portfolio standards (RPS), which mandate that renewable energy constitute a specified<br />

percentage of a utility’s power generation by a specified date, exist in many states. Additionally, several of the<br />

provisions of the American Recovery and Reinvestment Act of 2009 (ARRA) include incentives for investments<br />

in renewable energy, energy efficiency and related infrastructure. We believe that our comprehensive services,<br />

industry knowledge and experience in the design, installation and maintenance of renewable energy facilities will<br />

enable us to support our customers’ renewable energy efforts. Further, we have the financial strength to<br />

selectively provide financing solutions to customers in a modest but strategic way to help facilitate the<br />

development of renewable energy projects and also potentially create construction backlog for us.<br />

Certain legislative and regulatory actions may also increase demand for our electric power infrastructure<br />

services. For example, in July 2011, the Federal Energy Regulatory Commission (FERC) issued Order No. 1000,<br />

which establishes transmission planning and cost allocation requirements for public utility transmission providers<br />

that are intended to facilitate multi-state electric transmission lines. The order requires planning for transmission<br />

to occur on both a local and regional basis and to take into account transmission needs driven by public policy<br />

requirements. It also provides rules for cost allocation across areas so that transmission costs are paid for by the<br />

beneficiaries of the infrastructure to be developed. The order also removes certain right of first refusals from<br />

FERC-approved tariffs and agreements, which is intended to encourage a more competitive marketplace for<br />

transmission infrastructure development and allow development to occur more quickly. We believe that certain<br />

legislative and regulatory actions, such as FERC Order No. 1000, could have a positive impact on the<br />

development of transmission infrastructure over the medium- and long-term, and as a result, increase demand for<br />

our electric transmission services.<br />

Natural Gas and Pipeline Infrastructure Services Segment<br />

The Natural Gas and Pipeline Infrastructure Services segment provides comprehensive network solutions to<br />

customers involved in the transportation of natural gas, oil and other pipeline products. Services performed by<br />

the Natural Gas and Pipeline Infrastructure Services segment generally include the design, installation, repair and<br />

4


maintenance of natural gas and oil transmission and distribution systems, compressor and pump stations and<br />

gathering systems, as well as related trenching, directional boring and automatic welding services. In addition,<br />

this segment’s services include pipeline protection, integrity testing, rehabilitation and replacement and<br />

fabrication of pipeline support systems and related facilities. To a lesser extent, this segment designs, installs and<br />

maintains airport fueling systems as well as water and sewer infrastructure.<br />

We see potential growth opportunities over the long-term in this segment, primarily in the installation and<br />

maintenance of natural gas, natural gas byproducts and oil pipelines and related services for gathering systems<br />

and pipeline integrity. In particular, we believe the existing pipeline and gathering system infrastructure in North<br />

America is insufficient to support the increasing development of new sources of natural gas, oil and other liquids,<br />

such as the unconventional shale formations and Canadian oil sands. We anticipate it will take several years to<br />

build this infrastructure and believe this need will increase demand for our services over the long-term.<br />

Ongoing development of unconventional shale formations throughout North America has resulted in a<br />

significant increase in the country’s natural gas supply as compared to several years ago. We believe the<br />

abundant natural gas supply, combined with lower gas prices, will stimulate demand for increased natural gas<br />

usage in the future. As one of the cleanest-burning fossil fuels for power generation, low-cost natural gas<br />

supports the U.S. goals of energy independence from foreign energy sources and a cleaner environment. The U.S.<br />

Energy Information Administration has stated that the number of natural gas-fired power plants built will<br />

increase significantly over the next two decades. As power generation from renewable energy sources continues<br />

to increase and become a larger percentage of the overall power generation mix, we also believe natural gas will<br />

be the fuel of choice to provide backup power generation to offset renewable energy intermittency. Additionally,<br />

the Fukushima Daiichi nuclear incident in Japan in 2011 has increased the uncertainty of the future role of<br />

nuclear energy for North America and will likely result in a delay in nuclear becoming a larger portion of North<br />

American power generation. We believe these factors will result in increasing development of natural gas power<br />

generation to meet North America’s future energy needs, which will in turn result in increased demand for<br />

natural gas production and the need for additional infrastructure to connect natural gas supplies to demand<br />

centers, increasing the demand for our services.<br />

Additional pipeline infrastructure is also needed for the transportation of crude oil and other liquids from<br />

unconventional shale formations in the United States and Canada. Heavy crude oil from the Canadian oil sands is<br />

also being developed and requires pipelines to be built to take the product to refineries, many of which are in the<br />

coastal region along the Gulf of Mexico. Canadian oil sands and shale formations in certain parts of the U.S. and<br />

Canada contain significant reserves, and the economics of the production of these reserves depend on the price of<br />

oil. Oil prices are currently at a level that encourages the development of these oil reserves, which will require<br />

pipeline infrastructure to be built. We believe this need will increase demand for our services.<br />

Other infrastructure, primarily midstream gathering systems, is also needed to support the development of<br />

unconventional shale formations. To diversify our transmission pipeline service offering, we are focusing on<br />

opportunities to provide our infrastructure services for gathering systems and related facilities, particularly in the<br />

liquid-rich shale formations. We are increasing our presence in the areas of several shale formation through the<br />

establishment of local offices to better position us to pursue these opportunities.<br />

As a result of recent significant pipeline incidents in the United States, federal and state regulatory agencies<br />

are implementing new pipeline safety rules and increasing enforcement activities. The U.S. Department of<br />

Transportation has implemented significant regulatory legislation through the Pipeline and Hazardous Materials<br />

Safety Administration relating to pipeline integrity requirements. Testing is expected to become more frequent,<br />

extensive and invasive, and more information will be available regarding the condition of the country’s pipeline<br />

infrastructure. As a result, we anticipate a significant increase in spending allocated to pipeline integrity testing,<br />

rehabilitation and replacement services, and an increase in demand for these services we provide. We expect<br />

companies will increasingly seek out companies that can provide a turnkey management solution. We believe we<br />

are one of the few companies in North America that offers a complete solution for pipeline companies and gas<br />

utilities as they focus on testing, rehabilitating and replacing their pipeline infrastructure.<br />

5


Telecommunications Infrastructure Services Segment<br />

The Telecommunications Infrastructure Services segment provides comprehensive network solutions to<br />

customers in the wireline and wireless telecommunications industry, as well as the cable television industry.<br />

Services performed by the Telecommunications Infrastructure Services segment generally include the design,<br />

installation, repair and maintenance of fiber optic, copper and coaxial cable networks used for video, data and<br />

voice transmission, as well as the design, installation and upgrade of wireless communications networks,<br />

including towers, switching systems and backhaul links from wireless systems to voice, data and video networks.<br />

This segment also provides emergency restoration services, including the repair of telecommunications<br />

infrastructure damaged by inclement weather. To a lesser extent, services provided under this segment include<br />

cable locating, splicing and testing of fiber optic networks and residential installation of fiber optic cabling.<br />

We believe that certain provisions of the ARRA will continue to create additional demand for our services<br />

in this segment into 2013. Specifically, the ARRA includes federal stimulus funding for the deployment of<br />

broadband services to underserved areas that lack sufficient bandwidth to adequately support economic<br />

development. Approximately $7.2 billion in stimulus funds have been awarded for broadband deployment to<br />

municipalities, states and rural telephone companies, some of which are our long-standing customers. We also<br />

expect many customers who received stimulus funds to continue to expand their networks even though stimulus<br />

funding may no longer be available.<br />

The combination of a growing North American wireless subscriber base, greater use of wireless data for<br />

consumer and enterprise applications and services, and the development of innovative consumer wireless data<br />

products has led to a significant increase in the amount of wireless data traffic on wireless networks. As a result,<br />

the traditional backhaul infrastructure that has historically linked wireless cell sites to broader voice, data and<br />

video networks is reaching capacity. To handle current and future wireless data traffic demands and to improve<br />

wireless network quality and reliability, wireless carriers are implementing plans to replace their legacy backhaul<br />

networks based on T-1 lines and circuit switching applications with fiber optic networks, typically referred to as<br />

“fiber to the cell site” initiatives. We believe these initiatives will continue several more years before the<br />

backhaul system upgrade is completed, resulting in additional opportunities to assist our wireless customers in<br />

their fiber to the cell site initiatives.<br />

We anticipate increased long-term opportunities arising from plans by a number of wireless companies to<br />

deploy and implement 4G and LTE (Long Term Evolution) technology and networks throughout North America.<br />

These technologies are being deployed in the United States using a new spectrum, which effectively requires an<br />

entirely new network to be built. As a result, we expect significant capital expenditures will be made over a<br />

relatively long period of time as wireless carriers build out their 4G and LTE networks and then augment and<br />

optimize their networks for reliability and network quality. We believe wireless carriers are in the very early<br />

stages of their 4G and LTE network deployment plans.<br />

Although fiber to the premises (FTTP) and fiber to the node (FTTN) deployment has slowed significantly<br />

since 2008, we expect fiber optic network build-outs will continue over the long-term as more Americans look to<br />

next-generation networks for faster internet and more robust video services. We believe more active network<br />

investment in FTTP and FTTN initiatives are more economically driven. Therefore, we believe greater<br />

confidence in a recovering domestic economy may be required before companies resume investment in FTTP<br />

and FTTN network deployment. We believe that we are well-positioned to furnish infrastructure solutions for<br />

these initiatives throughout the United States.<br />

Fiber Optic Licensing Segment<br />

The Fiber Optic Licensing segment designs, procures, constructs, maintains and owns fiber optic<br />

telecommunications infrastructure in select markets and licenses the right to use these point-to-point fiber optic<br />

telecommunications facilities to our customers pursuant to licensing agreements, typically with terms from five<br />

to twenty-five years, inclusive of certain renewal options. Under these agreements, customers are provided the<br />

right to use a portion of the capacity of a fiber optic network, with the network owned and maintained by us. The<br />

6


Fiber Optic Licensing segment provides services to enterprise, education, carrier, financial services and<br />

healthcare customers, as well as other entities with high bandwidth telecommunication needs. The<br />

telecommunication services provided through this segment are subject to regulation by the Federal<br />

Communications Commission and certain state public utility commissions.<br />

The growth opportunities in our Fiber Optic Licensing segment primarily relate to geographic expansion to<br />

serve customers who need secure high-speed networks, in particular communications carriers and educational,<br />

financial services and healthcare institutions. These growth opportunities exist in both the markets we currently<br />

serve, by expanding our existing network to add new customers, and expansion into new markets through the<br />

build-out of new networks. This expected growth will require significant capital expenditures to support our<br />

network expansion efforts.<br />

Financial Information about Geographic Areas<br />

We operate primarily in the United States; however, we derived $535.0 million, $256.1 million and $112.2<br />

million of our revenues from foreign operations during the years ended December 31, 2011, 2010 and 2009,<br />

respectively. Of our foreign revenues, approximately 97%, 87% and 84% were earned in Canada, during the years<br />

ended December 31, 2011, 2010 and 2009, respectively. In addition, we held property and equipment in the amount<br />

of $114.8 million and $94.0 million in foreign countries, primarily Canada, as of December 31, 2011 and 2010. The<br />

increase in foreign revenues and assets is primarily due to the acquisitions of Valard, McGregor Construction 2000<br />

Ltd. and certain of its affiliated entities (McGregor), Coe Drilling Pty. Ltd. (Coe) and Price Gregory.<br />

Our business, financial condition and results of operations in foreign countries may be adversely impacted<br />

by monetary and fiscal policies, currency fluctuations, regulatory requirements and other political, social and<br />

economic developments or instability. Refer to Item 1A. “Risk Factors” for additional information.<br />

Customers, Strategic Alliances and Preferred Provider Relationships<br />

Our customers include electric power, natural gas and oil pipeline and telecommunications companies, as<br />

well as commercial, industrial and governmental entities. We have a large and diverse customer base, including<br />

many of the leading companies in the industries we serve. Our 10 largest customers accounted for approximately<br />

36% of our consolidated revenues during the year ended December 31, 2011. Our largest customer accounted for<br />

approximately 9.2% of our consolidated revenues for the year ended December 31, 2011.<br />

Although we have a centralized marketing and business development strategy, management at each of our<br />

operating units is responsible for developing and maintaining successful long-term relationships with customers. Our<br />

operating unit management teams build upon existing customer relationships to secure additional projects and<br />

increase revenue from our current customer base. Many of these customer relationships originated decades ago and<br />

are maintained through a partnering approach to account management that includes project evaluation and consulting,<br />

quality performance, performance measurement and direct customer contact. Additionally, operating unit<br />

management focuses on pursuing growth opportunities with prospective new customers. We encourage operating<br />

unit management to cross-sell services of our other operating units to their customers and to coordinate with our other<br />

operating units to pursue projects, especially those that are larger and more complicated. Our business development<br />

group supports the operating units’ activities by promoting and marketing our services for existing and prospective<br />

large national accounts, as well as projects that would require services from multiple operating units.<br />

We are a preferred vendor to many of our customers. As a preferred vendor, we have met minimum<br />

standards for a specific category of service, maintained a high level of performance and agreed to certain<br />

payment terms and negotiated rates. We strive to maintain preferred vendor status as we believe it provides us an<br />

advantage in the award of future work for the applicable customer.<br />

We believe that our strategic relationships with customers in the electric power, natural gas, oil and<br />

telecommunications industries will continue to result in future opportunities. Many of these relationships take the<br />

7


form of strategic alliance or long-term maintenance agreements. Strategic alliance agreements generally state an<br />

intention to work together over a period of time and/or on specific types of projects, and many provide us with<br />

preferential bidding procedures. Strategic alliances and long-term maintenance agreements are typically<br />

agreements for an initial term of approximately two to four years that may include renewal options to extend the<br />

initial term.<br />

Backlog<br />

Backlog represents the amount of revenue that we expect to realize from work to be performed in the future on<br />

uncompleted contracts, including new contractual agreements on which work has not begun. Our backlog includes<br />

estimates of revenues to be realized under long-term maintenance contracts in addition to construction contracts. We<br />

determine the amount of backlog for work under long-term maintenance contracts, or master service agreements<br />

(MSAs), by using recurring historical trends inherent in the current MSAs, factoring in seasonal demand and<br />

projected customer needs based upon ongoing communications with the customer. The following tables present our<br />

total backlog by reportable segment as of December 31, 2011 and 2010, along with an estimate of the backlog<br />

amounts expected to be realized within 12 months of each balance sheet date (in thousands):<br />

Backlog as of<br />

December 31, 2011<br />

Backlog as of<br />

December 31, 2010<br />

12 Month Total 12 Month Total<br />

Electric Power Infrastructure Services ....<br />

Natural Gas and Pipeline Infrastructure<br />

$2,365,531 $4,959,964 $1,798,284 $4,473,425<br />

Services ..........................<br />

Telecommunications Infrastructure<br />

768,152 1,347,173 743,970 1,026,937<br />

Services .......................... 336,030 529,589 228,549 415,460<br />

Fiber Optic Licensing ................. 102,773 402,007 98,792 402,299<br />

Total .............................. $3,572,486 $7,238,733 $2,869,595 $6,318,121<br />

As discussed above, our backlog includes estimates of revenues to be realized under MSAs. Generally, our<br />

customers are not contractually committed to specific volumes of services under our MSAs, and many of our<br />

contracts may be terminated with notice, typically 30 to 90 days, even if we are not in default under the contract.<br />

There can be no assurance as to our customers’ requirements or that our estimates are accurate. In addition, many of<br />

our MSAs, as well as contracts for fiber optic licensing, are subject to renewal options. For purposes of calculating<br />

backlog, we have included future renewal options only to the extent the renewals can reasonably be expected to<br />

occur. Projects included in backlog can be subject to delays as a result of commercial issues, regulatory requirements,<br />

adverse weather and other factors, which could cause revenue amounts to be realized in periods later than originally<br />

expected.<br />

Competition<br />

The markets in which we operate are highly competitive. We compete with other contractors in most of the<br />

geographic markets in which we operate, and several of our competitors are large companies that have significant<br />

financial, technical and marketing resources. In addition, there are relatively few barriers to entry into some of<br />

the industries in which we operate and, as a result, any organization that has adequate financial resources and<br />

access to technical expertise may become a competitor. A significant portion of our revenues is currently derived<br />

from unit price or fixed price agreements, and price is often an important factor in the award of such agreements.<br />

Accordingly, we could be underbid by our competitors in an effort by them to procure such business. Economic<br />

conditions have increased the impacts of competitive pricing in certain of the markets that we serve. We believe<br />

that as demand for our services increases, customers will increasingly consider other factors in choosing a service<br />

provider, including technical expertise and experience, financial and operational resources, nationwide presence,<br />

industry reputation and dependability, which we expect to benefit larger contractors such as us. In addition,<br />

competition may lessen as industry resources, such as labor supplies, approach capacity. There can be no<br />

8


assurance, however, that our competitors will not develop the expertise, experience and resources to provide<br />

services that are superior in both price and quality to our services, or that we will be able to maintain or enhance<br />

our competitive position. We also face competition from the in-house service organizations of our existing or<br />

prospective customers, including electric power, natural gas and pipeline, telecommunications and engineering<br />

companies, which employ personnel who perform some of the same types of services as those provided by us.<br />

Although a significant portion of these services is currently outsourced by many of our customers, in particular<br />

services relating to larger energy transmission infrastructure projects, there can be no assurance that our existing<br />

or prospective customers will continue to outsource services in the future.<br />

Employees<br />

As of December 31, 2011, we had approximately 2,300 salaried employees, including executive officers,<br />

professional and administrative staff, project managers and engineers, job superintendents and clerical personnel, and<br />

approximately 15,200 hourly employees, the number of which fluctuates depending upon the number and size of the<br />

projects we undertake at any particular time. Approximately 48% of our hourly employees at December 31, 2011<br />

were covered by collective bargaining agreements, primarily with the International Brotherhood of Electrical<br />

Workers (IBEW), the Canadian Union Skilled Workers (CUSW) and the four pipeline construction trade unions<br />

administered by the Pipe Line Contractors Association (PLCA), which are the Laborers International Union of North<br />

America, International Brotherhood of Teamsters (Teamsters), United Association of Plumbers and Pipefitters and<br />

the International Union of Operating Engineers. These collective bargaining agreements require the payment of<br />

specified wages to our union employees, the observance of certain workplace rules and the payment of certain<br />

amounts to multi-employer pension plans and employee benefit trusts rather than administering the funds on behalf<br />

of these employees. These collective bargaining agreements have varying terms and expiration dates. The majority of<br />

the collective bargaining agreements contain provisions that prohibit work stoppages or strikes, even during specified<br />

negotiation periods relating to agreement renewal, and provide for binding arbitration dispute resolution in the event<br />

of prolonged disagreement.<br />

In January 2012, a strike by the Teamsters occurred that affected one of Quanta’s operating units, as well as<br />

other PLCA members. The strike lasted ten days and arose from disputes between the PLCA and the Teamsters<br />

over pension plan obligations included in a collective bargaining agreement (to which the Quanta operating unit<br />

is a party) under negotiation at the time. Negotiations on the agreement stalled, resulting in the strike. Other<br />

unions supported the strike by the Teamsters and did not work during the strike period. The disputes have been<br />

effectively resolved and the collective bargaining agreement has been extended, but is still under negotiation. We<br />

believe that further strikes can be averted as negotiations continue.<br />

We provide health, welfare and benefit plans for employees who are not covered by collective bargaining<br />

agreements. We have a 401(k) plan pursuant to which eligible employees who are not provided retirement<br />

benefits through a collective bargaining agreement may make contributions through a payroll deduction. We<br />

make matching cash contributions of 100% of each employee’s contribution up to 3% of that employee’s salary<br />

and 50% of each employee’s contribution between 3% and 6% of such employee’s salary, up to the maximum<br />

amount permitted by law.<br />

Our industry is experiencing a shortage of journeyman linemen in certain geographic areas. In response to<br />

the shortage and to attract qualified employees, we utilize various IBEW and National Electrical Contractors<br />

Association (NECA) training programs and support the joint IBEW/NECA Apprenticeship Program which trains<br />

qualified electrical workers. Certain of our Canadian operations also support the CUSW’s apprenticeship<br />

programs for training construction and maintenance electricians and powerline technicians. We have also<br />

established apprenticeship training programs approved by the U.S. Department of Labor for employees not<br />

subject to the IBEW/NECA Apprenticeship Program, as well as additional company-wide and project-specific<br />

employee training and educational programs.<br />

We believe our relationships with our employees and union representatives are good.<br />

9


Materials<br />

Our customers typically supply most or all of the materials required for each job. However, for some of our<br />

contracts, we may procure all or part of the materials required. We purchase such materials from a variety of<br />

sources and do not anticipate experiencing any significant difficulties in procuring such materials.<br />

Training, Quality Assurance and Safety<br />

Performance of our services requires the use of equipment and exposure to conditions that can be dangerous.<br />

Although we are committed to a policy of operating safely and prudently, we have been and will continue to be<br />

subject to claims by employees, customers and third parties for property damage and personal injuries resulting<br />

from performance of our services. Our operating units have established comprehensive safety policies,<br />

procedures and regulations and require that employees complete prescribed training and service programs prior<br />

to performing more sophisticated and technical jobs, which is in addition to those programs required, if<br />

applicable, by the IBEW/NECA Apprenticeship Program, the training programs sponsored by the four trade<br />

unions administered by the PLCA, the apprenticeship training programs sponsored by the CUSW or our<br />

equivalent programs. Under the IBEW/NECA Apprenticeship Program, all journeyman linemen are required to<br />

complete a minimum of 7,000 hours of on-the-job training, approximately 200 hours of classroom education and<br />

extensive testing and certification. Certain of our operating units have established apprenticeship training<br />

programs approved by the U.S. Department of Labor that prescribe equivalent training requirements for<br />

employees who are not otherwise subject to the requirements of the IBEW/NECA Apprenticeship Program.<br />

Similarly, the CUSW offers apprenticeship training for construction and maintenance electricians that requires<br />

five terms of 1,700 hours each, combining classroom and on-the-job training, as well as training for powerline<br />

technicians that also involves classroom and jobsite training over a four-year period. In addition, the Laborers<br />

International Union of North America, International Brotherhood of Teamsters, United Association of Plumbers<br />

and Pipefitters and the International Union of Operating Engineers have training programs specifically designed<br />

for developing and improving the skills of their members who work in the pipeline construction industry. Our<br />

operating units also benefit from sharing best practices regarding their training and educational programs and<br />

comprehensive safety policies and regulations.<br />

Regulation<br />

Our operations are subject to various federal, state, local and international laws and regulations including:<br />

• licensing, permitting and inspection requirements applicable to contractors, electricians and engineers;<br />

• regulations relating to worker safety and environmental protection;<br />

• permitting and inspection requirements applicable to construction projects;<br />

• wage and hour regulations;<br />

• regulations relating to transportation of equipment and materials, including licensing and permitting<br />

requirements;<br />

• building and electrical codes;<br />

• telecommunications regulations relating to our fiber optic licensing business; and<br />

• special bidding, procurement and other requirements on government projects.<br />

We believe that we have all the licenses required to conduct our operations and that we are in substantial<br />

compliance with applicable regulatory requirements. Our failure to comply with applicable regulations could<br />

result in substantial fines or revocation of our operating licenses, as well as give rise to termination or<br />

cancellation rights under our contracts or disqualify us from future bidding opportunities.<br />

10


Environmental Matters and Climate Change Impacts<br />

We are committed to the protection of the environment and train our employees to perform their duties<br />

accordingly. We are subject to numerous federal, state, local and international environmental laws and<br />

regulations governing our operations, including the handling, transportation and disposal of non-hazardous and<br />

hazardous substances and wastes, as well as emissions and discharges into the environment, including discharges<br />

to air, surface water, groundwater and soil. We also are subject to laws and regulations that impose liability and<br />

cleanup responsibility for releases of hazardous substances into the environment. Under certain of these laws and<br />

regulations, such liabilities can be imposed for cleanup of previously owned or operated properties, or properties<br />

to which hazardous substances or wastes were sent by current or former operations at our facilities, regardless of<br />

whether we directly caused the contamination or violated any law at the time of discharge or disposal. The<br />

presence of contamination from such substances or wastes could interfere with ongoing operations or adversely<br />

affect our ability to sell, lease or use our properties as collateral for financing. In addition, we could be held liable<br />

for significant penalties and damages under certain environmental laws and regulations and also could be subject<br />

to a revocation of our licenses or permits, which could materially and adversely affect our business and results of<br />

operations. Our contracts with our customers may also impose liabilities on us regarding environmental issues<br />

that arise through the performance of our services.<br />

From time to time, we may incur costs and obligations for correcting environmental noncompliance matters<br />

and for remediation at or relating to certain of our properties. We believe that we are in substantial compliance<br />

with our environmental obligations to date and that any such obligations will not have a material adverse effect<br />

on our business or financial performance.<br />

The potential physical impacts of climate change on our operations are highly uncertain. Climate change<br />

may result in, among other things, changes in rainfall patterns, storm patterns and intensities and temperature<br />

levels. As discussed elsewhere in this Annual Report on Form 10-K, including in Item 1A. “Risk Factors”, our<br />

operating results are significantly influenced by weather. Therefore, significant changes in historical weather<br />

patterns could significantly impact our future operating results. For example, if climate change results in drier<br />

weather and more accommodating temperatures over a greater period of time in a given period, we may be able<br />

to increase our productivity, which could have a positive impact on our revenues and gross margins. In addition,<br />

if climate change results in an increase in severe weather, such as hurricanes and ice storms, we could experience<br />

a greater amount of higher margin emergency restoration service work, which generally has a positive impact on<br />

our gross margins. Conversely, if climate change results in a greater amount of rainfall, snow, ice or other less<br />

accommodating weather conditions in a given period, we could experience reduced productivity, which could<br />

negatively impact our revenues and gross margins.<br />

Risk Management and Insurance<br />

We are insured for employer’s liability, general liability, auto liability and workers’ compensation claims.<br />

Since August 1, 2009, all policy deductible levels are $5.0 million per occurrence, other than employer’s<br />

liability, which is subject to a deductible of $1.0 million. We also have employee healthcare benefit plans for<br />

most employees not subject to collective bargaining agreements, of which the primary plan is subject to a<br />

deductible of $350,000 per claimant per year. For the policy year ended July 31, 2009, employer’s liability<br />

claims were subject to a deductible of $1.0 million per occurrence, general liability and auto liability claims were<br />

subject to a deductible of $3.0 million per occurrence, and workers’ compensation claims were subject to a<br />

deductible of $2.0 million per occurrence. Additionally, for the policy year ended July 31, 2009, our workers’<br />

compensation claims were subject to an annual cumulative aggregate liability of up to $1.0 million on claims in<br />

excess of $2.0 million per occurrence. Our deductibles were generally lower in periods prior to August 1, 2008.<br />

Losses under all of these insurance programs are accrued based upon our estimate of the ultimate liability<br />

for claims reported and an estimate of claims incurred but not reported, with assistance from third-party<br />

actuaries. These insurance liabilities are difficult to assess and estimate due to unknown factors, including the<br />

severity of an injury, the extent of damage, the determination of our liability in proportion to other parties and the<br />

11


number of incidents not reported. The accruals are based upon known facts and historical trends, and<br />

management believes such accruals are adequate. As of December 31, 2011 and 2010, the gross amount accrued<br />

for insurance claims totaled $201.2 million and $216.8 million, with $155.4 million and $164.3 million<br />

considered to be long-term and included in other non-current liabilities. Related insurance recoveries/receivables<br />

as of December 31, 2011 and 2010 were $63.1 million and $66.3 million, of which $9.8 million and $9.4 million<br />

are included in prepaid expenses and other current assets and $53.3 million and $56.9 million are included in<br />

other assets, net.<br />

We renew our insurance policies on an annual basis, and therefore deductibles and levels of insurance<br />

coverage may change in future periods. In addition, insurers may cancel our coverage or determine to exclude<br />

certain items from coverage, or we may elect not to obtain certain types or incremental levels of insurance if we<br />

believe that the cost to obtain such coverage is too high for the additional benefit obtained. In any such event, our<br />

overall risk exposure would increase, which could negatively affect our results of operations, financial condition<br />

and cash flows.<br />

Seasonality and Cyclicality<br />

Our revenues and results of operations can be subject to seasonal and other variations. These variations are<br />

influenced by weather, customer spending patterns, bidding seasons, project timing and schedules, and holidays.<br />

Typically, our revenues are lowest in the first quarter of the year because cold, snowy or wet conditions cause<br />

delays in projects. Second quarter revenues are typically better than the first, as some projects begin, but<br />

continued cold and wet weather can often impact second quarter productivity. Third quarter revenues are<br />

typically the best of the year, as a greater number of projects are underway and weather is more accommodating<br />

to work on projects. Generally, revenues during the fourth quarter of the year are lower than the third quarter but<br />

higher than the second quarter. Many projects are completed in the fourth quarter, and revenues are often<br />

impacted positively by customers seeking to spend their capital budgets before the end of the year; however, the<br />

holiday season and inclement weather sometimes can cause delays, reducing revenues and increasing costs. Any<br />

quarter may be positively or negatively affected by atypical weather patterns in a given part of the country, such<br />

as severe weather, excessive rainfall or warmer winter weather, making it difficult to predict these variations and<br />

their effect on particular projects quarter to quarter.<br />

Additionally, our industry can be highly cyclical. As a result, our volume of business may be adversely<br />

affected by declines or delays in new projects in various geographic regions in the United States and Canada.<br />

Project schedules, in particular in connection with larger, longer-term projects, can also create fluctuations in the<br />

services provided, which may adversely affect us in a given period. The financial condition of our customers and<br />

their access to capital, variations in the margins of projects performed during any particular period, regional,<br />

national and global economic and market conditions, timing of acquisitions, the timing and magnitude of<br />

acquisition and integration costs associated with acquisitions and interest rate fluctuations are examples of items<br />

that may also materially affect quarterly results. Accordingly, our operating results in any particular period may<br />

not be indicative of the results that can be expected for any other period. You should read “Outlook” and<br />

“Understanding Margins” included in Item 7. “Management’s Discussion and Analysis of Financial Condition<br />

and Results of Operations” for additional discussion of trends and challenges that may affect our financial<br />

condition, results of operations and cash flows.<br />

Website Access and Other Information<br />

Our website address is www.quantaservices.com. You may obtain free electronic copies of our Annual<br />

Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and any amendments to<br />

these reports through our website under the heading “Investors & Media/SEC Filings” or through the website of<br />

the Securities and Exchange Commission (the SEC) at www.sec.gov. These reports are available on our website<br />

as soon as reasonably practicable after we electronically file them with, or furnish them to, the SEC. In addition,<br />

our Corporate Governance Guidelines, Code of Ethics and Business Conduct and the charters of each of our<br />

12


Audit Committee, Compensation Committee and Governance and Nominating Committee are posted on our<br />

website under the heading “Investors & Media/Corporate Governance.” We intend to disclose on our website any<br />

amendments or waivers to our Code of Ethics and Business Conduct that are required to be disclosed pursuant to<br />

Item 5.05 of Form 8-K. You may obtain free copies of these items from our website. We will make available to<br />

any stockholder, without charge, copies of our Annual Report on Form 10-K as filed with the SEC. For copies of<br />

this or any other Quanta publication, stockholders may submit a request in writing to Quanta Services, Inc., Attn:<br />

Corporate Secretary, 2800 Post Oak Blvd., Suite 2600, Houston, TX 77056, or by phone at 713-629-7600. This<br />

Annual Report on Form 10-K and our website contain information provided by other sources that we believe are<br />

reliable. We cannot assure you that the information obtained from other sources is accurate or complete. No<br />

information on our website is incorporated by reference herein.<br />

ITEM 1A. Risk Factors<br />

Our business is subject to a variety of risks and uncertainties, including, but not limited to, the risks and<br />

uncertainties described below. The matters described below are not the only risks and uncertainties facing our<br />

company. Additional risks and uncertainties not known to us or not described below also may impair our<br />

business operations. If any of the following risks actually occur, our business, financial condition and results of<br />

operations could be negatively affected and we may not be able to achieve our goals or expectations. This Annual<br />

Report on Form 10-K also includes statements reflecting assumptions, expectations, projections, intentions or<br />

beliefs about future events that are intended as “forward-looking statements” under the Private Securities<br />

Litigation Reform Act of 1995 and should be read in conjunction with the section entitled “Uncertainty of<br />

Forward-Looking Statements and Information” included in Item 7. “Management’s Discussion and Analysis of<br />

Financial Condition and Results of Operations.”<br />

Our operating results may vary significantly from quarter to quarter.<br />

Our business can be highly cyclical and subject to seasonal and other variations that can result in significant<br />

differences in operating results from quarter to quarter. For example, we typically experience lower gross and<br />

operating margins during winter months due to lower demand for our services and more difficult operating<br />

conditions. Additionally, our quarterly results may be materially and adversely affected by:<br />

• permitting, regulatory or customer-caused delays on projects;<br />

• adverse weather conditions;<br />

• variations in the margins of projects performed during any particular quarter;<br />

• unfavorable regional, national or global economic and market conditions;<br />

• a reduction in the demand for our services;<br />

• the budgetary spending patterns of customers and federal, state and local governments;<br />

• increases in construction and design costs;<br />

• the timing and volume of work we perform;<br />

• the magnitude of work performed under change orders and the timing of their recognition;<br />

• liabilities associated with pension plans in which our employees participate or withdrawals therefrom;<br />

• changes in accounting pronouncements that require us to account for items differently than historical<br />

pronouncements have;<br />

• losses experienced in our operations not otherwise covered by insurance;<br />

• a change in the mix of our customers, contracts and business;<br />

• payment risk associated with the financial condition of our customers;<br />

13


• the termination or expiration of existing agreements;<br />

• pricing pressures resulting from competition;<br />

• changes in bonding and lien requirements applicable to existing and new agreements;<br />

• implementation<br />

operations;<br />

of various information systems, which could temporarily disrupt day-to-day<br />

• the recognition of tax benefits related to uncertain tax positions;<br />

• costs we incur to support growth internally or through acquisitions or otherwise;<br />

• the timing and integration of acquisitions and the magnitude of the related acquisition and integration<br />

costs; and<br />

• the timing and significance of potential impairments of long-lived assets, equity or other investments,<br />

goodwill or other intangible assets.<br />

Accordingly, our operating results in any particular quarter may not be indicative of the results that can be<br />

expected for any other quarter or for the entire year.<br />

Negative economic and market conditions may adversely impact our customers’ future spending as well as<br />

payment for our services and, as a result, our operations and growth.<br />

The economy is still recovering from the recession in 2008 and 2009, and economic growth remains slow.<br />

The financial markets also have not fully recovered. It is uncertain when these conditions will significantly<br />

improve. Stagnant or declining economic conditions have adversely impacted the demand for our services in the<br />

past and resulted in the delay, reduction or cancellation of certain projects and may continue to adversely affect<br />

us in the future. Additionally, many of our customers finance their projects through the incurrence of debt or the<br />

issuance of equity. The availability of credit remains constrained, and many of our customers’ equity values have<br />

not fully recovered from the negative impact of the recession. A reduction in cash flow or the lack of availability<br />

of debt or equity financing may continue to result in a reduction in our customers’ spending for our services and<br />

may also impact the ability of our customers to pay amounts owed to us, which could have a material adverse<br />

effect on our operations and our ability to grow at historical levels.<br />

Regulatory and environmental requirements and economic conditions affecting any of the industries we<br />

serve may lead to less demand for our services.<br />

Because the vast majority of our revenue is derived from a few industries, regulatory and environmental<br />

requirements or a downturn in economic conditions affecting any of those industries would adversely affect our<br />

results of operations. Customers in the industries we serve face stringent regulatory and environmental<br />

requirements and permitting processes as they implement plans for their projects, resulting in delays, reductions<br />

and cancellations of some of their projects. Additionally, unfavorable economic conditions in any industry we<br />

serve could result in the delay, reduction or cancellation of projects by our customers as well as cause our<br />

customers to outsource less work. These regulatory and economic factors have resulted in decreased demand for<br />

our services in the past, and they may continue to do so in the future, potentially impacting our operations and<br />

our ability to grow at historical levels. A number of other factors, including financing conditions and potential<br />

bankruptcies in the industries we serve or a prolonged economic downturn or recession, could adversely affect<br />

our customers and their ability or willingness to fund capital expenditures in the future or pay for past services.<br />

Consolidation, competition, capital constraints or negative economic conditions in the electric power, natural gas,<br />

oil and telecommunications industries may also result in reduced spending by, or the loss of, one or more of our<br />

customers.<br />

14


Project performance issues, including those caused by third parties, or certain contractual obligations may<br />

result in additional costs to us, reductions or delays in revenues or the payment of liquidated damages.<br />

Many projects involve challenging engineering, procurement and construction phases that may occur over<br />

extended time periods, sometimes over several years. We may encounter difficulties as a result of delays in<br />

designs, engineering information or materials provided by the customer or a third party, delays or difficulties in<br />

equipment and material delivery, schedule changes, delays from our customer’s failure to timely obtain permits<br />

or rights-of-way or meet other regulatory requirements, weather-related delays and other factors, some of which<br />

are beyond our control, that impact our ability to complete the project in accordance with the original delivery<br />

schedule. In addition, we occasionally contract with third-party subcontractors to assist us with the completion of<br />

contracts. Any delay or failure by suppliers or by subcontractors in the completion of their portion of the project<br />

may result in delays in the overall progress of the project or may cause us to incur additional costs, or both. We<br />

also may encounter project delays due to local opposition, which may include injunctive actions as well as public<br />

protests, to the siting of electric power, natural gas or oil transmission lines, solar or wind projects, or other<br />

facilities. Delays and additional costs may be substantial and, in some cases, we may be required to compensate<br />

the customer for such delays. We may not be able to recover all of such costs. In certain circumstances, we<br />

guarantee project completion by a scheduled acceptance date or achievement of certain acceptance and<br />

performance testing levels. Failure to meet any of our schedules or performance requirements could also result in<br />

additional costs or penalties, including liquidated damages, and such amounts could exceed expected project<br />

profit. In extreme cases, the above-mentioned factors could cause project cancellations, and we may not be able<br />

to replace such projects with similar projects or at all. Such delays or cancellations may impact our reputation or<br />

relationships with customers, adversely affecting our ability to secure new contracts.<br />

Our customers may change or delay various elements of the project after its commencement or the project<br />

schedule or the design, engineering information, equipment or materials that are to be provided by the customer<br />

or other parties may be deficient or delivered later than required by the project schedule, resulting in additional<br />

direct or indirect costs. Under these circumstances, we generally negotiate with the customer with respect to the<br />

amount of additional time required and the compensation to be paid to us. We are subject to the risk that we may<br />

be unable to obtain, through negotiation, arbitration, litigation or otherwise, adequate amounts to compensate us<br />

for the additional work or expenses incurred by us due to customer-requested change orders or failure by the<br />

customer to timely deliver items, such as engineering drawings or materials, required to be provided by the<br />

customer. Litigation or arbitration of claims for compensation may be lengthy and costly, and it is often difficult<br />

to predict when and for how much the claims will be resolved. A failure to obtain adequate compensation for<br />

these matters could require us to record a reduction to amounts of revenue and gross profit recognized in prior<br />

periods under the percentage-of-completion accounting method. Any such adjustments could be substantial. We<br />

may also be required to invest significant working capital to fund cost overruns while the resolution of claims is<br />

pending, which could adversely affect liquidity and financial results in any given period.<br />

Our business is labor intensive, and we may be unable to attract and retain qualified employees.<br />

Our ability to maintain our productivity and profitability will be limited by our ability to employ, train and<br />

retain skilled personnel necessary to meet our requirements. We cannot be certain that we will be able to<br />

maintain an adequate skilled labor force necessary to operate efficiently and to support our growth strategy. For<br />

instance, we may experience shortages of qualified journeyman linemen, who are integral to the provision of<br />

transmission and distribution services under our Electric Power Infrastructure Services segment. In addition, in<br />

our Natural Gas and Pipeline Infrastructure Services segment, there is limited availability of experienced<br />

supervisors and foremen that can oversee large transmission pipeline projects. A shortage in the supply of these<br />

skilled personnel creates competitive hiring markets and may result in increased labor expenses. Labor shortages<br />

or increased labor costs could impair our ability to maintain our business or grow our revenues or profitability.<br />

15


Our use of fixed price contracts could adversely affect our business and results of operations.<br />

We currently generate a portion of our revenues under fixed price contracts. We also expect to generate a<br />

greater portion of our revenues under this type of contract in the future as larger projects, such as electric power<br />

and pipeline transmission build-outs and utility-scale solar facilities, become a more significant aspect of our<br />

business. We must estimate the costs of completing a particular project to bid for fixed price contracts. The actual<br />

cost of labor and materials, however, may vary from the costs we originally estimated, and we may bear the risk<br />

of certain unforeseen circumstances not included in our cost estimates for which we cannot obtain adequate<br />

compensation. These variations, along with other risks inherent in performing fixed price contracts, may cause<br />

actual revenue and gross profits for a project to differ from those we originally estimated and could result in<br />

reduced profitability or losses on projects. Depending upon the size of a particular project, variations from the<br />

estimated contract costs could have a significant impact on our operating results for any fiscal period.<br />

Our use of percentage-of-completion accounting could result in a reduction or elimination of previously<br />

reported profits.<br />

As discussed in Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of<br />

Operations — Critical Accounting Policies” and in the notes to our consolidated financial statements included in<br />

Item 8. “Financial Statements and Supplementary Data”, a significant portion of our revenues are recognized<br />

using the percentage-of-completion method of accounting, utilizing the cost-to-cost method. This method is used<br />

because management considers expended costs to be the best available measure of progress on these contracts.<br />

This accounting method is generally accepted for fixed price contracts. The percentage-of-completion accounting<br />

practice we use results in our recognizing contract revenues and earnings ratably over the contract term in<br />

proportion to our incurrence of contract costs. The earnings or losses recognized on individual contracts are<br />

based on estimates of contract revenues, costs and profitability. Contract losses are recognized in full when<br />

determined to be probable and reasonably estimable, and contract profit estimates are adjusted based on ongoing<br />

reviews of contract profitability. Further, a substantial portion of our contracts contain various cost and<br />

performance incentives. Penalties are recorded when known or finalized, which generally occurs during the latter<br />

stages of the contract. In addition, we record cost recovery claims when we believe recovery is probable and the<br />

amounts can be reasonably estimated. Actual collection of claims could differ from estimated amounts and could<br />

result in a reduction or elimination of previously recognized earnings. In certain circumstances, it is possible that<br />

such adjustments could be significant.<br />

Our operating results can be negatively affected by weather conditions.<br />

We perform substantially all of our services in the outdoors. As a result, adverse weather conditions, such as<br />

rainfall or snow, may affect our productivity in performing our services or may temporarily prevent us from<br />

performing services. The effect of weather delays on projects that are under fixed price arrangements may be<br />

greater if we are unable to adjust the project schedule for such delays. A reduction in our productivity in any<br />

given period or our inability to meet guaranteed schedules may adversely affect the profitability of our projects,<br />

and as a result, our results of operations.<br />

We may be unsuccessful at generating internal growth.<br />

Our ability to generate internal growth will be affected by, among other factors, our ability to:<br />

• expand the range of services we offer to customers to address their evolving network needs;<br />

• attract new customers;<br />

• increase the number of projects performed for existing customers;<br />

• hire and retain qualified employees;<br />

• expand geographically, including internationally; and<br />

• address the challenges presented by stringent regulatory, environmental and permitting requirements<br />

and difficult economic or market conditions that may affect us or our customers.<br />

16


In addition, our customers may cancel, delay or reduce the number or size of projects available to us for a<br />

variety of reasons, including capital constraints or inability to the meet regulatory requirements. Many of the<br />

factors affecting our ability to generate internal growth may be beyond our control, and we cannot be certain that<br />

our strategies for achieving internal growth will be successful.<br />

Our business is highly competitive.<br />

The specialty contracting business is served by numerous small, owner-operated private companies, some<br />

public companies and several large regional companies. In addition, relatively few barriers prevent entry into<br />

some areas of our business. As a result, any organization that has adequate financial resources and access to<br />

technical expertise may become one of our competitors. Competition in the industry depends on a number of<br />

factors, including price. For example, we are currently experiencing the impacts of competitive pricing in certain<br />

of the markets we serve, such as the electric power market with respect to smaller scale transmission projects and<br />

distribution services. Certain of our competitors may have lower overhead cost structures and, therefore, may be<br />

able to provide their services at lower rates than we are able to provide. In addition, some of our competitors<br />

have significant resources, including financial, technical and marketing resources. We cannot be certain that our<br />

competitors do not have or will not develop the expertise, experience and resources to provide services that are<br />

superior in both price and quality to our services. Similarly, we cannot be certain that we will be able to maintain<br />

or enhance our competitive position within the specialty contracting business or maintain our customer base at<br />

current levels. We also face competition from the in-house service organizations of our existing or prospective<br />

customers. Electric power, natural gas, oil and telecommunications service providers usually employ personnel<br />

who perform some of the same types of services we do, and we cannot be certain that our existing or prospective<br />

customers will continue to outsource services in the future.<br />

Legislative actions and initiatives relating to renewable energy, telecommunications and electric power may<br />

fail to result in increased demand for our services.<br />

Demand for our services may not result from renewable energy initiatives. While many states currently have<br />

mandates in place that require specified percentages of power to be generated from renewable sources, states<br />

could reduce those mandates or make them optional, which could reduce, delay or eliminate renewable energy<br />

development in the affected states. Additionally, renewable energy is generally more expensive to produce and<br />

may require additional power generation sources as backup. The locations of renewable energy projects are often<br />

remote and are not viable unless new or expanded transmission infrastructure to transport the power to demand<br />

centers is economically feasible. Furthermore, funding for renewable energy initiatives may not be available,<br />

which has been further constrained as a result of tight credit markets. These factors have resulted in fewer<br />

renewable energy projects than anticipated and a delay in the construction of these projects and the related<br />

infrastructure, which has adversely affected the demand for our services. These factors could continue to result in<br />

delays or reductions in projects, which could further negatively impact our business.<br />

The ARRA provides for various stimulus programs, such as grants, loan guarantees and tax incentives,<br />

relating to renewable energy, energy efficiency and electric power and telecommunications infrastructure. Some<br />

of these programs have expired, which may affect the economic feasibility of future projects. Additionally, while<br />

a significant amount of stimulus funds have been awarded, we cannot predict the timing and scope of any<br />

investments to be made under stimulus funding or whether stimulus funding will result in increased demand for<br />

our services. Investments for renewable energy, electric power infrastructure and telecommunications fiber<br />

deployment under ARRA programs may not occur, may be less than anticipated or may be delayed, any of which<br />

would negatively impact demand for our services.<br />

Other current and potential legislative or regulatory initiatives may not result in increased demand for our<br />

services. Examples include legislation or regulations to require utilities to meet reliability standards, to ease<br />

siting and right-of-way issues for the construction of transmission lines, and to encourage installation of new<br />

electric power transmission and renewable energy generation facilities. It is not certain whether existing<br />

legislation will create sufficient incentives for new projects, when or if proposed legislative initiatives will be<br />

enacted or whether any potentially beneficial provisions will be included in the final legislation.<br />

17


There are also a number of legislative and regulatory proposals to address greenhouse gas emissions, which<br />

are in various phases of discussion or implementation. The outcome of federal and state actions to address global<br />

climate change could negatively affect the operations of our customers through costs of compliance or restraints<br />

on projects, which could reduce their demand for our services.<br />

We are self-insured against certain potential liabilities.<br />

Although we maintain insurance policies with respect to employer’s liability, general liability, auto and<br />

workers’ compensation claims, those policies are subject to deductibles ranging from $1.0 million to $5.0 million<br />

per occurrence depending on the insurance policy. We are primarily self-insured for all claims that do not exceed<br />

the amount of the applicable deductible. We also have employee health care benefit plans for most employees not<br />

subject to collective bargaining agreements, of which the primary plan is subject to a deductible of $350,000 per<br />

claimant per year. Our insurance policies include various coverage requirements, including the requirement to<br />

give appropriate notice. If we fail to comply with these requirements, our coverage could be denied.<br />

Losses under all of these insurance programs are accrued based upon our estimates of the ultimate liability<br />

for claims reported and an estimate of claims incurred but not reported, with assistance from third-party<br />

actuaries. These insurance liabilities are difficult to assess and estimate due to unknown factors, including the<br />

severity of an injury, the extent of damage, the determination of our liability in proportion to other parties and the<br />

number of incidents not reported. The accruals are based upon known facts and historical trends, and<br />

management believes such accruals are adequate. If we were to experience insurance claims or costs significantly<br />

above our estimates, our results of operations could be materially and adversely affected in a given period.<br />

During the ordinary course of our business, we may become subject to lawsuits or indemnity claims, which<br />

could materially and adversely affect our business and results of operations.<br />

We have in the past been, and may in the future be, named as a defendant in lawsuits, claims and other legal<br />

proceedings during the ordinary course of our business. These actions may seek, among other things,<br />

compensation for alleged personal injury, workers’ compensation, employment discrimination, breach of<br />

contract, property damage, environmental liabilities, punitive damages, and civil penalties or other losses or<br />

injunctive or declaratory relief. In addition, we generally indemnify our customers for claims related to the<br />

services we provide and actions we take under our contracts with them, and, in some instances, we may be<br />

allocated risk through our contract terms for actions by our customers or other third parties. Because our services<br />

in certain instances may be integral to the operation and performance of our customers’ infrastructure, we have<br />

been and may become subject to lawsuits or claims for any failure of the systems that we work on, even if our<br />

services are not the cause of such failures, and we could be subject to civil and criminal liabilities to the extent<br />

that our services contributed to any property damage, personal injury or system failure. Insurance coverage may<br />

not be available or may be insufficient for these lawsuits, claims or legal proceedings. The outcome of any of<br />

these lawsuits, claims or legal proceedings could result in significant costs and diversion of management’s<br />

attention to the business. Payments of significant amounts, even if reserved, could adversely affect our<br />

reputation, liquidity and results of operations. For details on our existing litigation and claims, refer to Note 14 of<br />

the Notes to Consolidated Financial Statements in Item 8. “Financial Statements and Supplementary Data.”<br />

Unavailability or cancellation of third party insurance coverage would increase our overall risk exposure as<br />

well as disrupt our operations.<br />

We maintain insurance coverage from third party insurers as part of our overall risk management strategy<br />

and because some of our contracts require us to maintain specific insurance coverage limits. There can be no<br />

assurance that any of our existing insurance coverage will be renewed upon the expiration of the coverage period<br />

or that future coverage will be affordable at the required limits. In addition, our third party insurers could fail,<br />

suddenly cancel our coverage or otherwise be unable to provide us with adequate insurance coverage. If any of<br />

these events occur, our overall risk exposure would increase and our operations could be disrupted. For example,<br />

18


we have significant operations in California, which has an environment conducive to wildfires. Should our<br />

insurer determine to exclude coverage for wildfires in the future, we could be exposed to significant liabilities<br />

and potentially a disruption of our California operations. If our risk exposure increases as a result of adverse<br />

changes in our insurance coverage, we could be subject to increased claims and liabilities that could negatively<br />

affect our results of operations and financial condition.<br />

Many of our contracts may be canceled on short notice or may not be renewed upon completion or<br />

expiration, and we may be unsuccessful in replacing our contracts in such events, which may adversely<br />

affect our results of operations and financial condition.<br />

We could experience a decrease in our revenue, net income and liquidity if any of the following occur:<br />

• our customers cancel a significant number of contracts or contracts having significant value;<br />

• we fail to renew a significant number of our existing contracts;<br />

• we complete a significant number of non-recurring projects and cannot replace them with similar<br />

projects; or<br />

• we fail to reduce operating and overhead expenses consistent with any decrease in our revenue.<br />

Many of our customers may cancel our contracts on short notice, typically 30 to 90 days, even if we are not<br />

in default under the contract. Certain of our customers assign work to us on a project-by-project basis under<br />

master service agreements. Under these agreements, our customers often have no obligation to assign a specific<br />

amount of work to us. Our operations could decline significantly if the anticipated volume of work is not<br />

assigned to us, which will be more likely if customer spending continues to decrease, for example, due to the<br />

slow recovery of the economy and the financial markets. Many of our contracts, including our master service<br />

agreements, are opened to public bid at the expiration of their terms. There can be no assurance that we will be<br />

the successful bidder on our existing contracts that come up for re-bid.<br />

The nature of our business exposes us to warranty claims, which may reduce our profitability.<br />

Under our contracts with our customers, we typically provide a warranty for the services we provide,<br />

guaranteeing the work performed against defects in workmanship and material. The majority of our contracts<br />

have a warranty period of 12 months. As much of the work we perform is inspected by our customers for any<br />

defects in construction prior to acceptance of the project, the warranty claims that we have historically received<br />

have been minimal. Additionally, materials used in construction are often provided by the customer or are<br />

warranted against defects from the supplier. However, certain projects, such as utility-scale solar facilities, may<br />

have longer warranty periods and include facility performance warranties that may be broader than the warranties<br />

we generally provide. In these circumstances, if warranty claims occurred, it could require us to re-perform the<br />

services or to repair or replace the warranted item, at a cost to us, and could also result in other damages if we are<br />

not able to adequately satisfy our warranty obligations. In addition, we may be required under contractual<br />

arrangements with our customers to warrant any defects or failures in materials we provide that we purchase<br />

from third parties. While we generally require the materials suppliers to provide us warranties that are consistent<br />

with those we provide to the customers, if any of these suppliers default on their warranty obligations to us, we<br />

may incur costs to repair or replace the defective materials for which we are not reimbursed. Costs incurred as a<br />

result of warranty claims could adversely affect our operating results and financial condition.<br />

The loss of one or a few customers could have an adverse effect on us.<br />

A few clients have in the past and may in the future account for a significant portion of our revenue in any<br />

one year or over a period of several consecutive years. Although we have long-standing relationships with many<br />

of our significant clients, our clients may unilaterally reduce or discontinue their contracts with us at any time.<br />

Our loss of business from a significant client could have a material adverse effect on our business, financial<br />

condition and results of operations.<br />

19


Our profitability and financial condition may be adversely affected by risks associated with the natural gas<br />

and oil industry, such as price fluctuations and supply and demand for natural gas.<br />

Certain of our services, in particular those under our Natural Gas and Pipeline Infrastructure Services<br />

segment, are exposed to risks associated with the natural gas and oil industry. These risks, which are not subject<br />

to our control, include the volatility of natural gas and oil prices, the lack of demand for power generation from<br />

natural gas and a slowdown in the discovery or development of natural gas and/or oil reserves. Specifically,<br />

lower natural gas and oil prices generally result in decreased spending by our customers in our Natural Gas and<br />

Pipeline Infrastructure Services segment. While higher natural gas and oil prices generally result in increased<br />

infrastructure spending by these customers, sustained high energy prices could be an impediment to economic<br />

growth and could result in reduced infrastructure spending by such customers. Additionally, higher prices will<br />

likely reduce demand for power generation from natural gas, which could result in decreased demand for the<br />

expansion of North America’s natural gas pipeline infrastructure, and consequently result in less capital spending<br />

by these customers and less demand for our services.<br />

Further, if the discovery or development of natural gas and/or oil reserves slowed or stopped, customers<br />

would likely reduce capital spending on transmission pipelines, gas gathering and compressor systems and other<br />

related infrastructure, resulting in less demand for our services. If the profitability of our business under the<br />

Natural Gas and Pipeline Infrastructure Services segment were to decline, our overall profitability, results of<br />

operations and cash flows could also be adversely affected.<br />

Backlog may not be realized or may not result in profits.<br />

Backlog is difficult to determine with certainty. Customers often have no obligation under our contracts to<br />

assign or release work to us, and many contracts may be terminated on short notice. Reductions in backlog due to<br />

cancellation of one or more contracts or projects by a customer or for other reasons could significantly reduce the<br />

revenue and profit we actually receive from contracts included in backlog. In the event of a project cancellation,<br />

we may be reimbursed for certain costs but would not have a contractual right to the total revenues reflected in<br />

our backlog. The backlog we obtain in connection with any companies we acquire may not be as large as we<br />

believed or may not result in the revenue or profits we expected. In addition, projects that are delayed may<br />

remain in backlog for extended periods of time. All of these uncertainties are heightened as a result of negative<br />

economic conditions and their impact on our customers’ spending, as well as the effects of regulatory<br />

requirements and weather conditions. Consequently, we cannot assure that our estimates of backlog are accurate<br />

or that we will be able to realize our estimated backlog.<br />

Our financial results are based upon estimates and assumptions that may differ from actual results.<br />

In preparing our consolidated financial statements in conformity with accounting principles generally<br />

accepted in the United States, several estimates and assumptions are used by management in determining the<br />

reported amounts of assets and liabilities, revenues and expenses recognized during the periods presented and<br />

disclosures of contingent assets and liabilities known to exist as of the date of the financial statements. These<br />

estimates and assumptions must be made because certain information that is used in the preparation of our<br />

financial statements is dependent on future events, cannot be calculated with a high degree of precision from data<br />

available or is not capable of being readily calculated based on generally accepted methodologies. In some cases,<br />

these estimates are particularly difficult to determine and we must exercise significant judgment. Estimates are<br />

primarily used in our assessment of the allowance for doubtful accounts, valuation of inventory, useful lives of<br />

assets, fair value assumptions in analyzing goodwill, other intangibles and long-lived asset impairments, equity<br />

investments, loan receivables, purchase price allocations, liabilities for self-insured and other claims, multiemployer<br />

pension plan withdrawal liabilities, revenue recognition for construction contracts and fiber optic<br />

licensing, share-based compensation, operating results of reportable segments, provision (benefit) for income<br />

taxes and the calculation of uncertain tax positions. Actual results for all estimates could differ materially from<br />

the estimates and assumptions that we use, which could have a material adverse effect on our financial condition,<br />

results of operations and cash flows.<br />

20


Our inability to successfully execute our acquisition strategy may have an adverse impact on our growth<br />

strategy.<br />

Our business strategy includes expanding our presence in the industries we serve through strategic<br />

acquisitions of companies that complement or enhance our business. The number of acquisition targets that meet<br />

our criteria may be limited, and we may also face competition for acquisition opportunities. Some of our<br />

competitors may offer more favorable terms than us or have greater financial resources than we do. This<br />

competition may further limit our acquisition opportunities and our ability to grow through acquisitions or could<br />

raise the prices of acquisitions and make them less accretive or possibly not accretive to us. Acquisitions that we<br />

may pursue may also involve significant cash expenditures, the incurrence or assumption of debt or burdensome<br />

regulatory requirements. Any acquisition may ultimately have a negative impact on our business, financial<br />

condition, results of operations and cash flows. Any of these factors could inhibit our ability to consummate<br />

future acquisitions, which could negatively affect our growth strategies.<br />

We may be unsuccessful at integrating businesses that either we have acquired or that we may acquire in<br />

the future, which may reduce the anticipated benefit from acquired businesses.<br />

As a part of our business strategy, we have acquired, and may seek to acquire in the future, companies that<br />

complement or enhance our business. The success of this strategy will depend on our ability to realize the<br />

anticipated benefits from the acquired businesses, such as the expansion of our existing operations, elimination of<br />

redundant costs and capitalizing on cross-selling opportunities. To realize these benefits, however, we must<br />

successfully integrate the operations of the acquired businesses with our existing operations. We cannot be sure<br />

that we will be able to successfully integrate acquired companies with our existing operations without substantial<br />

costs, delays, disruptions or other operational or financial problems. Additionally, if we do not implement proper<br />

overall business controls, our decentralized operating strategy could result in inconsistent operating and financial<br />

practices at the companies we acquire. Issues related to the integration process may result in adverse impact to<br />

our revenues, earnings and cash flows. Integrating our acquired companies involves a number of special risks<br />

that could have a negative impact on our business, financial condition and results of operations, including:<br />

• failure of acquired companies to achieve the results we expect;<br />

• diversion of our management’s attention from operational and other matters;<br />

• difficulties integrating the operations and personnel of acquired companies;<br />

• inability to retain key personnel of acquired companies;<br />

• risks associated with unanticipated events or liabilities;<br />

• loss of business due to customer overlap or change from local or private ownership;<br />

• risks arising from the prior operations of acquired companies, such as performance, operational, safety<br />

or workforce issues, or customer dissatisfaction; and<br />

• potential disruptions of our business.<br />

Our results of operations could be adversely affected as a result of impairments of goodwill, other intangible<br />

assets or our investments.<br />

When we acquire a business, we record an asset called “goodwill” equal to the excess amount we pay for<br />

the business, including liabilities assumed, over the fair value of the tangible and intangible assets of the business<br />

we acquire. Goodwill and other intangible assets that have indefinite useful lives cannot be amortized, but instead<br />

must be tested at least annually for impairment, while intangible assets that have finite useful lives are amortized<br />

over their useful lives. The accounting literature provides specific guidance for testing goodwill and other<br />

non-amortized intangible assets for impairment. Refer to Item 7. “Management’s Discussion and Analysis of<br />

Financial Condition and Results of Operations — Critical Accounting Polices” for a detailed discussion.<br />

21


Management is required to make certain estimates and assumptions when allocating goodwill to reporting units<br />

and determining the fair value of a reporting unit’s net assets and liabilities, including, among other things, an<br />

assessment of market conditions, projected cash flows, investment rates, cost of capital and growth rates, which<br />

could significantly impact the reported value of goodwill and other intangible assets. Fair value is determined<br />

using a combination of the discounted cash flow, market multiple and market capitalization valuation<br />

approaches. Absent any impairment indicators, we perform our impairment tests annually during the fourth<br />

quarter. If there is a decrease in market capitalization below book value in the future, this may be considered an<br />

impairment indicator.<br />

In addition, we enter into various types of investment arrangements in the normal course of business, each<br />

having unique terms and conditions. These investments may include equity interests we hold in business entities,<br />

including general or limited partnerships, contractual joint ventures or other forms of equity participation. These<br />

investments may also include our participation in different finance structures such as the extension of loans to<br />

project specific entities, the acquisition of convertible notes issued by project specific entities or other strategic<br />

financing arrangements. Our equity method investments are carried at original cost and are included in other<br />

assets, net in our consolidated balance sheet and are adjusted for our proportionate share of the investees’<br />

income, losses and distributions. Equity investments are reviewed for impairment by assessing whether any<br />

decline in the fair value of the investment below the carrying value is other than temporary. In making this<br />

determination, factors such as the ability to recover the carrying amount of the investment and the inability of the<br />

investee to sustain future earnings capacity are evaluated in determining whether an impairment should be<br />

recognized.<br />

Any future impairments, including impairments of goodwill or intangible assets recorded in connection with<br />

acquisitions or impairments of any investments, would negatively impact our results of operations for the period<br />

in which the impairment is recognized.<br />

Our profitability and financial operations may be negatively affected by changes in, or interpretations of,<br />

existing state or federal telecommunications regulations or new regulations that could adversely affect our<br />

Fiber Optic Licensing segment.<br />

Many of our Fiber Optic Licensing segment customers benefit from the Universal Service “E-rate” program,<br />

which was established by Congress in the 1996 Telecommunications Act and is administered by the Universal<br />

Service Administrative Company (USAC) under the oversight of the Federal Communications Commission<br />

(FCC). Under the E-rate program, schools, libraries and certain healthcare facilities may receive subsidies for<br />

certain approved telecommunications services, internet access and internal connections. From time to time, bills<br />

have been introduced in Congress that would eliminate or curtail the E-rate program. Passage of such actions by<br />

the FCC or USAC to further limit E-rate subsidies could decrease the demand by certain customers for the<br />

services offered by our Fiber Optic Licensing segment.<br />

The telecommunications services we provide through our Fiber Optic Licensing segment are subject to<br />

regulation by the FCC, to the extent that they are interstate telecommunications services, and by state regulatory<br />

agencies, when wholly within a particular state. To remain eligible to provide services under the E-rate program,<br />

we must maintain telecommunications authorizations in every state where we operate, and we must obtain such<br />

authorizations in any new state where we plan to operate. Changes in federal or state regulations could reduce the<br />

profitability of our Fiber Optic Licensing segment, and delays in obtaining new authorizations could inhibit our<br />

ability to grow our Fiber Optic Licensing segment in new geographic areas. We could be subject to fines if the<br />

FCC or a state regulatory agency were to determine that any of our activities or positions are not in compliance<br />

with certain regulations. If the profitability of our Fiber Optic Licensing segment were to decline, or if the<br />

business of this segment were to become subject to fines, our overall results of operations and cash flows could<br />

also be adversely affected.<br />

22


The business of our Fiber Optic Licensing segment is capital intensive and requires substantial investments,<br />

and returns on investments may be less than expected for various reasons.<br />

The business of our Fiber Optic Licensing segment requires substantial amounts of capital investment to<br />

build out new fiber networks. In 2012, our proposed capital expenditures for our fiber optic licensing business are<br />

approximately $40 million to $50 million, $14.1 million of which is related to committed licensing arrangements<br />

as of December 31, 2011. Although we generally do not commit capital to new networks until we have a<br />

committed license arrangement in place with at least one customer, we may not be able to recoup our initial<br />

investment in the network if that customer defaults on its commitment. Even if the customer does not default or<br />

we add additional customers to the network, we still may not realize a return on the capital investment for an<br />

extended period of time. Furthermore, the amount of capital that we invest in our fiber optic network may exceed<br />

planned expenditures as a result of various factors, including difficulty in obtaining permits or rights of way or<br />

unexpected increases in costs due to labor, materials or project productivity, which would result in a decrease in<br />

the returns on our capital investments if licensing fees for the network were committed and could not be<br />

renegotiated. New or developing technologies or significant competition in any of our markets could also<br />

negatively impact the business of our Fiber Optic Licensing segment. If any of the above events occur, it could<br />

adversely affect our results of operations or result in an impairment of our fiber optic network.<br />

We extend credit to customers for purchases of our services and may enter into longer-term deferred<br />

payment arrangements or provide other financing or investment arrangements with certain of our<br />

customers, which subjects us to potential credit or investment risk that could, if realized, adversely affect<br />

our results of operations or financial condition.<br />

We grant credit, generally without collateral, to our customers, which include electric power utilities, natural<br />

gas and oil companies, telecommunications service providers, governmental entities, general contractors, and<br />

builders, owners and managers of renewable energy facilities and commercial and industrial properties located<br />

primarily in the United States and Canada. We may also agree to allow our customers to defer payment on<br />

projects until certain milestones have been met or until the projects are substantially completed, and customers<br />

typically withhold some portion of amounts due to us as retainage. In addition, we may provide other forms of<br />

financing to our customers or make investments in our customers’ projects, typically in situations where we also<br />

provide services in connection with the projects. Our payment arrangements with our customers subject us to<br />

potential credit risk related to changes in business and economic factors affecting our customers, including<br />

material changes in our customers’ revenues or cash flows. These changes may also reduce the value of any<br />

financing or equity investment arrangements we have with our customers. Many of our customers have been<br />

negatively impacted by the recent economic downturn, and some may experience financial difficulties (including<br />

bankruptcies) that could impact our ability to collect amounts owed to us or impair the value of our investments<br />

in them. If we are unable to collect amounts owed to us, our cash flows would be reduced and we could<br />

experience losses if the uncollectible amounts exceeded current allowances. We would also recognize losses with<br />

respect to any investments that are impaired as a result of our customers’ financial difficulties. Losses<br />

experienced could materially and adversely affect our financial condition and results of operation. The risks of<br />

collectability and impairment losses may increase for projects where we provide services as well as make a<br />

financing or equity investment.<br />

The loss of key personnel could disrupt our business.<br />

We depend on the continued efforts of our executive officers and on senior management of our operating<br />

units, including the businesses we acquire. Although we have entered into employment agreements with terms of<br />

one to three years with most of our executive officers and certain other key employees, we cannot be certain that<br />

any individual will continue in such capacity for any particular period of time. The loss of key personnel, or the<br />

inability to hire and retain qualified employees, could negatively impact our ability to manage our business. We<br />

do not carry key-person life insurance on any of our employees.<br />

23


We may be required to contribute cash to meet our underfunded obligations in certain multi-employer<br />

pension plans.<br />

Our collective bargaining agreements generally require us to participate with other companies in multiemployer<br />

pension plans. To the extent those plans are underfunded, the Employee Retirement Income Security<br />

Act of 1974, as amended by the Multi-Employer Pension Plan Amendments Act of 1980, may subject us to<br />

substantial liabilities under those plans if we withdraw from them or they are terminated or experience a mass<br />

withdrawal. For example, in the fourth quarter of 2011, we recognized a $32.6 million liability when certain of<br />

our subsidiaries withdrew from an underfunded multi-employer pension plan. The amount of this liability is<br />

estimated based on information received from the multi-employer plan in 2011 and the actual amount assessed<br />

by the plan for the withdrawal, which we do not expect the plan to provide us before 2013, and the amount that<br />

we ultimately pay for the withdrawal liability may be materially different than the amount currently recorded.<br />

In addition, the Pension Protection Act of 2006 added special funding and operational rules generally<br />

applicable to plan years beginning after 2007 for multi-employer plans that are classified as “endangered,”<br />

“seriously endangered,” or “critical” status. Plans in these classifications must adopt measures to improve their<br />

funded status through a funding improvement or rehabilitation plan, which may require additional contributions<br />

from employers (which may take the form of a surcharge on benefit contributions) and/or modifications to retiree<br />

benefits. A number of multi-employer plans to which we contribute or may contribute in the future are in<br />

“endangered,” “seriously endangered” or “critical” status. The amount of additional funds we may be obligated<br />

to contribute to these plans in the future cannot be estimated, as such amounts will likely be based on future work<br />

that requires the specific use of union employees covered by these plans, and the amount of that future work and<br />

the number of employees that may be affected cannot reasonably be estimated. Should we provide in the future a<br />

significant amount of services in areas that require us to utilize unionized employees covered by these affected<br />

plans, causing us to make substantial contributions, or should a determination be made that additional plans to<br />

which any of our operating units contribute are in a classification that requires additional contributions, it could<br />

detrimentally affect our results of operations, financial condition or cash flows if we are not able to adequately<br />

mitigate these costs.<br />

Our unionized workforce and related obligations could adversely affect our operations.<br />

As of December 31, 2011, approximately 48% of our hourly employees were covered by collective<br />

bargaining agreements. Although the majority of the collective bargaining agreements prohibit strikes and work<br />

stoppages, certain of our unionized employees participated in a strike and work stoppage during January 2012,<br />

and we cannot be certain that strikes or work stoppages will not occur in the future. Strikes or work stoppages<br />

can adversely impact our relationships with our customers and could cause us to lose business and decrease our<br />

revenue.<br />

Our ability to complete future acquisitions could be adversely affected because of our union status for a<br />

variety of reasons. For instance, our union agreements may be incompatible with the union agreements of a<br />

business we want to acquire and some businesses may not want to become affiliated with a union-based<br />

company. Additionally, we may increase our exposure to withdrawal liabilities for underfunded multi-employer<br />

pension plans to which an acquired company contributes.<br />

Approximately 52% of our hourly employees are not unionized. Under the current presidential<br />

administration, certain administrative and regulatory actions have been taken and are being considered that could<br />

create more flexibility and opportunity for labor unions to organize non-union workers and could result in a<br />

greater percentage of our workforce being subject to collective bargaining agreements, heightening the risks<br />

described above. In addition, certain of our customers require or prefer a non-union workforce, and they may<br />

reduce the amount of work assigned to us if our non-union labor crews were to become unionized, which could<br />

negatively affect our business and results of operations.<br />

24


We may incur liabilities or suffer negative financial or reputational impacts relating to occupational health<br />

and safety matters.<br />

Our operations are subject to extensive laws and regulations relating to the maintenance of safe conditions<br />

in the workplace. While we have invested, and will continue to invest, substantial resources in our occupational<br />

health and safety programs, our industry involves a high degree of operational risk and there can be no assurance<br />

that we will avoid significant liability exposure. Although we have taken what we believe are appropriate<br />

precautions, we have suffered fatalities in the past and may suffer additional fatalities in the future. Serious<br />

accidents, including fatalities, may subject us to substantial penalties, civil litigation or criminal prosecution.<br />

Claims for damages to persons, including claims for bodily injury or loss of life, could result in substantial costs<br />

and liabilities, which could materially and adversely affect our financial condition, results of operations or cash<br />

flows. In addition, if our safety record were to substantially deteriorate over time or we were to suffer substantial<br />

penalties or criminal prosecution for violation of health and safety regulations, our customers could cancel our<br />

contracts and not award us future business.<br />

Risks associated with operating in international markets could restrict our ability to expand globally and<br />

harm our business and prospects.<br />

Our international operations are presently conducted primarily in Canada and Australia, but we have<br />

performed work in various other foreign countries, and we expect that the number of countries in which we<br />

operate could expand significantly over the next few years. Economic conditions, including those resulting from<br />

wars, civil unrest, acts of terrorism and other conflicts or volatility in the global markets, may adversely affect<br />

our customers, their demand for our services and their ability to pay for our services. In addition, there are<br />

numerous risks inherent in conducting our business internationally, including, but not limited to, potential<br />

instability in international markets, changes in regulatory requirements applicable to international operations,<br />

currency fluctuations in foreign countries, political, economic and social conditions in foreign countries and<br />

complex U.S. and foreign laws and treaties, including tax laws. These risks could restrict our ability to provide<br />

services to international customers or to operate our international business profitably, and our overall business<br />

and results of operations could be negatively impacted by our foreign activities.<br />

We could be adversely affected by our failure to comply with the laws applicable to our foreign activities,<br />

including the U.S. Foreign Corrupt Practices Act and other similar worldwide anti-bribery laws.<br />

The U.S. Foreign Corrupt Practices Act (FCPA) and similar anti-bribery laws in other jurisdictions prohibit<br />

U.S.-based companies and their intermediaries from making improper payments to non-U.S. officials for the<br />

purpose of obtaining or retaining business. We pursue opportunities in certain parts of the world that experience<br />

government corruption, and in certain circumstances, compliance with anti-bribery laws may conflict with local<br />

customs and practices. Our policies mandate compliance with all applicable anti-bribery laws. Further, we<br />

require our partners, subcontractors, agents and others who work for us or on our behalf to comply with the<br />

FCPA and other anti-bribery laws. Although we have policies and procedures designed to ensure that we, our<br />

employees, our agents and others who work with us in foreign countries comply with the FCPA and other antibribery<br />

laws, there is no assurance that such policies or procedures will protect us against liability under the<br />

FCPA or other laws for actions taken by our agents, employees and intermediaries. If we are found to be liable<br />

for FCPA violations (either due to our own acts or our inadvertence, or due to the acts or inadvertence of others),<br />

we could suffer from severe criminal or civil penalties or other sanctions, which could have a material adverse<br />

effect on our reputation, business, results of operations or cash flows. In addition, detecting, investigating and<br />

resolving actual or alleged FCPA violations is expensive and could consume significant time and attention of our<br />

senior management.<br />

We may not have access in the future to sufficient funding to finance desired growth and operations.<br />

If we cannot secure funds in the future, including financing on acceptable terms, we may be unable to<br />

support our growth strategy or future operations. We cannot readily predict the ability of certain customers to pay<br />

for past services, and unfavorable economic conditions, such as those experienced over recent years, may<br />

25


negatively impact the ability of our customers to pay amounts owed to us. We may also use cash for acquisitions,<br />

as well as for investments, both of which are elements of our growth strategy, but we cannot readily predict the<br />

timing, size and success of our acquisition or investment efforts. Using cash for acquisitions and investments<br />

limits our financial flexibility and makes us more likely to seek additional capital through future debt or equity<br />

financings. Our existing credit facility contains significant restrictions on our operational and financial flexibility,<br />

including our ability to incur additional debt or conduct certain types of preferred equity financings, and if we<br />

seek more debt, we may have to agree to additional covenants that limit our operational and financial flexibility.<br />

If we seek additional debt or equity financings, we cannot be certain that additional debt or equity will be<br />

available to us on terms acceptable to us or at all. Furthermore, our credit facility is based upon existing<br />

commitments from several banks. Banks have become more restrictive in their lending practices following the<br />

difficulties in the credit markets, and some may be unable or unwilling to fund their commitments, which may<br />

limit our access to the capital needed to fund our growth and operations. In addition, we rely on financing<br />

companies to fund the leasing of certain of our trucks and trailers, support vehicles and specialty construction<br />

equipment. Credit market conditions may cause certain of these financing companies to restrict or withhold<br />

access to capital to fund the leasing of additional equipment. Although we are not dependent on any single<br />

equipment lessor, a widespread lack of available capital to fund the leasing of equipment could negatively impact<br />

our future operations. Additionally, the market price of our common stock may change significantly in response<br />

to various factors and events beyond our control, which will impact our ability to use equity to obtain funds. A<br />

variety of events may cause the market price of our common stock to fluctuate significantly, including overall<br />

market conditions or volatility, a shortfall in our operating results from those anticipated, negative results or<br />

other unfavorable information relating to our market peers or the other risks described in this Annual Report on<br />

Form 10-K.<br />

Our participation in joint ventures exposes us to liability and/or harm to our reputation for failures of our<br />

partners.<br />

As part of our business, we have entered into joint venture arrangements and may enter into additional joint<br />

venture arrangements in the future. The purpose of these joint ventures is typically to combine skills and<br />

resources to allow for the performance of particular projects. Success on these jointly performed projects depends<br />

in large part on whether our joint venture partners satisfy their contractual obligations. We and our joint venture<br />

partners are generally jointly and severally liable for all liabilities and obligations of our joint ventures. If a joint<br />

venture partner fails to perform or is financially unable to bear its portion of required capital contributions or<br />

other obligations, including liabilities stemming from claims or lawsuits, we could be required to make additional<br />

investments, provide additional services or pay more than our proportionate share of a liability to make up for<br />

our partner’s shortfall. Further, if we are unable to adequately address our partner’s performance issues, the<br />

customer may terminate the project, which could result in legal liability to us, harm our reputation and reduce our<br />

profit on a project.<br />

We are in the process of implementing an information technology (IT) solution, which could temporarily<br />

disrupt day-to-day operations at certain operating units.<br />

We continue to implement a comprehensive IT solution that we believe will allow for the interface between<br />

functions such as accounting and finance, human resources, operations, and fleet management. Continued<br />

development and implementation of the IT solution will require substantial financial and personnel resources.<br />

While the IT solution is intended to improve and enhance our information systems, implementation of new<br />

information systems at each operating unit exposes us to the risks of start-up of the new system and integration of<br />

that system with our existing systems and processes, including possible disruption of our financial reporting.<br />

There is no guarantee that we will realize economic or other intended benefits from continued development and<br />

implementation of the IT solution. Additionally, the IT solution may not be developed or implemented as timely<br />

or as accurately as planned. Failure to properly implement the IT solution could result in substantial disruptions<br />

to our business, including coordinating and processing our normal business activities, testing and recording of<br />

certain data necessary to provide oversight over our disclosure controls and procedures and effective internal<br />

controls over our financial reporting, and other unforeseen problems.<br />

26


Failure to adequately protect critical data and technology systems could materially affect our operations.<br />

IT solution failures, network disruptions and breaches of data security could disrupt our operations by<br />

causing delays or cancellation of customer orders, impeding processing of transactions and reporting financial<br />

results, resulting in the unintentional disclosure of customer or our information, or damage to our reputation.<br />

While management has taken steps to address these concerns by implementing network security and internal<br />

control measures, there can be no assurance that a system failure or data security breach (particularly in light of<br />

our ongoing implementation of the IT solution) will not have a material adverse effect on our financial condition<br />

and operating results.<br />

Our dependence on suppliers, subcontractors and equipment manufacturers could expose us to the risk of<br />

loss in our operations.<br />

On certain projects, we rely on suppliers to obtain the necessary materials and subcontractors to perform<br />

portions of our services. We also rely on equipment manufacturers to provide us with the equipment required to<br />

conduct our operations. Although we are not dependent on any single supplier, subcontractor or equipment<br />

manufacturer, any substantial limitation on the availability of required suppliers, subcontractors or equipment<br />

manufacturers could negatively impact our operations. The risk of a lack of available suppliers, subcontractors or<br />

equipment manufacturers may be heightened as a result of recent market and economic conditions. To the extent<br />

we cannot engage subcontractors or acquire equipment or materials, we could experience losses in the<br />

performance of our operations.<br />

Fluctuating foreign currency exchange rates may have a greater impact on our financial results as we<br />

expand into international markets.<br />

For the year ended December 31, 2011, we derived $535.0 million, or 12%, of our consolidated revenues<br />

from foreign operations, the substantial majority of which was earned in Canada. We intend to expand the<br />

volume of services that we provide internationally. As a result, our reported financial condition and results of<br />

operations may be more significantly exposed to the effects (both positive and negative) that fluctuating<br />

exchange rates have on the process of translating the financial statements of our international operations, which<br />

are denominated in local currencies, into the U.S. dollar.<br />

Our business growth could outpace the capability of our decentralized management infrastructure.<br />

We cannot be certain that our management infrastructure will be adequate to support our operations as they<br />

expand. For example, the ability to internally communicate, coordinate and execute business strategies, plans and<br />

tactics may be negatively impacted by our increasing size and complexity. A decentralized structure places<br />

significant control and decision-making powers in the hands of local management. This contributes to the risk<br />

that we may be slower or less able to identify or react to problems affecting key business matters than we would<br />

in a more centralized environment. The lack of timely access to information may impact the quality of decision<br />

making by management. Our decentralized organization creates the possibility that our operating subsidiaries<br />

assume excessive risk without appropriate guidance from our centralized legal, accounting, tax, and treasury<br />

functions as to the potential overall impact. Future growth also could impose significant additional<br />

responsibilities on members of our senior management, including the need to recruit and integrate new senior<br />

level managers and executives. We cannot be certain that we will be able to recruit and retain such additional<br />

managers and executives. To the extent that we are unable to manage our growth effectively, or are unable to<br />

attract and retain additional qualified management, we may not be able to expand our operations or execute our<br />

business plan.<br />

We may be unable to compete for or work on certain projects if we are not able to obtain surety bonds.<br />

A portion of our business depends on our ability to provide surety bonds or other financial assurances.<br />

Current or future market conditions, including losses incurred in the construction industry or as a result of large<br />

corporate bankruptcies, as well as changes in our sureties’ assessment of our operating and financial risk, could<br />

27


cause our surety providers to decline to issue or renew, or substantially reduce the amount of, bid and/or<br />

performance bonds for our work and could increase our bonding costs. These actions could be taken on short<br />

notice. If our surety providers were to limit or eliminate our access to bonding, our alternatives would include<br />

seeking bonding capacity from other sureties, finding more business that does not require bonds or posting other<br />

forms of collateral for project performance, such as letters of credit or cash. We may be unable to secure these<br />

alternatives in a timely manner, on acceptable terms, or at all, which could affect our ability to bid for or work on<br />

future projects requiring financial assurances.<br />

We have also granted security interests in various of our assets to collateralize our obligations to our<br />

sureties. Furthermore, under standard terms in the surety market, sureties issue or continue bonds on a<br />

project-by-project basis and can decline to issue bonds at any time or require the posting of additional collateral<br />

as a condition to issuing or renewing any bonds. If we were to experience an interruption or reduction in the<br />

availability of bonding capacity as a result of these or any other reasons, we may be unable to compete for or<br />

work on certain projects that would require bonding.<br />

Our failure to comply with environmental laws could result in significant liabilities.<br />

Our operations are subject to various environmental laws and regulations, including those dealing with the<br />

handling and disposal of waste products, PCBs, fuel storage and air quality. We perform work in many different<br />

types of underground environments. If the field location maps supplied to us are not accurate, or if objects are<br />

present in the soil that are not indicated on the field location maps, our underground work could strike objects in<br />

the soil, some of which may contain pollutants. These objects may also rupture, resulting in the discharge of<br />

pollutants. In such circumstances, we may be liable for fines and damages, and we may be unable to obtain<br />

reimbursement from the parties providing the incorrect information. We perform work in and around<br />

environmentally sensitive areas such as rivers, lakes and wetlands. In addition, we perform directional drilling<br />

operations below certain environmentally sensitive terrains and water bodies. Due to the inconsistent nature of<br />

the terrain and water bodies, it is possible that such directional drilling may cause a surface fracture, resulting in<br />

the release of subsurface materials. These subsurface materials may contain contaminants in excess of amounts<br />

permitted by law, potentially exposing us to remediation costs and fines. We also own and lease several facilities<br />

at which we store our equipment. Some of these facilities contain fuel storage tanks that are above or below<br />

ground. If these tanks were to leak, we could be responsible for the cost of remediation as well as potential fines.<br />

In addition, new laws and regulations, stricter enforcement of existing laws and regulations, the discovery of<br />

previously unknown contamination or leaks, or the imposition of new clean-up requirements could require us to<br />

incur significant costs or become the basis for new or increased liabilities that could negatively impact our<br />

financial condition and results of operations. In certain instances, we have obtained indemnification or covenants<br />

from third parties (including predecessors or lessors) for such clean-up and other obligations and liabilities that<br />

we believe are adequate to cover such obligations and liabilities. However, such third-party indemnities or<br />

covenants may not cover all of our costs and the indemnitors may not pay amounts owed to us, and such<br />

unanticipated obligations or liabilities, or future obligations and liabilities, may have a material adverse effect on<br />

our business operations, financial condition or cash flows. Further, we cannot be certain that we will be able to<br />

identify or be indemnified for all potential environmental liabilities relating to any acquired business.<br />

There are also other legislative and regulatory proposals to address greenhouse gas emissions. These<br />

proposals, if enacted, could result in a variety of regulatory programs including potential new regulations,<br />

additional charges to fund energy efficiency activities, or other regulatory actions. Any of these actions could<br />

result in increased costs associated with our operations and impact the prices we charge our customers. For<br />

example, if new regulations are adopted regulating greenhouse gas emissions from mobile sources such as cars<br />

and trucks, we could experience a significant increase in environmental compliance costs in light of our large<br />

rolling-stock fleet. In addition, if our operations are perceived to result in high greenhouse gas emissions, our<br />

reputation could suffer.<br />

28


Opportunities within the government arena could subject us to increased governmental regulation and costs.<br />

Most government contracts are awarded through a regulated competitive bidding process. As we pursue<br />

increased opportunities in the government arena, management’s focus associated with the start-up and bidding<br />

process may be diverted away from other opportunities. Involvement with government contracts could require a<br />

significant amount of costs to be incurred before any revenues are realized from these contracts. In addition, as a<br />

government contractor, we are subject to a number of procurement rules and other public sector regulations, any<br />

deemed violation of which could lead to fines or penalties or a loss of business. Government agencies routinely<br />

audit and investigate government contractors. Government agencies may review a contractor’s performance under<br />

its contracts, cost structure and compliance with applicable laws, regulations and standards. If government agencies<br />

determine through these audits or reviews that costs were improperly allocated to specific contracts, they will not<br />

reimburse the contractor for those costs or may require the contractor to refund previously reimbursed costs. If<br />

government agencies determine that we engaged in improper activity, we may be subject to civil and criminal<br />

penalties. In addition, if a government agency were to even allege improper activity, we also could experience<br />

serious harm to our reputation. Many government contracts must be appropriated each year. If appropriations are<br />

not made in subsequent years, we would not realize all of the potential revenues from any awarded contracts.<br />

We may not be successful in continuing to meet the requirements of the Sarbanes-Oxley Act of 2002.<br />

The Sarbanes-Oxley Act of 2002 has many requirements applicable to us regarding corporate governance<br />

and financial reporting, including the requirements for management to report on our internal controls over<br />

financial reporting and for our independent registered public accounting firm to express an opinion over the<br />

operating effectiveness of our internal control over financial reporting. During 2011, we continued actions to<br />

ensure our ability to comply with these requirements. As of December 31, 2011, our internal control over<br />

financial reporting was effective; however, there can be no assurance that our internal control over financial<br />

reporting will be effective in future years. Failure to maintain effective internal controls or the identification of<br />

significant internal control deficiencies in acquisitions already made or made in the future could result in a<br />

decrease in the market value of our common stock and our other publicly traded securities, the reduced ability to<br />

obtain financing, the loss of customers, penalties and additional expenditures to meet the requirements.<br />

If we are unable to enforce our intellectual property rights or if our intellectual property rights become<br />

obsolete, our competitive position could be adversely impacted.<br />

We utilize a variety of intellectual property rights in our services. We view our portfolio of proprietary<br />

energized services tools and techniques as well as our other process and design technologies as one of our<br />

competitive strengths, which we believe differentiates our service offerings. We may not be able to successfully<br />

preserve these intellectual property rights in the future and these rights could be invalidated, circumvented or<br />

challenged. In addition, the laws of some foreign countries in which our services may be sold do not protect<br />

intellectual property rights to the same extent as the laws of the United States. We also license certain<br />

technologies from third parties, and there is a risk that our relationships with licensors may terminate or expire or<br />

may be interrupted or harmed. If we are unable to protect and maintain our intellectual property rights, or if there<br />

are any successful intellectual property challenges or infringement proceedings against us, our ability to<br />

differentiate our service offerings could be reduced. In addition, if our intellectual property rights or work<br />

processes become obsolete, we may not be able to differentiate our service offerings, and some of our<br />

competitors may be able to offer more attractive services to our customers. As a result, our business and revenue<br />

could be materially and adversely affected.<br />

We may incur additional healthcare costs arising from federal healthcare reform legislation.<br />

In March 2010, the Patient Protection and Affordable Care Act and the Health Care and Education<br />

Reconciliation Act of 2010 were signed into law in the U.S. This legislation expands health care coverage to<br />

many uninsured individuals and expands coverage to those already insured. The changes required by this<br />

legislation could cause us to incur additional healthcare and other costs, although we do not expect any material<br />

short-term impact on our financial results as a result of the legislation. We are currently assessing the extent of<br />

any long-term impact from the legislation, including any potential changes to this legislation.<br />

29


Certain provisions of our corporate governing documents could make an acquisition of our company more<br />

difficult.<br />

The following provisions of our certificate of incorporation and bylaws, as currently in effect, as well as<br />

Delaware law, could discourage potential proposals to acquire us, delay or prevent a change in control of us or<br />

limit the price that investors may be willing to pay in the future for shares of our common stock:<br />

• our certificate of incorporation permits our board of directors to issue “blank check” preferred stock<br />

and to adopt amendments to our bylaws;<br />

• our bylaws contain restrictions regarding the right of stockholders to nominate directors and to submit<br />

proposals to be considered at stockholder meetings;<br />

• our certificate of incorporation and bylaws restrict the right of stockholders to call a special meeting of<br />

stockholders and to act by written consent; and<br />

• we are subject to provisions of Delaware law which prohibit us from engaging in any of a broad range<br />

of business transactions with an “interested stockholder” for a period of three years following the date<br />

such stockholder became classified as an interested stockholder.<br />

ITEM 1B. Unresolved Staff Comments<br />

None.<br />

ITEM 2. Properties<br />

Facilities<br />

We lease our corporate headquarters in Houston, Texas and maintain other facilities throughout<br />

North America and in various foreign locations where we conduct business. Our facilities are used for offices,<br />

equipment yards, warehouses, storage and vehicle shops. As of December 31, 2011, we owned 37 of the facilities<br />

we occupy, many of which are encumbered by a security interest under our credit facility, and we leased the<br />

remainder. We believe that our existing facilities are sufficient for our current needs.<br />

Equipment<br />

We operate a fleet of owned and leased trucks and trailers, support vehicles and specialty construction<br />

equipment, such as backhoes, excavators, trenchers, generators, boring machines, cranes, robotic arms, wire<br />

pullers, tensioners, and helicopters. Our owned equipment and the leasehold interest in our leased equipment is<br />

encumbered by a security interest under our credit facility. As of December 31, 2011, the total size of the rollingstock<br />

fleet was approximately 26,000 units. Most of our fleet is serviced by our own mechanics who work at<br />

various maintenance sites and facilities. We believe that our equipment is generally well maintained and<br />

adequate for our present operations.<br />

ITEM 3. Legal Proceedings<br />

We are from time to time party to various lawsuits, claims and other legal proceedings that arise in the<br />

ordinary course of business. These actions typically seek, among other things, compensation for alleged personal<br />

injury, breach of contract and/or property damages, punitive damages, civil penalties or other losses, or<br />

injunctive or declaratory relief. With respect to all such lawsuits, claims and proceedings, we record a reserve<br />

when it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. In<br />

addition, we disclose matters for which management believes a material loss is at least reasonably possible. See<br />

Litigation and Claims in Note 14 of the Notes to Consolidated Financial Statements in Item 8. “Financial<br />

Statements and Supplementary Data”, which is incorporated by reference in this Item 3, for additional<br />

information regarding legal proceedings.<br />

ITEM 4. Mine Safety Disclosures<br />

Not applicable<br />

30


PART II<br />

ITEM 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of<br />

Equity Securities<br />

Our common stock is listed on the New York Stock Exchange (NYSE) under the symbol “PWR.” The<br />

following table sets forth the high and low sales prices of our common stock per quarter, as reported by the<br />

NYSE, for the two most recent fiscal years.<br />

High Low<br />

Year Ended December 31, 2011<br />

1st Quarter ......................................................... $24.18 $19.98<br />

2nd Quarter ........................................................ 22.98 18.49<br />

3rd Quarter ........................................................ 20.97 15.37<br />

4th Quarter .........................................................<br />

Year Ended December 31, 2010<br />

22.50 16.63<br />

1st Quarter ......................................................... $22.35 $16.75<br />

2nd Quarter ........................................................ 23.23 18.13<br />

3rd Quarter ........................................................ 22.66 17.39<br />

4th Quarter ......................................................... 20.50 17.01<br />

On February 20, 2011, there were 826 holders of record of our common stock, two holders of record of<br />

exchangeable shares of a Canadian subsidiary of Quanta and one holder of record of our Series F preferred stock.<br />

There is no established trading market for the exchangeable shares or the Series F preferred stock; however, the<br />

exchangeable shares may be exchanged at the option of the holder for Quanta common stock on a one-for-one<br />

basis. See Note 10 of Notes to Consolidated Financial Statements in Item 8. “Financial Statements and<br />

Supplementary Data” for additional discussion of our equity securities.<br />

Unregistered Sales of Securities During the Fourth Quarter of 2011<br />

On October 5, 2011, we completed the acquisition of Utilimap Corporation (Utilimap) in which some of the<br />

consideration consisted of our unregistered securities. The aggregate consideration paid in this transaction was<br />

$25.3 million in cash and 553,526 shares of Quanta common stock. This acquisition was not affiliated with any<br />

other acquisitions prior to such transaction.<br />

Such shares of common stock were issued in reliance upon the exemption from registration provided by<br />

Section 4(2) of the Securities Act of 1933, as amended (the Securities Act), as the shares were issued to the<br />

owners of businesses acquired in privately negotiated transactions not involving any public offering or<br />

solicitation.<br />

Period Title of Securities Number of Shares Purchaser Consideration<br />

October 1, 2011 —<br />

October 31,<br />

2011 ..........<br />

Quanta<br />

Common<br />

Stock 553,526<br />

31<br />

Former owners of<br />

acquired company Sale of acquired company


Issuer Purchases of Equity Securities During the Fourth Quarter of 2011<br />

The following table contains information about our purchases of equity securities during the three months<br />

ended December 31, 2011.<br />

Period<br />

(a) Total Number of<br />

Shares Purchased<br />

(b) Average Price<br />

Paid per Share<br />

(c) Total Number<br />

of Shares Purchased<br />

as Part of Publicly<br />

Announced Plans or<br />

Programs<br />

October 1, 2011 —<br />

October 31, 2011 .......... — $ — —<br />

November 1, 2011 —<br />

November 30, 2011 ........ 20,239(2) $18.87 —<br />

December 1, 2011 —<br />

December 31, 2011 ........ — $ — —<br />

(d) Maximum<br />

Number (or Approximate<br />

Dollar Value) of<br />

Shares That May Yet be<br />

Purchased Under the<br />

Plans or Programs (1)<br />

Total ................. 20,239 — $453,000<br />

(1) During the second quarter of 2011, our board of directors approved a stock repurchase program authorizing<br />

us to purchase, from time to time, up to $150.0 million of our outstanding common stock. These repurchases<br />

could be made in open market transactions, in privately negotiated transactions, including block purchases,<br />

or otherwise, at management’s discretion based on market and business conditions, applicable legal<br />

requirements and other factors. This program, which became effective on May 9, 2011, did not obligate us<br />

to acquire any specific amount of common stock and could continue until completed or otherwise modified<br />

or terminated by our board of directors at any time at its sole discretion and without notice. The $150.0<br />

million stock repurchase program was funded with cash on hand and was completed in August 2011.<br />

(2) Represents shares purchased from employees to satisfy tax withholding obligations in connection with the<br />

vesting of restricted stock awards pursuant to the 2007 Stock Incentive Plan.<br />

Dividends<br />

We have not declared any cash dividends on our common stock during the years ended December 31, 2011<br />

or 2010, nor in any previous periods. We currently intend to retain our future earnings, if any, to finance the<br />

growth, development and expansion of our business. Accordingly, we currently do not intend to declare or pay<br />

any cash dividends on our common stock in the immediate future. The declaration, payment and amount of future<br />

cash dividends, if any, will be at the discretion of our board of directors after taking into account various factors.<br />

These factors include our financial condition, results of operations, cash flows from operations, current and<br />

anticipated capital requirements and expansion plans, the income tax laws then in effect and the requirements of<br />

Delaware law. In addition, as discussed in Liquidity and Capital Resources — “Debt Instruments — Credit<br />

Facility” in Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations,”<br />

our credit facility includes limitations on the payment of cash dividends without the consent of the lenders.<br />

Performance Graph<br />

The following Performance Graph and related information shall not be deemed “soliciting material” or to<br />

be “filed” with the Securities and Exchange Commission, nor shall such information be incorporated by<br />

reference into any future filing under the Securities Act of 1933 or Securities Exchange Act of 1934, each as<br />

amended, except to the extent that we specifically incorporate it by reference into such filing.<br />

The following graph compares, for the period from December 31, 2006 to December 31, 2011, the<br />

cumulative stockholder return on our common stock with the cumulative total return on the Standard & Poor’s<br />

32


500 Index (the S&P 500 Index) and a peer group selected by our management that includes public companies<br />

within our industry. The companies in the peer group were selected because they comprise a broad group of<br />

publicly held corporations, each of which has some operations similar to ours. The current peer group (the 2011<br />

Peer Group) includes Chicago Bridge & Iron Company N.V., Dycom Industries, Inc., EMCOR Group Inc., Fluor<br />

Corporation, Jacobs Engineering Group Inc., MasTec, Inc., MYR Group Inc., Pike Electric Corporation, The<br />

Shaw Group, Inc., URS Corp. and Willbros Group, Inc. The peer group used in the previous year (the 2010 Peer<br />

Group) included each of the foregoing companies as well as Comfort Systems USA Inc. The shift to the 2011<br />

Peer Group was based on our decision to focus the comparison on companies that are similar to us in market<br />

capitalization and lines of business and for consistency with other comparisons, as management and the Board<br />

utilize the 2011 Peer Group when evaluating various aspects of our business.<br />

The graph below assumes an investment of $100 (with reinvestment of all dividends) in our common stock,<br />

the S&P 500 Index and each of the peer groups on December 31, 2006 and tracks their relative performance<br />

through December 31, 2011. MYR Group Inc. completed its initial public offering on August 12, 2008, and<br />

accordingly, the performance graph below assumes $100 was invested in MYR Group Inc. in 2008. The returns<br />

of each company in the peer group are weighted based on the market capitalization of each constituent company<br />

at the beginning of the measurement period. The stock price performance reflected on the following graph is not<br />

necessarily indicative of future stock price performance.<br />

$200<br />

$150<br />

$100<br />

$50<br />

$0<br />

COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN<br />

Among Quanta Services, Inc., the S&P 500 Index,<br />

2010 Peer Group and 2011 Peer Group<br />

12/06 12/07 12/08 12/09 12/10 12/11<br />

Quanta Services, Inc. S&P 500 2010 Peer Group 2011 Peer Group<br />

12/06 12/07 12/08 12/09 12/10 12/11<br />

Quanta Services, Inc. $100.00 133.40 100.66 105.95 101.27 109.51<br />

S&P 500 $100.00 105.49 66.46 84.05 96.71 98.75<br />

2010 Peer Group $100.00 175.61 91.13 97.28 122.85 106.65<br />

2011 Peer Group $100.00 177.19 91.26 97.24 123.12 106.96<br />

33


ITEM 6. Selected Financial Data<br />

The following historical selected financial data has been derived from the financial statements of Quanta.<br />

See Note 4 of Notes to Consolidated Financial Statements in Item 8. “Financial Statements and Supplementary<br />

Data” for information regarding certain acquisitions and the related impact on our results of operations as these<br />

acquisitions may affect the comparability of such results. The historical selected financial data should be read in<br />

conjunction with our Consolidated Financial Statements and related notes thereto included in Item 8. “Financial<br />

Statements and Supplementary Data” and “Management’s Discussion and Analysis of Financial Condition and<br />

Results of Operations” included in Item 7.<br />

Year Ended December 31,<br />

2011 2010 2009 2008 2007<br />

(In thousands, except per share information)<br />

Consolidated Statements of Operations<br />

Data:<br />

Revenues ..........................<br />

Cost of services (including<br />

$4,623,829 $3,931,218 $3,318,126 $3,780,213 $2,656,036<br />

depreciation) ..................... 4,003,230(a) 3,296,795 2,724,638 3,145,347 2,227,289<br />

Gross profit ........................ 620,599 634,423 593,488 634,866 428,747<br />

Selling, general and administrative<br />

expenses ........................ 372,963 339,672 312,414 309,399 240,508<br />

Amortization of intangible assets ....... 29,953 38,568 38,952 36,300 18,759<br />

Operating income ................... 217,683 256,183 242,122 289,167 169,480<br />

Interest expense ..................... (1,821) (4,913) (11,269) (32,002) (39,328)<br />

Interest income ..................... 1,066 1,417 2,456 9,765 19,977<br />

Loss on early extinguishment of debt,<br />

net ............................. — (7,107)(c) — (2) (34)<br />

Other income (expense), net ........... (558) 675 421 342 (546)<br />

Income from continuing operations before<br />

income taxes ..................... 216,370 246,255 233,730 267,270 149,549<br />

Provision for income taxes ............ 71,954(b) 90,698(b) 70,195(b) 109,705 27,684(b)<br />

Income from continuing operations ..... 144,416 155,557 163,535 157,565 121,865<br />

Discontinued operation:<br />

Income from discontinued operation .... — — — — 2,837(d)<br />

Net income .................... 144,416 155,557 163,535 157,565 124,702<br />

Less: Net income attributable to<br />

noncontrolling interest ............. 11,901 2,381 1,373 — —<br />

Net income attributable to common<br />

stock ........................... $ 132,515 $ 153,176 $ 162,162 $ 157,565 $ 124,702<br />

Basic earnings per share attributable to<br />

common stock from continuing<br />

operations ....................... $ 0.62 $ 0.73 $ 0.81 $ 0.89 $ 0.89<br />

Diluted earnings per share attributable to<br />

common stock from continuing<br />

operations ....................... $ 0.62 $ 0.72 $ 0.81 $ 0.87 $ 0.86<br />

(a) In the fourth quarter of 2011, we recorded a $32.6 million charge to cost of services related to our partial<br />

withdrawal from an underfunded pension plan.<br />

34


(b) The effective tax rates in 2011, 2010, 2009 and 2007 were impacted by the recording of $10.7 million, $10.5<br />

million, $23.7 million and $34.4 million of tax benefits in each respective year primarily due to decreases in<br />

reserves for uncertain tax positions resulting from the expiration of various federal and state statutes of<br />

limitations.<br />

(c) In the second quarter of 2010, we recorded a $7.1 million loss on early extinguishment of debt as a result of<br />

the redemption of all of our outstanding 3.75% convertible subordinated notes due 2026 (3.75% Notes).<br />

This loss includes a non-cash loss of $3.5 million related to the difference between the net carrying value<br />

and the estimated fair value of the 3.75% Notes calculated as of the date of redemption, the payment of $2.3<br />

million representing the 1.607% redemption premium above par value and a non-cash loss of $1.3 million<br />

from the write-off of the remaining unamortized deferred financing costs related to the 3.75% Notes.<br />

(d) On August 31, 2007, we sold the operating assets of Environmental Professional Associates, Limited, a<br />

Quanta subsidiary. The historical results of operations associated with this business have been presented as a<br />

discontinued operation in Quanta’s statements of operations, and as a result have been excluded from the<br />

information presented above.<br />

2011 2010<br />

December 31,<br />

2009<br />

(In thousands)<br />

2008 2007<br />

Balance Sheet Data:<br />

Working capital ................... $ 984,078 $1,095,969 $1,087,104 $ 933,609 $ 562,134<br />

Goodwill ........................ 1,601,210 1,561,155 1,449,558 1,363,100 1,355,098<br />

Total assets ......................<br />

Convertible subordinated notes, net of<br />

4,699,114 4,341,212 4,116,954 3,558,159 3,390,806<br />

current maturities ............... — — 126,608 122,275 118,266<br />

Total stockholders’ equity ........... 3,381,952 3,365,555 3,109,183 2,682,374 2,218,727<br />

35


ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations<br />

The following discussion and analysis of our financial condition and results of operations should be read in<br />

conjunction with our historical consolidated financial statements and related notes thereto in Item 8. “Financial<br />

Statements and Supplementary Data.” The discussion below contains forward-looking statements that are based<br />

upon our current expectations and are subject to uncertainty and changes in circumstances. Actual results may<br />

differ materially from these expectations due to inaccurate assumptions and known or unknown risks and<br />

uncertainties, including those identified in “Uncertainty of Forward-Looking Statements and Information” below<br />

and in Item 1A. “Risk Factors.”<br />

Introduction<br />

We are a leading provider of specialty contracting services, offering infrastructure solutions primarily to the<br />

electric power, natural gas and oil pipeline and telecommunications industries in North America and in select<br />

international markets. The services we provide include the design, installation, upgrade, repair and maintenance<br />

of infrastructure within each of the industries we serve, such as electric power transmission and distribution<br />

networks, substation facilities, renewable energy facilities, natural gas and oil transmission and distribution<br />

systems and facilities, and wireline and wireless telecommunications networks used for video, data and voice<br />

transmission. We also own fiber optic telecommunications infrastructure in select markets and license the right to<br />

use these point-to-point fiber optic telecommunications facilities to customers.<br />

We report our results under four reportable segments: (1) Electric Power Infrastructure Services, (2) Natural<br />

Gas and Pipeline Infrastructure Services, (3) Telecommunications Infrastructure Services and (4) Fiber Optic<br />

Licensing. These reportable segments are based on the types of services we provide. Our consolidated revenues<br />

for the year ended December 31, 2011 were approximately $4.62 billion, of which 66% was attributable to the<br />

Electric Power Infrastructure Services segment, 22% to the Natural Gas and Pipeline Infrastructure Services<br />

segment, 10% to the Telecommunications Infrastructure Services segment and 2% to the Fiber Optic Licensing<br />

segment.<br />

Our customers include many of the leading companies in the industries we serve. We have developed strong<br />

strategic alliances with numerous customers and strive to develop and maintain our status as a preferred vendor<br />

to our customers. We enter into various types of contracts, including competitive unit price, hourly rate, cost-plus<br />

(or time and materials basis), and fixed price (or lump sum basis), the final terms and prices of which we<br />

frequently negotiate with the customer. Although the terms of our contracts vary considerably, most are made on<br />

either a unit price or fixed price basis in which we agree to do the work for a price per unit of work performed<br />

(unit price) or for a fixed amount for the entire project (fixed price). We complete a substantial majority of our<br />

fixed price projects, other than certain large transmission projects, within one year, while we frequently provide<br />

maintenance and repair work under open-ended unit price or cost-plus master service agreements that are<br />

renewable periodically.<br />

We recognize revenue on our unit price and cost-plus contracts as units are completed or services are<br />

performed. For our fixed price contracts, we record revenues as work on the contract progresses on a<br />

percentage-of-completion basis. Under this method, revenue is recognized based on the percentage of total costs<br />

incurred to date in proportion to total estimated costs to complete the contract. Fixed price contracts generally<br />

include retainage provisions under which a percentage of the contract price is withheld until the project is<br />

complete and has been accepted by our customer.<br />

For internal management purposes, we are organized into three internal divisions, namely, the electric<br />

power division, the natural gas and pipeline division and the telecommunications division. These internal<br />

divisions are closely aligned with the reportable segments described above based on the predominant type of<br />

work provided by the operating units within each division. The operating units providing predominantly<br />

telecommunications infrastructure services and fiber optic licensing services are managed within the same<br />

internal division.<br />

36


Reportable segment information, including revenues and operating income by type of work, is gathered<br />

from each operating unit for the purpose of evaluating segment performance in support of our market strategies.<br />

These classifications of our operating unit revenues by type of work for segment reporting purposes can at times<br />

require judgment on the part of management. Our operating units may perform joint infrastructure service<br />

projects for customers in multiple industries, deliver multiple types of infrastructure services under a single<br />

customer contract or provide services across industries, for example, joint trenching projects to install<br />

distribution lines for electric power, natural gas and telecommunication customers. Our integrated operations and<br />

common administrative support at each of our operating units requires that certain allocations, including<br />

allocations of shared and indirect costs, such as facility costs, indirect operating expenses including depreciation,<br />

and general and administrative costs, are made to determine operating segment profitability. Corporate costs,<br />

such as payroll and benefits, employee travel expenses, facility costs, professional fees, acquisition costs and<br />

amortization related to certain intangible costs are not allocated.<br />

The Electric Power Infrastructure Services segment provides comprehensive network solutions to customers<br />

in the electric power industry. Services performed by the Electric Power Infrastructure Services segment<br />

generally include the design, installation, upgrade, repair and maintenance of electric power transmission and<br />

distribution networks and substation facilities along with other engineering and technical services. This segment<br />

also provides emergency restoration services, including the repair of infrastructure damaged by inclement<br />

weather, the energized installation, maintenance and upgrade of electric power infrastructure utilizing unique<br />

bare hand and hot stick methods and our proprietary robotic arm technologies, and the installation of “smart grid”<br />

technologies on electric power networks. In addition, this segment designs, installs and maintains renewable<br />

energy generation facilities, in particular solar and wind, and related switchyards and transmission networks. To<br />

a lesser extent, this segment provides services such as the design, installation, maintenance and repair of<br />

commercial and industrial wiring, installation of traffic networks and the installation of cable and control systems<br />

for light rail lines.<br />

The Natural Gas and Pipeline Infrastructure Services segment provides comprehensive network solutions to<br />

customers involved in the transportation of natural gas, oil and other pipeline products. Services performed by<br />

the Natural Gas and Pipeline Infrastructure Services segment generally include the design, installation, repair and<br />

maintenance of natural gas and oil transmission and distribution systems, compressor and pump stations and gas<br />

gathering systems, as well as related trenching, directional boring and automatic welding services. In addition,<br />

this segment’s services include pipeline protection, integrity testing, rehabilitation and replacement and<br />

fabrication of pipeline support systems and related structures and facilities. To a lesser extent, this segment<br />

designs, installs and maintains airport fueling systems as well as water and sewer infrastructure.<br />

The Telecommunications Infrastructure Services segment provides comprehensive network solutions to<br />

customers in the wireline and wireless telecommunications industry, as well as the cable television industry.<br />

Services performed by the Telecommunications Infrastructure Services segment generally include the design,<br />

installation, repair and maintenance of fiber optic, copper and coaxial cable networks used for video, data and<br />

voice transmission, as well as the design, installation and upgrade of wireless communications networks,<br />

including towers, switching systems and “backhaul” links from wireless systems to voice, data and video<br />

networks. This segment also provides emergency restoration services, including the repair of telecommunications<br />

infrastructure damaged by inclement weather. To a lesser extent, services provided under this segment include<br />

cable locating, splicing and testing of fiber optic networks and residential installation of fiber optic cabling.<br />

The Fiber Optic Licensing segment designs, procures, constructs, maintains and owns fiber optic<br />

telecommunications infrastructure in select markets and licenses the right to use these point-to-point fiber optic<br />

telecommunications facilities to our customers pursuant to licensing agreements, typically with terms from five<br />

to twenty-five years, inclusive of certain renewal options. Under those agreements, customers are provided the<br />

right to use a portion of the capacity of a fiber optic network, with the network owned and maintained by us. The<br />

Fiber Optic Licensing segment provides services to enterprise, education, carrier, financial services and<br />

37


healthcare customers, as well as other entities with high bandwidth telecommunication needs. The<br />

telecommunication services provided through this segment are subject to regulation by the Federal<br />

Communications Commission and certain state public utility commissions.<br />

Recent Investments and Acquisitions<br />

On October 5, 2011, we acquired Utilimap Corporation (Utilimap), which provides geographic information<br />

system (GIS) utility asset management and engineering services to the electric utility industry. The aggregate<br />

consideration paid for Utilimap consisted of approximately $24.5 million in cash, 553,526 shares of our common<br />

stock valued at approximately $9.7 million and the repayment of $0.8 million in debt. As this transaction was<br />

effective October 5, 2011, the results of Utilimap have been included in our consolidated financial statements<br />

beginning on such date. This acquisition enables us to further enhance our electric power infrastructure service<br />

offerings. Utilimap’s financial results will generally be included in our Electric Power Infrastructure Services<br />

segment.<br />

On August 11, 2011, we acquired Coe Drilling Pty. Ltd. (Coe), a horizontal directional drilling company<br />

based in Brisbane, Australia. The aggregate consideration paid for Coe consisted of approximately $10.5 million<br />

in cash, 396,643 shares of our common stock valued at approximately $6.3 million and the repayment of $1.8<br />

million in debt. As this transaction was effective August 11, 2011, the results of Coe have been included in our<br />

consolidated financial statements beginning on such date. This acquisition allows us to further expand our<br />

capabilities and scope of services internationally. Coe’s financial results will generally be included in our Natural<br />

Gas and Pipeline Infrastructure Services segment.<br />

On August 5, 2011, we acquired McGregor Construction 2000 Ltd. and certain of its affiliated entities<br />

(McGregor), an electric power infrastructure services company based in Alberta, Canada. The aggregate<br />

consideration paid for McGregor consisted of approximately $38.6 million in cash, 898,440 shares of our<br />

common stock valued at approximately $14.6 million and the repayment of $0.8 million in debt. As this<br />

transaction was effective August 5, 2011, the results of McGregor have been included in our consolidated<br />

financial statements beginning on such date. This acquisition allows us to further expand our capabilities and<br />

scope of services in Canada. McGregor’s financial results will generally be included in our Electric Power<br />

Infrastructure Services segment.<br />

Also in 2011, we acquired two other businesses based in British Columbia, Canada that predominantly<br />

provide electric power infrastructure services, which have been reflected in our consolidated financial statements<br />

as of their respective acquisition dates. In connection with these acquisitions, we paid the former owners of the<br />

businesses an aggregate of approximately $7.3 million in cash and issued an aggregate of 91,204 shares of our<br />

common stock valued at approximately $1.7 million. The results of these businesses are included in our<br />

consolidated financial statements beginning on their respective acquisition dates. These acquisitions allow us to<br />

further expand our capabilities and scope of services in Canada. The financial results for these two businesses<br />

will generally be included in our Electric Power Infrastructure Services segment.<br />

On June 22, 2011, we acquired an equity ownership interest of approximately 39% in Howard Midstream<br />

Energy Partners, LLC (HEP) for an initial capital contribution of $35.0 million. HEP is engaged in the business<br />

of owning, operating and constructing midstream plant and pipeline assets in the natural gas and oil industry.<br />

HEP commenced operations in June 2011 with the acquisitions of Texas Pipeline LLC, a pipeline operator in the<br />

Eagle Ford shale region of South Texas, and Bottom Line Services, LLC, a construction services company. Our<br />

investment in HEP is expected to provide strategic growth opportunities in the ongoing development of the Texas<br />

Eagle Ford shale region. We account for this investment using the equity method of accounting.<br />

During the third quarter of 2011, we loaned $4.0 million to the indirect parent of NJ Oak Solar, LLC (NJ<br />

Oak Solar). The loan proceeds, together with NJ Oak Solar’s other financing and equity funds, were used for<br />

their construction of a 10 MW solar power generation facility in New Jersey. The construction of the facility,<br />

which began in the second quarter of 2011, is being performed by us and was substantially complete at the end of<br />

2011.<br />

38


On October 25, 2010, we acquired Valard Construction LP and certain of its affiliated entities (Valard), an<br />

electric power infrastructure services company based in Alberta, Canada. This acquisition allowed us to further<br />

expand our electric power infrastructure capabilities and scope of services in Canada. Because of the type of<br />

work performed by Valard, its financial results are generally included in the Electric Power Infrastructure<br />

Services segment. The results of Valard have been included in our consolidated financial statements beginning<br />

on October 25, 2010.<br />

Seasonality; Fluctuations of Results; Economic Conditions<br />

Our revenues and results of operations can be subject to seasonal and other variations. These variations are<br />

influenced by weather, customer spending patterns, bidding seasons, project timing and schedules, and holidays.<br />

Typically, our revenues are lowest in the first quarter of the year because cold, snowy or wet conditions can<br />

cause delays on projects. Second quarter revenues are typically higher than those in the first quarter, as some<br />

projects begin, but continued cold and wet weather can often impact second quarter productivity. Third quarter<br />

revenues are typically the highest of the year, as a greater number of projects are underway and weather is more<br />

accommodating to work on projects. Generally, revenues during the fourth quarter of the year are lower than the<br />

third quarter but higher than the second quarter. Many projects are completed in the fourth quarter, and revenues<br />

are often impacted positively by customers seeking to spend their capital budgets before the end of the year;<br />

however, the holiday season and inclement weather can sometimes cause delays, reducing revenues and<br />

increasing costs. Any quarter may be positively or negatively affected by atypical weather patterns in a given part<br />

of the country, such as severe weather, excessive rainfall or warmer winter weather, making it difficult to predict<br />

these variations and their effect on particular projects quarter to quarter.<br />

Additionally, our industry can be highly cyclical. As a result, our volume of business may be adversely<br />

affected by declines or delays in new projects in various geographic regions in the United States and Canada.<br />

Project schedules, particularly in connection with larger, longer-term projects, can also create fluctuations in the<br />

services provided, which may adversely affect us in a given period. The financial condition of our customers and<br />

their access to capital, variations in the margins of projects performed during any particular period, regional,<br />

national and global economic and market conditions, timing of acquisitions, the timing and magnitude of<br />

acquisition and integration costs associated with acquisitions and interest rate fluctuations are examples of items<br />

that may also materially affect quarterly results. Accordingly, our operating results in any particular period may<br />

not be indicative of the results that can be expected for any other period.<br />

We and our customers continue to operate in a challenging business environment, with increasing regulatory<br />

and environmental requirements, stringent permitting processes and only gradual recovery in the economy and<br />

capital markets from recessionary levels. We are closely monitoring our customers and the effect that changes in<br />

economic and market conditions have had or may have on them. Certain of our customers have reduced or<br />

delayed spending over the past two years, which we attribute primarily to regulatory and permitting hurdles and<br />

negative economic and market conditions, and we anticipate that these issues may continue to affect demand for<br />

some of our services in the near-term. However, we believe that most of our customers, many of whom are<br />

regulated utilities, remain financially stable in general and will be able to continue with their business plans in<br />

the long-term. You should read “Outlook” and “Understanding Margins” for additional discussion of trends and<br />

challenges that may affect our financial condition, results of operations and cash flows.<br />

Understanding Margins<br />

Our gross margin is gross profit expressed as a percentage of revenues, and our operating margin is<br />

operating income expressed as a percentage of revenues. Cost of services, which is subtracted from revenues to<br />

obtain gross profit, consists primarily of salaries, wages and benefits to employees, depreciation, fuel and other<br />

equipment expenses, equipment rentals, subcontracted services, insurance, facilities expenses, materials and parts<br />

and supplies. Selling, general and administrative expenses and amortization of intangible assets are then<br />

subtracted from gross profit to obtain operating income. Various factors — some controllable, some not —<br />

impact our margins on a quarterly or annual basis.<br />

39


Seasonal and Geographical. As discussed above, seasonal patterns can have a significant impact on<br />

margins. Generally, business is slower in the winter months versus the warmer months of the year, resulting in<br />

lower productivity and consequently reducing our ability to cover fixed costs. This can be offset somewhat by<br />

increased demand for electrical service and repair work resulting from severe weather. Additionally, project<br />

schedules, including when projects begin and when they are completed, may impact margins. The mix of<br />

business conducted in different parts of the country will also affect margins, as some parts of the country offer<br />

the opportunity for higher margins than others due to the geographic characteristics associated with the physical<br />

location where the work is being performed. Such characteristics include whether the project is performed in an<br />

urban versus a rural setting or in a mountainous area or in open terrain. Site conditions, including unforeseen<br />

underground conditions, can also impact margins.<br />

Weather. Adverse or favorable weather conditions can impact gross margins in a given period. For<br />

example, snow or rainfall in the areas in which we operate may negatively impact our revenues and margins due<br />

to reduced productivity, as projects may be delayed or temporarily placed on hold until weather conditions<br />

improve. Conversely, in periods when weather remains dry and temperatures are accommodating, more work can<br />

be done, sometimes with less cost, which would have a favorable impact on margins. In some cases, severe<br />

weather, such as hurricanes and ice storms, can provide us with higher margin emergency restoration service<br />

work, which generally has a positive impact on margins.<br />

Revenue mix. The mix of revenues derived from the industries we serve will impact margins, as certain<br />

industries provide higher margin opportunities. Additionally, changes in our customers’ spending patterns in<br />

each of the industries we serve can cause an imbalance in supply and demand and, therefore, affect margins and<br />

mix of revenues by industry served.<br />

Service and maintenance versus installation. Installation work is often obtained on a fixed price basis,<br />

while maintenance work is often performed under pre-established or negotiated prices or cost-plus pricing<br />

arrangements. Margins for installation work may vary from project to project, and may be higher than<br />

maintenance work, as work obtained on a fixed price basis has higher risk than other types of pricing<br />

arrangements. We typically derive approximately 30% of our annual revenues from maintenance work, but a<br />

higher portion of installation work in any given period may affect our gross margins for that period.<br />

Subcontract work. Work that is subcontracted to other service providers generally yields lower margins.<br />

An increase in subcontract work in a given period may contribute to a decrease in margins. We typically<br />

subcontract approximately 15% to 20% of our work to other service providers.<br />

Materials versus labor. Typically, our customers are responsible for supplying their own materials on<br />

projects; however, for some of our contracts, we may agree to procure all or part of the required materials.<br />

Margins may be lower on projects where we furnish a significant amount of materials, as our mark-up on<br />

materials is generally lower than on our labor costs. In a given period, an increase in the percentage of work with<br />

higher materials procurement requirements may decrease our overall margins.<br />

Depreciation. We include depreciation in cost of services. This is common practice in our industry, but it<br />

can make comparability of our margins to those of other companies difficult. This must be taken into<br />

consideration when comparing us to other companies.<br />

Insurance. Margins could be impacted by fluctuations in insurance accruals as additional claims arise and<br />

as circumstances and conditions of existing claims change. We are insured for employer’s liability, general<br />

liability, auto liability and workers’ compensation claims. Since August 1, 2009, all policy deductible levels are<br />

$5.0 million per occurrence, other than employer’s liability, which is subject to a deductible of $1.0 million. We<br />

also have employee health care benefit plans for most employees not subject to collective bargaining agreements,<br />

of which the primary plan is subject to a deductible of $350,000 per claimant per year. For the policy year ended<br />

July 31, 2009, employer’s liability claims were subject to a deductible of $1.0 million per occurrence, general<br />

40


liability and auto liability claims were subject to a deductible of $3.0 million per occurrence, and workers’<br />

compensation claims were subject to a deductible of $2.0 million per occurrence. Additionally, for the policy<br />

year ended July 31, 2009, our workers’ compensation claims were subject to an annual cumulative aggregate<br />

liability of up to $1.0 million on claims in excess of $2.0 million per occurrence. Our deductibles were generally<br />

lower in periods prior to August 1, 2008.<br />

Performance risk. Margins may fluctuate because of the volume of work and the impacts of pricing and<br />

job productivity, which can be impacted both favorably and negatively by weather, geography, customer<br />

decisions and crew productivity. For example, when comparing a service contract between a current quarter and<br />

the comparable prior year’s quarter, factors affecting the gross margins associated with the revenues generated by<br />

the contract may include pricing under the contract, the volume of work performed under the contract, the mix of<br />

the type of work specifically being performed and the productivity of the crews performing the work.<br />

Productivity can be influenced by many factors, including where the work is performed (e.g., rural versus urban<br />

area or mountainous or rocky area versus open terrain), whether the work is on an open or encumbered right of<br />

way, the impacts of inclement weather or the effects of environmental restrictions or regulatory delays. These<br />

types of factors are not practicable to quantify through accounting data, but each of these items may individually<br />

or in the aggregate have a direct impact on the gross margin of a specific project.<br />

Selling, General and Administrative Expenses<br />

Selling, general and administrative expenses consist primarily of compensation and related benefits to<br />

management, administrative salaries and benefits, marketing, office rent and utilities, communications,<br />

professional fees, bad debt expense, acquisition costs, gains and losses on the sale of property and equipment,<br />

letter of credit fees and maintenance, training and conversion costs related to the implementation of an<br />

information technology solution.<br />

Results of Operations<br />

As previously discussed, we completed the acquisition of five businesses during 2011, which included three<br />

electric power infrastructure services companies based in Canada, one electric power infrastructure services<br />

company based in the United States and one natural gas and pipeline infrastructure service contractor based in<br />

Australia. During 2010, we acquired one electric power infrastructure services company based in Canada. During<br />

2009, we acquired one natural gas and pipeline infrastructure services company that provides services in North<br />

America as well as three other businesses providing infrastructure services in the electric power, natural gas and<br />

pipeline and telecommunications industries. The results of these acquisitions have been included in the following<br />

results of operations beginning on their respective acquisition dates. The following table sets forth selected<br />

statements of operations data and such data as a percentage of revenues for the years indicated (dollars in<br />

thousands).<br />

41


Consolidated Results<br />

Year Ended December 31,<br />

2011 2010 2009<br />

Revenues .............................. $4,623,829 100.0% $3,931,218 100.0% $3,318,126 100.0%<br />

Cost of services (including depreciation) ...... 4,003,230 86.6 3,296,795 83.9 2,724,638 82.1<br />

Gross profit ............................. 620,599 13.4 634,423 16.1 593,488 17.9<br />

Selling, general and administrative expenses . . . 372,963 8.1 339,672 8.6 312,414 9.4<br />

Amortization of intangible assets ............ 29,953 0.6 38,568 1.0 38,952 1.2<br />

Operating income ........................ 217,683 4.7 256,183 6.5 242,122 7.3<br />

Interest expense ......................... (1,821) — (4,913) (0.1) (11,269) (0.3)<br />

Interest income .......................... 1,066 — 1,417 — 2,456 —<br />

Loss on early extinguishment of debt, net ..... — — (7,107) (0.2) — —<br />

Other income (expense), net ................ (558) — 675 — 421 —<br />

Income before income taxes ................ 216,370 4.7 246,255 6.2 233,730 7.0<br />

Provision for income taxes ................. 71,954 1.6 90,698 2.3 70,195 2.1<br />

Net income ......................... 144,416 3.1 155,557 3.9 163,535 4.9<br />

Less: Net income attributable to noncontrolling<br />

interests .............................. 11,901 0.2 2,381 — 1,373 —<br />

Net income attributable to common<br />

stock ............................ $ 132,515 2.9% $ 153,176 3.9% $ 162,162 4.9%<br />

2011 compared to 2010<br />

Revenues. Revenues increased $692.6 million, or 17.6%, to $4.62 billion for the year ended<br />

December 31, 2011. Electric power infrastructure service revenues increased $981.4 million, or 47.9%, to $3.03<br />

billion for the year ended December 31, 2011, primarily due to an increase in the number and size of projects as a<br />

result of increased capital spending by our customers, the contribution of $242.2 million in revenues from<br />

acquired businesses and an increase of $76.7 million in revenues from emergency restoration services during<br />

2011 as compared to 2010. Also contributing to the overall revenue increase were higher revenues from<br />

telecommunications infrastructure services, which increased $84.3 million, or 22.6%, to $457.3 million,<br />

primarily as a result of increased capital spending by our customers. Partially offsetting these increases were<br />

lower revenues from natural gas and pipeline infrastructure services, which decreased $378.4 million, or 27.0%,<br />

to $1.02 billion for the year ended December 31, 2011 primarily due to a decrease in the number and size of<br />

natural gas transmission projects that were ongoing during 2011 as compared to 2010.<br />

Gross profit. Gross profit decreased $13.8 million, or 2.2%, to $620.6 million for the year ended<br />

December 31, 2011. As a percentage of revenues, gross margin decreased to 13.4% for the year ended<br />

December 31, 2011 from 16.1% for the year ended December 31, 2010. These decreases were primarily due to<br />

the impact of lower overall revenues from natural gas and pipeline infrastructure services, which resulted in a<br />

lower ability to cover operating overhead costs, as well as the impact of project losses incurred by this segment<br />

during 2011 that primarily resulted from increased project costs related to productivity issues caused by adverse<br />

weather conditions and more stringent application of regulations. Also contributing to these decreases was the<br />

impact of a $32.6 million charge to the Natural Gas and Pipeline Infrastructure Services segment’s cost of<br />

services in the fourth quarter of 2011 associated with the withdrawal of certain of our subsidiaries from an<br />

underfunded multi-employer pension plan. Gross margins were also negatively impacted in 2011 as a result of a<br />

decrease in margins earned by the Electric Power Infrastructure Services segment primarily due to the<br />

completion of certain higher margin electric transmission projects during the year ended December 31, 2010, as<br />

compared to electric transmission projects that were at earlier stages of completion during the year ended<br />

December 31, 2011. The decrease in gross profit was partially offset by the impact of higher overall revenues<br />

from the Electric Power Infrastructure Services segment and the Telecommunications Infrastructure Services<br />

segment as described above.<br />

42


Selling, general and administrative expenses. Selling, general and administrative expenses increased $33.3<br />

million, or 9.8%, to $373.0 million for the year ended December 31, 2011. This increase was primarily<br />

attributable to $23.7 million in higher salary and benefits costs from increased personnel and incentive<br />

compensation expenses associated with increased levels of operating activity, as well as approximately $14.0<br />

million in additional administrative expenses associated with businesses acquired since January 1, 2010. Selling,<br />

general and administrative expenses as a percentage of revenues decreased from 8.6% for the year ended<br />

December 31, 2010 to 8.1% for the year ended December 31, 2011 primarily due to the impact of higher overall<br />

revenues described above.<br />

Amortization of intangible assets. Amortization of intangible assets decreased $8.6 million to $30.0<br />

million for the year ended December 31, 2011. This decrease was primarily due to reduced amortization expense<br />

from previously acquired intangible assets as certain of these assets became fully amortized, partially offset by<br />

increased amortization of intangibles associated with businesses acquired during 2010 and 2011.<br />

Interest expense. Interest expense decreased $3.1 million as compared to the year ended<br />

December 31, 2010, primarily due to the redemption of all of our 3.75% convertible subordinated notes due 2026<br />

(3.75% Notes) on May 14, 2010.<br />

Interest income. Interest income decreased $0.4 million to $1.1 million for the year ended<br />

December 31, 2011, primarily as a result of lower average cash balances during the year ended<br />

December 31, 2011 as compared to the year ended December 31, 2010.<br />

Loss on early extinguishment of debt. Loss on early extinguishment of debt was $7.1 million for the year<br />

ended December 31, 2010. The loss on early extinguishment of debt was a result of the redemption of all of the<br />

outstanding 3.75% Notes on May 14, 2010. This loss includes a non-cash loss of $3.5 million related to the<br />

difference between the net carrying value and the estimated fair value of the 3.75% Notes calculated as of the<br />

date of redemption, the payment of $2.3 million for the 1.607% redemption premium above par value and a<br />

non-cash loss of $1.3 million from the write-off of the remaining unamortized deferred financing costs related to<br />

the 3.75% Notes.<br />

Provision for income taxes. The provision for income taxes was $72.0 million for the year ended<br />

December 31, 2011, with an effective tax rate of 33.3%. The provision for income taxes was $90.7 million for<br />

the year ended December 31, 2010, with an effective tax rate of 36.8%. The effective tax rates for 2011 and 2010<br />

were impacted by the recording of tax benefits in the amount of $10.7 million in 2011 and $10.5 million in 2010<br />

associated with decreases in reserves for uncertain tax positions resulting from the expiration of various federal<br />

and state statutes of limitations and settlement of certain tax audits. The lower tax rate in 2011 relates to a<br />

decrease in valuation allowance on foreign tax credits, favorable tax rate differentials on foreign earnings and<br />

lower tax expenses on income from incorporated joint ventures.<br />

2010 compared to 2009<br />

Revenues. Revenues increased $613.1 million, or 18.5%, to $3.93 billion for the year ended December 31,<br />

2010. Revenues from natural gas and pipeline infrastructure services increased $618.6 million, or 78.8%, to<br />

$1.40 billion and fiber optic licensing revenues increased $19.5 million, or 22.4%, to $106.8 million for the year<br />

ended December 31, 2010. Revenues from natural gas and pipeline infrastructure services increased primarily as<br />

a result of revenue contributions from Price Gregory, which was acquired on October 1, 2009. Revenues from<br />

fiber optic licensing increased primarily as a result of continued network expansion and the associated revenues<br />

from licensing the right to use point to point fiber optic telecommunications facilities. These increases were<br />

partially offset by lower revenues from electric power infrastructure services, which decreased $19.6 million, or<br />

0.9%, to $2.05 billion, primarily due to the timing of major transmission projects and decreases in spending by<br />

our customers.<br />

43


Gross profit. Gross profit increased $40.9 million, or 6.9%, to $634.4 million for the year ended<br />

December 31, 2010. The increase in gross profit was predominantly due to the contribution of gas transmission<br />

service revenues during 2010, primarily as the result of the acquisition of Price Gregory. As a percentage of<br />

revenues, gross margin decreased to 16.1% for the year ended December 31, 2010 from 17.9% for the year ended<br />

December 31, 2009, primarily as a result of decreases in gross margins in electric power, natural gas and pipeline<br />

and telecommunications infrastructure services. The decrease in electric power margins was primarily the result<br />

of lower overall levels of profit being contributed from higher margin electric transmission services as a result of<br />

the timing of major projects discussed above. Although overall levels of gas transmission service revenues and<br />

gross profit increased in 2010 as compared to 2009, gross margins earned for 2010 were negatively impacted by<br />

unanticipated delays and difficult weather conditions, which led to higher costs on certain large gas transmission<br />

jobs. Partially offsetting these decreases was an increase in gross margin in fiber optic licensing services.<br />

Selling, general and administrative expenses. Selling, general and administrative expenses increased $27.3<br />

million, or 8.7%, to $339.7 million for the year ended December 31, 2010. Selling, general and administrative<br />

expenses increased approximately $20.3 million as a result of the addition of administrative expenses associated<br />

with the Price Gregory acquisition and, to a lesser extent, the Valard acquisition. In addition, acquisition and<br />

integration costs of $10.6 million were incurred in 2010 compared to $2.8 million in 2009. The costs for the<br />

ongoing implementation of technology solutions also increased $1.5 million in 2010 as compared to 2009.<br />

Partially offsetting these increases was a decrease in net losses on sales of equipment, which were $4.7 million<br />

during 2010, as compared to $8.0 million in 2009. Included in the $8.0 million in net losses in 2009 was an<br />

impairment charge of $4.5 million for assets held for sale at December 31, 2009 related to natural gas segment<br />

equipment that was deemed to be duplicative as a result of the Price Gregory acquisition. As a percentage of<br />

revenues, selling, general and administrative expenses decreased to 8.6% from 9.4% primarily due to a better<br />

ability to cover fixed costs as a result of higher revenues earned in 2010.<br />

Amortization of intangible assets. Amortization of intangible assets decreased $0.4 million to $38.6<br />

million for the year ended December 31, 2010. This decrease was primarily due to reduced amortization expense<br />

from previously acquired intangible assets as balances became fully amortized, offset by increased amortization<br />

of intangible assets related to the acquisitions of Valard on October 25, 2010 and Price Gregory on October 1,<br />

2009.<br />

Interest expense. Interest expense for the year ended December 31, 2010 decreased $6.4 million as<br />

compared to the year ended December 31, 2009, primarily due to the redemption of all of our 3.75% convertible<br />

subordinated notes due 2026 (3.75% Notes) on May 14, 2010.<br />

Interest income. Interest income was $1.4 million for the year ended December 31, 2010, compared to<br />

$2.5 million for the year ended December 31, 2009. The decrease resulted primarily from substantially lower<br />

interest rates earned for the year ended December 31, 2010 as compared to the year ended December 31, 2009.<br />

Loss on early extinguishment of debt. Loss on early extinguishment of debt was $7.1 million for the year<br />

ended December 31, 2010. The loss on early extinguishment of debt was a result of the redemption of all of the<br />

outstanding 3.75% Notes on May 14, 2010. This loss included a non-cash loss of $3.5 million related to the<br />

difference between the net carrying value and the estimated fair value on the 3.75% Notes calculated as of the<br />

date of redemption, the payment of $2.3 million for the 1.607% redemption premium above par value and a<br />

non-cash loss of $1.3 million from the write-off of the remaining unamortized deferred financing costs related to<br />

the 3.75% Notes.<br />

Provision for income taxes. The provision for income taxes was $90.7 million for the year ended<br />

December 31, 2010, with an effective tax rate of 36.8%. The provision for income taxes was $70.2 million for<br />

the year ended December 31, 2009, with an effective tax rate of 30.0%. The effective tax rates for 2010 and 2009<br />

were impacted by the recording of tax benefits in the amount of $10.5 million in 2010 and $23.7 million in 2009<br />

associated with decreases in reserves for uncertain tax positions resulting from the expiration of various federal<br />

and state statutes of limitations.<br />

44


Segment Results<br />

The following table sets forth revenues and operating income (loss) by segment for the years indicated.<br />

Certain reclassifications have been made to the 2010 and 2009 operating income (loss) to conform with the 2011<br />

presentation (dollars in thousands):<br />

2011<br />

Year Ended December 31,<br />

2010 2009<br />

Revenues:<br />

Electric Power ...................... $3,029,678 65.5% $2,048,247 52.1% $2,067,845 62.3%<br />

Natural Gas and Pipeline .............. 1,024,833 22.2 1,403,250 35.7 784,657 23.7<br />

Telecommunications ................. 457,278 9.9 372,934 9.5 378,363 11.4<br />

Fiber Optic Licensing ................. 112,040 2.4 106,787 2.7 87,261 2.6<br />

Consolidated revenues from external<br />

customers ........................ $4,623,829 100.0% $3,931,218 100.0% $3,318,126 100.0%<br />

Operating income (loss):<br />

Electric Power ...................... $ 329,567 10.9% $ 206,040 10.1% $ 226,109 10.9%<br />

Natural Gas and Pipeline .............. (78,543 ) (7.7) 119,175 8.5 62,663 8.0<br />

Telecommunications ................. 36,774 8.0 14,864 4.0 25,346 6.7<br />

Fiber Optic Licensing ................. 54,199 48.4 52,698 49.3 44,143 50.6<br />

Corporate and non-allocated costs ....... (124,314 ) N/A (136,594 ) N/A (116,139 ) N/A<br />

Consolidated operating income ......... $ 217,683 4.7% $ 256,183 6.5% $ 242,122 7.3%<br />

2011 compared to 2010<br />

Electric Power Infrastructure Services Segment Results<br />

Revenues for this segment increased $981.4 million, or 47.9%, to $3.03 billion for the year ended<br />

December 31, 2011. Revenues were primarily impacted by increased capital spending by our customers primarily<br />

associated with electric power transmission projects. Revenues in 2011 were also favorably impacted by the<br />

contribution of $235.4 million in revenues from acquired businesses. Also contributing to the increase was an<br />

increase of $76.7 million in emergency restoration services primarily resulting from Hurricane Irene, which<br />

impacted the east coast region of the United States.<br />

Operating income increased $123.5 million, or 60.0%, to $329.6 million for the year ended<br />

December 31, 2011, while operating income as a percentage of revenues increased to 10.9% for the year ended<br />

December 31, 2011 from 10.1% for the year ended December 31, 2010. The increases were primarily due to the<br />

overall increase in the volume of segment revenues described above, which improved this segment’s ability to<br />

cover fixed and overhead costs, as well as higher margins earned on certain solar power generation projects and<br />

from emergency restoration services performed in 2011 as compared to 2010. The increase in operating margins<br />

was partially offset by the completion of certain higher margin electric transmission projects during 2010 as<br />

compared to electric transmission projects that were in earlier stages of completion during 2011.<br />

Natural Gas and Pipeline Infrastructure Services Segment Results<br />

Revenues for this segment decreased $378.4 million, or 27.0%, to $1.02 billion for the year ended<br />

December 31, 2011. Revenues were negatively impacted by a decrease in the number and size of projects as a<br />

result of delays in spending by our customers, specifically in connection with natural gas transmission projects.<br />

These decreases were partially offset by increases in revenues from distribution services as a result of the<br />

incremental contribution of certain new master service agreements for natural gas distribution services as well as<br />

increased spending by our customers in certain areas of the United States.<br />

45


Operating income decreased $197.7 million, or 165.9%, to a loss of $78.5 million for the year ended<br />

December 31, 2011. Operating income as a percentage of revenues decreased to a negative 7.7% for the year<br />

ended December 31, 2011 from 8.5% for the year ended December 31, 2010. These decreases were primarily due<br />

to the impact of increased project costs related to performance issues caused by adverse weather conditions and<br />

regulatory restrictions on certain gas transmission projects completed during 2011. Also contributing to these<br />

decreases was a $32.6 million charge to this segment’s operating results in 2011 associated with the withdrawal<br />

of certain of our subsidiaries from an underfunded multi-employer pension plan, as well as the negative impact of<br />

the lower overall revenues described above, which negatively impacted this segment’s ability to cover fixed and<br />

overhead costs.<br />

Telecommunications Infrastructure Services Segment Results<br />

Revenues for this segment increased $84.3 million, or 22.6%, to $457.3 million for the year ended<br />

December 31, 2011. This increase in revenues was primarily due to an increase in the volume of work associated<br />

with stimulus-funded fiber optic network projects during the second half of 2011 as well as higher revenues from<br />

fiber to the cell site initiatives resulting from higher capital spending by our customers. These increases were<br />

partially offset by a decrease in the volume of work associated with a long-haul fiber installation performed<br />

during 2010 that was not replaced during 2011.<br />

Operating income increased $21.9 million, or 147.4%, to $36.8 million for the year ended<br />

December 31, 2011. Operating income as a percentage of revenues increased from 4.0% for the year ended<br />

December 31, 2010 to 8.0% for the year ended December 31, 2011. These increases were primarily due to an<br />

increase in the demand for our services allowing for margin expansion during the second half of 2011, as well as<br />

lower selling, general and administrative expenses that resulted from the restructuring of certain operating units,<br />

which reduced the overall amount of fixed costs associated with the segment.<br />

Fiber Optic Licensing Segment Results<br />

Revenues for this segment increased $5.3 million, or 4.9%, to $112.0 million for the year ended<br />

December 31, 2011. This increase in revenues was primarily a result of our continued network expansion and the<br />

associated revenues from licensing the right to use point-to-point fiber optic telecommunications facilities.<br />

Operating income increased nominally to $54.2 million for the year ended December 31, 2011. Operating<br />

income as a percentage of revenues for the year ended December 31, 2011 decreased to 48.4% from 49.3% for<br />

the year ended December 31, 2010, primarily due to higher network maintenance costs incurred during 2011, as<br />

well as higher construction revenues earned during 2011, which bear lower margins than the fiber optic licensing<br />

revenues generated by this segment.<br />

Corporate and Non-allocated Costs<br />

Certain selling, general and administrative expenses and amortization of intangible assets are not allocated<br />

to segments. Corporate and non-allocated costs for the year ended December 31, 2011 decreased $12.3 million to<br />

$124.3 million. This decrease was primarily due to a decrease of $8.6 million in amortization expense as<br />

previously acquired intangible assets have become fully amortized and a decrease of $7.9 million in acquisition<br />

and integration costs. Partially offsetting these decreases was a $3.0 million increase in costs associated with<br />

various business development initiatives.<br />

46


2010 compared to 2009<br />

Electric Power Infrastructure Services Segment Results<br />

Revenues for this segment decreased $19.6 million, or 0.9%, to $2.05 billion for the year ended<br />

December 31, 2010. Revenues were negatively impacted primarily by a reduction in electric power transmission<br />

services related to the timing of major transmission projects. Partially offsetting this decrease was an increase in<br />

revenues from other electric power infrastructure services, as well as approximately $25.7 million in revenues<br />

contributed from Valard, which was acquired on October 25, 2010. Additionally, revenues were positively<br />

impacted by an increase of approximately $16.7 million in revenues from emergency restoration services, to<br />

approximately $96.5 million in 2010 from approximately $79.8 million in 2009. This increase was primarily due<br />

to the increased work associated with ice storms in the United States during the first quarter of 2010.<br />

Operating income decreased $20.1 million, or 8.9%, to $206.0 million for the year ended December 31,<br />

2010, while operating income as a percentage of revenues decreased to 10.1% for the year ended December 31,<br />

2010 from 10.9% for the year ended December 31, 2009. These decreases were primarily the result of lower<br />

levels of profit being contributed from higher margin electric transmission services due to the timing of major<br />

transmission projects discussed above, coupled with a more competitive pricing environment for smaller scale<br />

transmission projects and distribution services. In addition, margins were lower on emergency restoration<br />

services performed in 2010 as compared to 2009.<br />

Natural Gas and Pipeline Infrastructure Services Segment Results<br />

Revenues for this segment increased $618.6 million, or 78.8%, to $1.40 billion for the year ended<br />

December 31, 2010. This increase was due to the incremental contribution of natural gas transmission service<br />

revenues primarily from the operations of Price Gregory, which was acquired on October 1, 2009.<br />

Operating income increased $56.5 million, or 90.2%, to $119.2 million for the year ended December 31,<br />

2010. Operating income as a percentage of revenues increased to 8.5% for the year ended December 31, 2010<br />

from 8.0% for the year ended December 31, 2009. The increases in operating income and operating margin were<br />

primarily due to the increased revenue contributions resulting from the acquisition of Price Gregory, which led to<br />

a change in the mix of services to a greater volume of higher margin gas transmission services in 2010 as<br />

compared to 2009, as well as the impact of higher overall revenues on this segment’s ability to cover fixed costs.<br />

Telecommunications Infrastructure Services Segment Results<br />

Revenues for this segment decreased $5.4 million, or 1.4%, to $372.9 million for the year ended<br />

December 31, 2010, primarily due to lower revenues from fiber build-out initiatives as a result of continued<br />

reduced capital spending by our customers during 2010 as compared to 2009. This decrease in revenues was<br />

partially offset by an increase in the volume of work associated with long-haul fiber installation during the year<br />

ended December 31, 2010 as compared to 2009.<br />

Operating income decreased $10.5 million, or 41.4%, to $14.9 million for the year ended December 31,<br />

2010, as compared to operating income of $25.3 million for the year ended December 31, 2009. Operating<br />

income as a percentage of revenues decreased from 6.7% for the year ended December 31, 2009 to 4.0% for the<br />

year ended December 31, 2010. These decreases were primarily due to the impact of losses incurred during the<br />

first quarter of 2010 as a result of weather related slowdowns impacting this segment’s productivity, coupled<br />

with lower overall margins on work performed in 2010 as compared to 2009 due to a change in the mix of the<br />

types of services performed during 2010 as a result of continued reduced capital spending by our customers.<br />

47


Fiber Optic Licensing Segment Results<br />

Revenues for this segment increased $19.5 million, or 22.4%, to $106.8 million for the year ended<br />

December 31, 2010. This increase in revenues was primarily a result of our continued network expansion and the<br />

associated revenues from licensing the right to use point-to-point fiber optic telecommunications facilities.<br />

Operating income increased $8.6 million, or 19.4%, to $52.7 million for the year ended December 31, 2010,<br />

primarily as a result of the increased revenues discussed above. Operating income as a percentage of revenues for<br />

the year ended December 31, 2010 remained relatively constant.<br />

Corporate and Non-allocated Costs<br />

Certain selling, general and administrative expenses and amortization of intangible assets are not allocated<br />

to segments. Corporate and non-allocated costs for the year ended December 31, 2010 increased $20.5 million to<br />

$136.6 million. The increase was primarily due to an increase in salaries and benefits costs of approximately<br />

$11.1 million from increased non-cash stock compensation as well as higher personnel and incentive<br />

compensation expenses associated with current levels of operating activity. In addition, acquisition and ongoing<br />

integration costs of $10.6 million were incurred in 2010 compared to $2.8 million in 2009. Also, the costs for the<br />

ongoing implementation of technology solutions increased $1.5 million during the year ended December 31,<br />

2010 as compared to the year ended December 31, 2009.<br />

Liquidity and Capital Resources<br />

Cash Requirements<br />

We anticipate that our cash and cash equivalents on hand, which totaled $315.3 million as of<br />

December 31, 2011, existing borrowing capacity under our credit facility, and our future cash flows from<br />

operations will provide sufficient funds to enable us to meet our future operating needs and our planned capital<br />

expenditures, as well as facilitate our ability to grow in the foreseeable future.<br />

Capital expenditures are expected to total $190 million to $225 million for 2012. Approximately $40 million<br />

to $50 million of the expected 2012 capital expenditures are targeted for the expansion of our fiber optic<br />

networks.<br />

We also evaluate opportunities for strategic acquisitions from time to time that may require cash, as well as<br />

other opportunities to make investments in customer-sponsored projects where we anticipate performing services<br />

such as project management, engineering, procurement or construction services. These investment opportunities<br />

exist in the markets and industries we serve and may take the form of debt or equity investments, which may<br />

require cash.<br />

Management continues to monitor the financial markets and general national and global economic<br />

conditions. We consider our cash investment policies to be conservative in that we maintain a diverse portfolio of<br />

what we believe to be high-quality cash investments with short-term maturities. We were in compliance with our<br />

covenants under our credit facility at December 31, 2011. Accordingly, we do not anticipate that any weakness in<br />

the capital markets will have a material impact on the principal amounts of our cash investments or our ability to<br />

rely upon our existing credit facility for funds. To date, we have experienced no loss of or lack of access to our<br />

cash or cash equivalents or funds available under our credit facility; however, we can provide no assurances that<br />

access to our invested cash and cash equivalents or availability under our credit facility will not be impacted in<br />

the future by adverse conditions in the financial markets.<br />

48


Sources and Uses of Cash<br />

As of December 31, 2011, we had cash and cash equivalents of $315.3 million and working capital of<br />

$984.1 million. We also had $191.4 million of letters of credit outstanding under our credit facility and $508.6<br />

million available for revolving loans or issuing new letters of credit under our credit facility.<br />

Operating Activities<br />

Cash flow from operations is primarily influenced by demand for our services, operating margins and the<br />

type of services we provide, but can also be influenced by working capital needs, in particular on larger projects,<br />

due to the timing of collection of receivables and the settlement of payables and other obligations. Working<br />

capital needs are generally higher during the summer and fall months due to increased demand for our services<br />

when favorable weather conditions exist in many of the regions in which we operate. Conversely, working<br />

capital assets are typically converted to cash during the winter months.<br />

Operating activities provided net cash to us of $218.0 million during 2011 as compared to $240.3 million<br />

during 2010 and $376.9 million during 2009. The decrease in operating cash flows for 2011 as compared to 2010<br />

was primarily due to increased working capital requirements in the fourth quarter of 2011 as a result of an<br />

increase in activities on certain major electric transmission projects. Operating cash flows in 2010 were also<br />

negatively impacted, as compared to 2009, as a result of an increase in working capital levels at December 31,<br />

2010 as compared to 2009 primarily due to the timing of production and billing milestones on certain large<br />

natural gas transmission projects. Additionally, operating cash flows in 2009 were higher than in 2011 and 2010<br />

primarily due to the collection of large accounts receivable and retainage balances in 2009 that were outstanding<br />

at the end of 2008.<br />

Investing Activities<br />

During 2011, we used net cash in investing activities of $281.2 million as compared to $254.3 million and<br />

$119.7 million used in investing activities in 2010 and 2009. Investing activities in 2011 included $172.0 million<br />

used for capital expenditures, partially offset by $9.9 million of proceeds from the sale of equipment. Also<br />

included in investing activities in 2011 were the $35.0 million capital contribution to acquire an equity interest in<br />

HEP and investments made for acquisitions in the third and fourth quarters of 2011, which used cash in the<br />

aggregate amount of $79.7 million. Investing activities in 2010 included $130.3 million of net cash used in<br />

connection with our acquisition of Valard and $149.7 million used for capital expenditures, partially offset by<br />

$25.7 million of proceeds from the sale of equipment. Investing activities in 2009 included $36.2 million of net<br />

cash acquired primarily as a result of our acquisition of Price Gregory. During 2009, we also used $165.0 million<br />

for capital expenditures, partially offset by $9.1 million of proceeds from the sale of equipment. Our industry is<br />

capital intensive, and we expect the need for substantial capital expenditures to continue into the foreseeable<br />

future to meet the anticipated demand for our services. In addition, we expect to continue to pursue strategic<br />

acquisitions and investments, although we cannot predict the timing or magnitude of the potential cash outlays<br />

for these initiatives.<br />

Financing Activities<br />

In 2011, we used net cash in financing activities of $158.7 million as compared to $145.7 million used by<br />

financing activities in 2010 and $1.5 million provided by financing activities in 2009. Financing activities in<br />

2011 primarily related to $149.5 million in common stock repurchases under our stock repurchase program as<br />

well as the loan costs related to the amendment and restatement of our credit facility on August 2, 2011.<br />

Financing activities in 2010 included $143.8 million in payments for the redemption of the aggregate principal<br />

amount of our 3.75% Notes, described below in “Debt Instruments”, as well as $2.3 million in net repayments of<br />

other borrowings during the year ended December 31, 2010. Additionally, we made a $2.4 million cash payment<br />

to a noncontrolling interest as a distribution of profits. These outflows were partially offset by $2.2 million in tax<br />

impacts from stock-based equity awards and $0.5 million received from the exercise of stock options. Net cash<br />

provided by financing activities in 2009 resulted primarily from $2.0 million in net proceeds from borrowings,<br />

coupled with cash inflows of $1.0 million from the exercise of stock options. These inflows were partially offset<br />

by a $1.5 million tax impact from the vesting of stock-based equity awards.<br />

49


Debt Instruments<br />

Credit Facility<br />

We have a credit agreement that provides for a $700.0 million senior secured revolving credit facility<br />

maturing on August 2, 2016. The entire amount of the facility is available for the issuance of letters of credit, and<br />

up to $25.0 million of the facility is available for swing line loans. Up to $100.0 million of the facility is<br />

available for revolving loans and letters of credit in certain alternative currencies in addition to the U.S. dollar.<br />

Borrowings under the credit agreement are to be used to refinance existing indebtedness and for working capital,<br />

capital expenditures and other general corporate purposes. We entered into the credit agreement on August 2,<br />

2011, which amended and restated our prior credit agreement.<br />

As of December 31, 2011, we had approximately $191.4 million of letters of credit issued under the credit<br />

facility and no outstanding revolving loans. The remaining $508.6 million was available for revolving loans or<br />

issuing new letters of credit. Amounts borrowed under the credit agreement in U.S. dollars bear interest, at our<br />

option, at a rate equal to either (a) the Eurocurrency Rate (as defined in the credit agreement) plus 1.25% to<br />

2.50%, as determined based on our Consolidated Leverage Ratio (as described below), plus, if applicable, any<br />

Mandatory Cost (as defined in the credit agreement) required to compensate lenders for the cost of compliance<br />

with certain European regulatory requirements, or (b) the Base Rate (as described below) plus 0.25% to 1.50%,<br />

as determined based on our Consolidated Leverage Ratio. Amounts borrowed under the credit agreement in any<br />

currency other than U.S. dollars bear interest at a rate equal to the Eurocurrency Rate plus 1.25% to 2.50%, as<br />

determined based on our Consolidated Leverage Ratio, plus, if applicable, any Mandatory Cost. Standby letters<br />

of credit issued under the credit agreement are subject to a letter of credit fee of 1.25% to 2.50%, based on our<br />

Consolidated Leverage Ratio, and Performance Letters of Credit (as defined in the credit agreement) issued<br />

under the credit agreement in support of certain contractual obligations are subject to a letter of credit fee of<br />

0.75% to 1.50%, based on our Consolidated Leverage Ratio. We are also subject to a commitment fee of 0.20%<br />

to 0.45%, based on our Consolidated Leverage Ratio, on any unused availability under the credit agreement. The<br />

Consolidated Leverage Ratio is the ratio of our total funded debt to Consolidated EBITDA (as defined in the<br />

credit agreement). For purposes of calculating both the Consolidated Leverage Ratio and the maximum senior<br />

debt to Consolidated EBITDA ratio discussed below, total funded debt and total senior debt are reduced by all<br />

cash and Cash Equivalents (as defined in the credit agreement) held by us in excess of $25.0 million. The Base<br />

Rate equals the highest of (i) the Federal Funds Rate (as defined in the credit agreement) plus 1/2 of 1%,<br />

(ii) Bank of America’s prime rate and (iii) the Eurocurrency Rate plus 1.00%.<br />

Subject to certain exceptions, the credit agreement is secured by substantially all of our assets and the assets<br />

of our wholly owned U.S. subsidiaries, and by a pledge of all of the capital stock of our wholly owned U.S.<br />

subsidiaries and 65% of the capital stock of our direct foreign subsidiaries and the direct foreign subsidiaries of<br />

our wholly owned U.S. subsidiaries. Our wholly owned U.S. subsidiaries also guarantee the repayment of all<br />

amounts due under the credit agreement. Subject to certain conditions, at any time we maintain a corporate credit<br />

rating that is BBB- (stable) or higher by Standard & Poor’s Rating Services and a corporate family rating that is<br />

Baa3 (stable) or higher by Moody’s Investors Services, all collateral will be automatically released from these<br />

liens.<br />

The credit agreement contains certain covenants, including a maximum Consolidated Leverage Ratio and a<br />

minimum interest coverage ratio, in each case as specified in the credit agreement. The credit agreement also<br />

contains a maximum senior debt to Consolidated EBITDA ratio, as specified in the credit agreement, that will be<br />

in effect at any time that the collateral securing the credit agreement has been and remains released. The credit<br />

agreement limits certain acquisitions, mergers and consolidations, indebtedness, capital expenditures, asset sales<br />

and prepayments of indebtedness and, subject to certain exceptions, prohibits liens on assets. The credit<br />

agreement also includes limits on the payment of dividends and stock repurchase programs in any fiscal year<br />

except those payments or other distributions payable solely in capital stock. As of December 31, 2011, we were<br />

in compliance with all of the covenants in the credit agreement.<br />

50


The credit agreement provides for customary events of default and includes cross-default provisions with<br />

our underwriting, continuing indemnity and security agreement with our sureties and all of our other debt<br />

instruments exceeding $30.0 million in borrowings or availability. If an event of default (as defined in the credit<br />

agreement) occurs and is continuing, on the terms and subject to the conditions set forth in the credit agreement,<br />

amounts outstanding under the credit agreement may be accelerated and may become or be declared immediately<br />

due and payable.<br />

Prior to August 2, 2011,we had a credit agreement that provided for a $475.0 million senior secured<br />

revolving credit facility maturing September 19, 2012. Subject to the conditions specified in the prior credit<br />

agreement, borrowings under the prior credit facility were to be used for working capital, capital expenditures<br />

and other general corporate purposes. The entire unused portion of the prior credit facility was available for the<br />

issuance of letters of credit.<br />

Amounts borrowed under the prior credit facility bore interest, at our option, at a rate equal to either (a) the<br />

Eurodollar Rate (as defined in the prior credit agreement) plus 0.875% to 1.75%, as determined by the ratio of<br />

our total funded debt to Consolidated EBITDA (as defined in the prior credit agreement), or (b) the base rate (as<br />

described below) plus 0.00% to 0.75%, as determined by the ratio of our total funded debt to Consolidated<br />

EBITDA. Letters of credit issued under the prior credit facility were subject to a letter of credit fee of 0.875% to<br />

1.75%, based on the ratio of our total funded debt to Consolidated EBITDA. We were also subject to a<br />

commitment fee of 0.15% to 0.35%, based on the ratio of our total funded debt to Consolidated EBITDA, on any<br />

unused availability under the prior credit facility. The base rate equaled the higher of (i) the Federal Funds Rate<br />

(as defined in the prior credit agreement) plus 1/2 of 1% or (ii) the bank’s prime rate.<br />

3.75% Convertible Subordinated Notes<br />

As of December 31, 2011 and December 31, 2010, none of our 3.75% Notes were outstanding. The 3.75%<br />

Notes were originally issued in April 2006 for an aggregate principal amount of $143.8 million and required<br />

semi-annual interest payments on April 30 and October 30 until maturity. On May 14, 2010, we redeemed all of<br />

the $143.8 million aggregate principal amount outstanding of the 3.75% Notes at a redemption price of<br />

101.607% of the principal amount of the notes, plus accrued and unpaid interest to, but not including, the date of<br />

redemption. The redemption resulted in the payment of the aggregate redemption price of $146.1 million and the<br />

recognition of a loss on extinguishment of debt of approximately $7.1 million. Included in the loss on early<br />

extinguishment of debt was a non-cash loss of $3.5 million related to the difference between the net carrying<br />

value and the estimated fair value of the 3.75% Notes calculated as of the date of redemption, the payment of<br />

$2.3 million representing the 1.607% redemption premium above par value and a non-cash loss of $1.3 million<br />

from the write-off of the remaining unamortized deferred financing costs related to the 3.75% Notes.<br />

Off-Balance Sheet Transactions<br />

As is common in our industry, we have entered into certain off-balance sheet arrangements in the ordinary<br />

course of business that result in risks not directly reflected in our balance sheets. Our significant off-balance<br />

sheet transactions include liabilities associated with non-cancelable operating leases, letter of credit obligations,<br />

commitments to expand our fiber optic networks, surety guarantees, multi-employer pension plan liabilities and<br />

obligations relating to our joint venture arrangements. Certain joint venture structures involve risks not directly<br />

reflected in our balance sheets. For certain joint ventures, we have guaranteed all of the obligations of the joint<br />

venture under a contract with the customer. Additionally, other joint venture arrangements qualify as a general<br />

partnership, for which we are jointly and severally liable for all of the obligations of the joint venture. In our joint<br />

venture arrangements, each joint venturer indemnifies the other party for any liabilities incurred in excess of the<br />

liabilities such other party is obligated to bear under the respective joint venture agreement. Other than as<br />

previously discussed, we have not engaged in any material off-balance sheet financing arrangements through<br />

special purpose entities, and we have no material guarantees of the work or obligations of third parties.<br />

51


Leases<br />

We enter into non-cancelable operating leases for many of our facility, vehicle and equipment needs. These<br />

leases allow us to conserve cash by paying a monthly lease rental fee for use of facilities, vehicles and equipment<br />

rather than purchasing them. We may decide to cancel or terminate a lease before the end of its term, in which<br />

case we are typically liable to the lessor for the remaining lease payments under the term of the lease.<br />

We have guaranteed the residual value of the underlying assets under certain of our equipment operating<br />

leases at the date of termination of such leases. We have agreed to pay any difference between this residual value<br />

and the fair market value of each underlying asset as of the lease termination date. As of December 31, 2011, the<br />

maximum guaranteed residual value was approximately $126.0 million. We believe that no significant payments<br />

will be made as a result of the difference between the fair market value of the leased equipment and the<br />

guaranteed residual value. However, there can be no assurance that future significant payments will not be<br />

required.<br />

Letters of Credit<br />

Certain of our vendors require letters of credit to ensure reimbursement for amounts they are disbursing on<br />

our behalf, such as to beneficiaries under our self-funded insurance programs. In addition, from time to time<br />

some customers require us to post letters of credit to ensure payment to our subcontractors and vendors under<br />

those contracts and to guarantee performance under our contracts. Such letters of credit are generally issued by a<br />

bank or similar financial institution. The letter of credit commits the issuer to pay specified amounts to the holder<br />

of the letter of credit if the holder demonstrates that we have failed to perform specified actions. If this were to<br />

occur, we would be required to reimburse the issuer of the letter of credit. Depending on the circumstances of<br />

such a reimbursement, we may also have to record a charge to earnings for the reimbursement. We do not believe<br />

that it is likely that any material claims will be made under a letter of credit in the foreseeable future.<br />

As of December 31, 2011, we had $191.4 million in letters of credit outstanding under our credit facility<br />

primarily to secure obligations under our casualty insurance program. These are irrevocable stand-by letters of<br />

credit with maturities generally expiring at various times throughout 2012. Upon maturity, it is expected that the<br />

majority of these letters of credit will be renewed for subsequent one-year periods.<br />

Performance Bonds and Parent Guarantees<br />

Many customers, particularly in connection with new construction, require us to post performance and<br />

payment bonds issued by a financial institution known as a surety. These bonds provide a guarantee to the<br />

customer that we will perform under the terms of a contract and that we will pay subcontractors and vendors. If<br />

we fail to perform under a contract or to pay subcontractors and vendors, the customer may demand that the<br />

surety make payments or provide services under the bond. We must reimburse the surety for any expenses or<br />

outlays it incurs. Under our underwriting, continuing indemnity and security agreement with our sureties and<br />

with the consent of our lenders under our credit facility, we have granted security interests in certain of our assets<br />

to collateralize our obligations to the sureties. In addition, we have assumed obligations with other sureties with<br />

respect to bonds issued on behalf of acquired companies that were outstanding as of the applicable dates of<br />

acquisition. To the extent these bonds have not expired or been replaced, we may be required to transfer to the<br />

applicable sureties certain of our assets as collateral in the event of default under these other agreements. We<br />

may be required to post letters of credit or other collateral in favor of the sureties or our customers in the future.<br />

Posting letters of credit in favor of the sureties or our customers would reduce the borrowing availability under<br />

our credit facility. To date, we have not been required to make any reimbursements to our sureties for bondrelated<br />

costs. We believe that it is unlikely that we will have to fund significant claims under our surety<br />

arrangements in the foreseeable future. As of December 31, 2011, the total amount of outstanding performance<br />

bonds was approximately $2.18 billion, and the estimated cost to complete these bonded projects was<br />

approximately $722.5 million.<br />

52


From time to time, we guarantee the obligations of our wholly owned subsidiaries, including obligations<br />

under certain contracts with customers, certain lease obligations, certain joint venture arrangements and, in some<br />

states, obligations in connection with obtaining contractors’ licenses. We are not aware of any material<br />

obligations for performance or payment asserted against us under any of these guarantees.<br />

Contractual Obligations<br />

As of December 31, 2011, our future contractual obligations were as follows (in thousands):<br />

Total 2012 2013 2014 2015 2016 Thereafter<br />

Operating lease obligations ..........<br />

Committed capital expenditures for<br />

fiber optic networks under contracts<br />

$132,107 $43,922 $28,924 $18,608 $12,901 $8,969 $18,783<br />

with customers .................. 14,218 14,068 150 — — — —<br />

Total ............................ $146,325 $57,990 $29,074 $18,608 $12,901 $8,969 $18,783<br />

The committed capital expenditures for fiber optic networks represent commitments related to signed<br />

contracts with customers. The amounts are estimates of costs required to build the networks under contract. The<br />

actual capital expenditures related to building the networks could vary materially from these estimates.<br />

As of December 31, 2011, the total unrecognized tax benefits related to uncertain tax positions was $47.4<br />

million. We do not expect any significant amount to be paid related to these positions within the next twelve<br />

months. However, we believe it is reasonably possible that within the next twelve months unrecognized tax<br />

benefits may decrease up to $12.1 million due to the expiration of certain statutes of limitations. We are unable to<br />

make reasonably reliable estimates regarding the timing of future cash outflows, if any, associated with the<br />

remaining unrecognized tax benefits.<br />

The above table does not reflect estimated contractual obligations under the multi-employer pension plans in<br />

which our union employees participate. Several of our operating units are parties to various collective bargaining<br />

agreements that require us to provide to the employees subject to these agreements specified wages and benefits,<br />

as well as to make contributions to multi-employer pension plans. Our multi-employer pension plan contribution<br />

rates generally are specified in the collective bargaining agreements (usually on an annual basis), and<br />

contributions are made to the plans on a “pay-as-you-go” basis based on our union employee payrolls. Our<br />

obligations for contributions to multi-employer pension plans cannot be determined for future periods because<br />

the location and number of union employees that we have employed at any given time and the plans in which<br />

they may participate vary depending on the projects we have ongoing at any time and the need for union<br />

resources in connection with those projects.<br />

We may also have additional liabilities imposed by law as a result of our participation in multi-employer<br />

defined benefit pension plans. The Employee Retirement Income Security Act of 1974, as amended by the Multi-<br />

Employer Pension Plan Amendments Act of 1980, imposes certain liabilities upon employers who are<br />

contributors to a multi-employer plan if the employer withdraws from the plan or the plan is terminated or<br />

experiences a mass withdrawal. These liabilities include an allocable share of the unfunded vested benefits in the<br />

plan for all plan participants, not merely the benefits payable to a contributing employer’s own retirees. Other<br />

than as noted below, we are not aware of any material amounts of withdrawal liability that have been or are<br />

expected to be incurred as a result of a withdrawal by any of our operating units from any multi-employer<br />

defined benefit pension plans.<br />

We may also be required to make additional contributions to our multi-employer pension plans if they<br />

become underfunded, and these additional contributions generally will be determined based on our union<br />

employee payrolls. The Pension Protection Act of 2006 added special funding and operational rules generally<br />

applicable to plan years beginning after 2007 for multi-employer plans that are classified as “endangered,”<br />

53


“seriously endangered” or “critical” status. Plans in these classifications must adopt measures to improve their<br />

funded status through a funding improvement or rehabilitation plan, which may require additional contributions<br />

from employers (which may take the form of a surcharge on benefit contributions) and/or modifications to retiree<br />

benefits. A number of multi-employer plans to which our operating units contribute or may contribute in the<br />

future are in “endangered,” “seriously endangered” or “critical” status. The amount of additional funds, if any,<br />

that we may be obligated to contribute to these plans in the future cannot be estimated and is not included in the<br />

above table, as such amounts will likely be based on future work that requires the specific use of the union<br />

employees covered by these plans, and the amount of that future work and the number of employees that may be<br />

affected cannot reasonably be estimated.<br />

We recorded a partial withdrawal liability of approximately $32.6 million in the fourth quarter of 2011<br />

related to the withdrawal by certain of our subsidiaries from the Central States, Southeast and Southwest Areas<br />

Pension Plan (the Central States Plan). The partial withdrawal liability we recognized is based on the most recent<br />

information and estimates received from the Central States Plan during 2011 for a complete withdrawal by all of<br />

our subsidiaries participating in the Central States Plan. We expect to receive a formal assessment of the partial<br />

withdrawal liability from the Central States Plan, which is expected to occur no earlier than 2013, and we may<br />

seek to challenge and further negotiate the assessment at that time. As a result, the final partial withdrawal<br />

liability cannot yet be determined with certainty and could be materially higher or lower than the charges we<br />

have recognized. Following the formal assessment, we will be required to pay the assessed amount over a period<br />

of years, although the number of years is not certain and we may also negotiate a lump-sum payment. As a result<br />

of these various factors, the estimated partial withdrawal liability of $32.6 million has not been included in the<br />

table above. For additional information regarding the partial withdrawal liability, see Note 14 of the Notes to<br />

Consolidated Financial Statements in Items 8. “Financial Statements and Supplementary Data.”<br />

Self-Insurance<br />

We are insured for employer’s liability, general liability, auto liability and workers’ compensation claims.<br />

As of August 1, 2011, all policies were renewed with deductibles continuing at existing levels of $5.0 million per<br />

occurrence, other than employer’s liability, which is subject to a deductible of $1.0 million. We also have<br />

employee health care benefit plans for most employees not subject to collective bargaining agreements, of which<br />

the primary domestic plan is subject to a deductible of $350,000 per claimant per year.<br />

Losses under all of these insurance programs are accrued based upon our estimate of the ultimate liability<br />

for claims reported and an estimate of claims incurred but not reported, with assistance from third-party<br />

actuaries. These insurance liabilities are difficult to assess and estimate due to unknown factors, including the<br />

severity of an injury, the extent of damage, the determination of our liability in proportion to other parties and the<br />

number of incidents not reported. The accruals are based upon known facts and historical trends, and<br />

management believes such accruals are adequate. As of December 31, 2011 and 2010, the gross amount accrued<br />

for insurance claims totaled $201.2 million and $216.8 million, with $155.4 million and $164.3 million<br />

considered to be long-term and included in other non-current liabilities. Related insurance recoveries/receivables<br />

as of December 31, 2011 and 2010 were $63.1 million and $66.3 million, of which $9.8 million and $9.4 million<br />

are included in prepaid expenses and other current assets and $53.3 million and $56.9 million are included in<br />

other assets, net.<br />

We renew our insurance policies on an annual basis, and therefore deductibles and levels of insurance<br />

coverage may change in future periods. In addition, insurers may cancel our coverage or determine to exclude<br />

certain items from coverage, or we may elect not to obtain certain types or incremental levels of insurance if we<br />

believe that the cost to obtain such coverage is too high for the additional benefit obtained. In any such event, our<br />

overall risk exposure would increase, which could negatively affect our results of operations, financial condition<br />

and cash flows.<br />

Concentration of Credit Risk<br />

We are subject to concentrations of credit risk related primarily to our cash and cash equivalents and our<br />

accounts receivable, including amounts related to unbilled accounts receivable and costs and estimated earnings<br />

54


in excess of billings on uncompleted contracts. Substantially all of our cash investments are managed by what we<br />

believe to be high credit quality financial institutions. In accordance with our investment policies, these<br />

institutions are authorized to invest this cash in a diversified portfolio of what we believe to be high quality<br />

investments, which primarily include interest-bearing demand deposits, money market mutual funds and<br />

investment grade commercial paper with original maturities of three months or less. Although we do not<br />

currently believe the principal amount of these investments is subject to any material risk of loss, economic<br />

conditions have significantly impacted the interest income we receive from these investments and is likely to<br />

continue to do so in the future. In addition, we grant credit under normal payment terms, generally without<br />

collateral, to our customers, which include electric power, natural gas and pipeline companies,<br />

telecommunications service providers, governmental entities, general contractors, and builders, owners and<br />

managers of commercial and industrial properties located primarily in the United States and Canada.<br />

Consequently, we are subject to potential credit risk related to changes in business and economic factors<br />

throughout the United States and Canada, which may be heightened as a result of depressed economic and<br />

financial market conditions that have existed in recent years. However, we generally have certain statutory lien<br />

rights with respect to services provided. Under certain circumstances, such as foreclosures or negotiated<br />

settlements, we may take title to the underlying assets in lieu of cash in settlement of receivables. In such<br />

circumstances, extended time frames may be required to liquidate these assets, causing the amounts realized to<br />

differ from the value of the assumed receivable. Historically, some of our customers have experienced significant<br />

financial difficulties, and others may experience financial difficulties in the future. These difficulties expose us to<br />

increased risk related to collectability of billed and unbilled receivables and costs and estimated earnings in<br />

excess of billings on uncompleted contracts for services we have performed. One customer accounted for<br />

approximately 11% of consolidated revenues during the year ended December 31, 2010 and approximately 12%<br />

of billed and accrued receivables at December 31, 2010. Business with this customer is included in the Natural<br />

Gas and Pipeline Infrastructure Services segment. No other customers represented 10% or more of revenues for<br />

the years ended December 31, 2011, 2010 and 2009 or of billed and unbilled accounts receivable as of<br />

December 31, 2011 and 2010.<br />

Litigation and Claims<br />

We are from time to time party to various lawsuits, claims and other legal proceedings that arise in the<br />

ordinary course of business. These actions typically seek, among other things, compensation for alleged personal<br />

injury, breach of contract and/or property damages, employment-related damages, punitive damages, civil<br />

penalties or other losses, or injunctive or declaratory relief. With respect to all such lawsuits, claims and<br />

proceedings, we record a reserve when it is probable that a liability has been incurred and the amount of loss can<br />

be reasonably estimated. In addition, we disclose matters for which management believes a material loss is at<br />

least reasonably possible. See Note 14 of the Notes to Consolidated Financial Statements in Item 8. “Financial<br />

Statements and Supplementary Data” for additional information regarding litigation and claims.<br />

Related Party Transactions<br />

In the normal course of business, we enter into transactions from time to time with related parties. These<br />

transactions typically take the form of facility leases with prior owners of certain acquired companies.<br />

Inflation<br />

Due to relatively low levels of inflation experienced during the years ended December 31, 2011, 2010 and<br />

2009, inflation did not have a significant effect on our results.<br />

New Accounting Pronouncements<br />

Adoption of New Accounting Pronouncements. During the quarter ended December 31, 2011, we adopted<br />

Accounting Standards Update (ASU) 2011-09, “Compensation — Retirement Benefits — Multiemployer Plans<br />

(Subtopic 715-80): Disclosures about an Employer’s Participation in a Multiemployer Plan” (ASU 2011-09).<br />

55


This guidance requires employers to make various disclosures for each individually significant multiemployer<br />

plan that provides pension benefits to its employees. Generally, an employer must disclose the employer’s<br />

contributions to the plan during the period and provide a description of the nature and effect of any significant<br />

changes that affect comparability of total employer contributions from period to period. Additionally, the<br />

employer is required to provide a description of the nature of the plan benefits, a qualitative description of the<br />

extent to which the employer could be responsible for the obligations of the plan, including benefits earned by<br />

employees during employment with another employer and other quantitative information, to the extent available,<br />

as of the most recent date available, to help users understand the financial information for each significant plan.<br />

An employer should also provide disclosures for total contributions made to all plans that are not individually<br />

significant and total contributions made to all plans. If certain quantitative information cannot be obtained<br />

without undue cost and effort, that quantitative information may be omitted, although the employer should<br />

describe what information has been omitted and why. The required disclosures must be provided retrospectively<br />

for all prior periods. The adoption of ASU 2011-09 did not have a material impact on our consolidated financial<br />

position, results of operations or cash flows but did impact the disclosures in the notes to our consolidated<br />

financial statements.<br />

In May 2011, the Financial Accounting Standards Board (FASB) issued ASU 2011-04, “Fair Value<br />

Measurement (Topic 820): Amendments to Achieve Common Fair Value Measurement and Disclosure<br />

Requirements in U.S. GAAP and IFRSs” (ASU 2011-04), which is effective for annual reporting periods<br />

beginning after December 15, 2011. This guidance amends certain accounting and disclosure requirements<br />

related to fair value measurements. Additional disclosure requirements in the update include: (1) for Level 3 fair<br />

value measurements, quantitative information about unobservable inputs used, a description of the valuation<br />

processes used by the entity, and a qualitative discussion about the sensitivity of the measurements to changes in<br />

the unobservable inputs; (2) for an entity’s use of a nonfinancial asset that is different from the asset’s highest<br />

and best use, the reason for the difference; (3) for financial instruments not measured at fair value but for which<br />

disclosure of fair value is required, the fair value hierarchy level in which the fair value measurements were<br />

determined; and (4) the disclosure of all transfers between Level 1 and Level 2 of the fair value hierarchy. We<br />

adopted ASU 2011-04 on January 1, 2012. We do not anticipate that ASU 2011-04 will have a material impact<br />

on our consolidated financial statements, but will consider whether any additional disclosures are necessary.<br />

In June 2011, the FASB issued ASU 2011-05, “Comprehensive Income (Topic 220): Presentation of<br />

Comprehensive Income” (ASU 2011-05), which is effective for annual reporting periods beginning after<br />

December 15, 2011. Accordingly, we adopted ASU 2011-05 on January 1, 2012. This guidance eliminates the<br />

option to present the components of other comprehensive income as part of the statement of changes in<br />

stockholders’ equity. This guidance is intended to increase the prominence of other comprehensive income in<br />

financial statements by requiring that such amounts be presented either in a single continuous statement of<br />

income and comprehensive income or separately in consecutive statements of income and comprehensive<br />

income. The adoption of ASU 2011-05 is not expected to have a material impact on our disclosures.<br />

Accounting Standards Not Yet Adopted. In September 2011, the FASB issued ASU 2011-08,<br />

“Intangibles — Goodwill and Other (Topic 350): Testing Goodwill for Impairment (the revised standard)”<br />

(ASU 2011-08), which is effective for annual and interim goodwill impairment tests performed for fiscal years<br />

beginning after December 15, 2011. This guidance gives entities the option to first assess qualitative factors to<br />

determine whether it is necessary to perform the current two-step goodwill impairment test. If an entity believes<br />

that, as a result of its qualitative assessment, it is more likely than not that the fair value of a reporting unit is less<br />

than its carrying amount, the quantitative impairment test is required. Otherwise, no further testing is required.<br />

An entity can choose to perform the qualitative assessment on none, some or all of its reporting units. An entity<br />

can also bypass the qualitative assessment for any reporting unit in any period and proceed directly to step one of<br />

the impairment test, and then resume performing the qualitative assessment in any subsequent period. ASU 2011-<br />

08 also includes new qualitative indicators that replace those currently used to determine whether an interim<br />

goodwill impairment test is required to be performed. The adoption of ASU 2011-08 is not expected to have a<br />

material impact on our financial position, results of operations or cash flows.<br />

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Critical Accounting Policies<br />

The discussion and analysis of our financial condition and results of operations are based on our<br />

consolidated financial statements, which have been prepared in accordance with accounting principles generally<br />

accepted in the United States. The preparation of these consolidated financial statements requires us to make<br />

estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent<br />

assets and liabilities known to exist as of the date the consolidated financial statements are published and the<br />

reported amounts of revenues and expenses recognized during the periods presented. We review all significant<br />

estimates affecting our consolidated financial statements on a recurring basis and record the effect of any<br />

necessary adjustments prior to their publication. Judgments and estimates are based on our beliefs and<br />

assumptions derived from information available at the time such judgments and estimates are made.<br />

Uncertainties with respect to such estimates and assumptions are inherent in the preparation of financial<br />

statements. There can be no assurance that actual results will not differ from those estimates. Management has<br />

reviewed its development and selection of critical accounting estimates with the audit committee of our Board of<br />

Directors. We believe the following accounting policies affect our more significant judgments and estimates used<br />

in the preparation of our consolidated financial statements:<br />

Revenue Recognition<br />

Infrastructure Services — Through our Electric Power Infrastructure Services, Natural Gas and Pipeline<br />

Infrastructure Services and Telecommunications Infrastructure Services segments, we design, install and<br />

maintain networks for customers in the electric power, natural gas, oil and telecommunications industries. These<br />

services may be provided pursuant to master service agreements, repair and maintenance contracts and fixed<br />

price and non-fixed price installation contracts. Pricing under these contracts may be competitive unit price, costplus/hourly<br />

(or time and materials basis) or fixed price (or lump sum basis), and the final terms and prices of<br />

these contracts are frequently negotiated with the customer. Under unit-based contracts, the utilization of an<br />

output-based measurement is appropriate for revenue recognition. Under these contracts, we recognize revenue<br />

as units are completed based on pricing established between us and the customer for each unit of delivery, which<br />

best reflects the pattern in which the obligation to the customer is fulfilled. Under our cost-plus/hourly and time<br />

and materials type contracts, we recognize revenue on an input basis, as labor hours are incurred and services are<br />

performed.<br />

Revenues from fixed price contracts are recognized using the percentage-of-completion method, measured<br />

by the percentage of costs incurred to date to total estimated costs for each contract. These contracts provide for a<br />

fixed amount of revenues for the entire project. Such contracts provide that the customer accept completion of<br />

progress to date and compensate us for services rendered, which may be measured in terms of units installed,<br />

hours expended or some other measure of progress. Contract costs include all direct materials, labor and<br />

subcontract costs and those indirect costs related to contract performance, such as indirect labor, supplies, tools,<br />

repairs and depreciation costs. Much of the materials associated with our work are owner-furnished and are<br />

therefore not included in contract revenues and costs. The cost estimation process is based on the professional<br />

knowledge and experience of our engineers, project managers and financial professionals. Changes in job<br />

performance, job conditions and final contract settlements are factors that influence management’s assessment of<br />

total contract value and the total estimated costs to complete those contracts and therefore, our profit recognition.<br />

Changes in these factors may result in revisions to costs and income, and their effects are recognized in the<br />

period in which the revisions are determined. Provisions for losses on uncompleted contracts are made in the<br />

period in which such losses are determined to be probable and the amount can be reasonably estimated. If actual<br />

results significantly differ from our estimates used for revenue recognition and claim assessments, our financial<br />

condition and results of operations could be materially impacted.<br />

We may incur costs subject to change orders, whether approved or unapproved by the customer, and/or<br />

claims related to certain contracts. We determine the probability that such costs will be recovered based upon<br />

evidence such as past practices with the customer, specific discussions or preliminary negotiations with the<br />

customer or verbal approvals. We treat items as a cost of contract performance in the period incurred if it is not<br />

57


probable that the costs will be recovered or will recognize revenue if it is probable that the contract price will be<br />

adjusted and can be reliably estimated. As of December 31, 2011 and 2010, we had approximately $77.3 million<br />

and $83.1 million of change orders and/or claims that had been included as contract price adjustments on certain<br />

contracts which were in the process of being negotiated in the normal course of business.<br />

The current asset “Costs and estimated earnings in excess of billings on uncompleted contracts” represents<br />

revenues recognized in excess of amounts billed for fixed price contracts. The current liability “Billings in excess<br />

of costs and estimated earnings on uncompleted contracts” represents billings in excess of revenues recognized<br />

for fixed price contracts.<br />

Fiber Optic Licensing — The Fiber Optic Licensing segment constructs and licenses the right to use fiber<br />

optic telecommunications facilities to its customers pursuant to licensing agreements, typically with terms from<br />

five to twenty-five years, inclusive of certain renewal options. Under those agreements, customers are provided<br />

the right to use a portion of the capacity of a fiber optic facility, with the facility owned and maintained by us.<br />

Revenues, including any initial fees or advance billings, are recognized ratably over the expected length of the<br />

agreements, including probable renewal periods. As of December 31, 2011 and 2010, initial fees and advance<br />

billings on these licensing agreements not yet recorded in revenue were $47.4 million and $44.4 million and are<br />

recognized as deferred revenue, with $38.3 million and $34.7 million considered to be long-term and included in<br />

other non-current liabilities. Actual revenues may differ from those estimates if the contracts are not renewed as<br />

expected.<br />

Self-Insurance. We are insured for employer’s liability, general liability, auto liability and workers’<br />

compensation claims. Since August 1, 2009, policy deductible levels are $5.0 million per occurrence, other than<br />

employer’s liability, which is subject to a deductible of $1.0 million. We also have employee healthcare benefit<br />

plans for most employees not subject to collective bargaining agreements, of which the primary plan is subject to<br />

a deductible of $350,000 per claimant per year. For the policy year ended July 31, 2009, employer’s liability<br />

claims were subject to a deductible of $1.0 million per occurrence, general liability and auto liability claims were<br />

subject to a deductible of $3.0 million per occurrence, and workers’ compensation claims were subject to a<br />

deductible of $2.0 million per occurrence. Additionally, for the policy year ended July 31, 2009, our workers’<br />

compensation claims were subject to an annual cumulative aggregate liability of up to $1.0 million on claims in<br />

excess of $2.0 million per occurrence. Our deductibles were generally lower in periods prior to August 1, 2008.<br />

Losses under all of these insurance programs are accrued based upon our estimates of the ultimate liability<br />

for claims reported and an estimate of claims incurred but not reported, with assistance from third-party<br />

actuaries. These insurance liabilities are difficult to assess and estimate due to unknown factors, including the<br />

severity of an injury, the extent of damage, the determination of our liability in proportion to other parties and the<br />

number of incidents not reported. The accruals are based upon known facts and historical trends, and<br />

management believes such accruals are adequate. As of December 31, 2011 and 2010, the gross amount accrued<br />

for insurance claims totaled $201.2 million and $216.8 million, with $155.4 million and $164.3 million<br />

considered to be long-term and included in other non-current liabilities. Related insurance recoveries/receivables<br />

as of December 31, 2011 and 2010 were $63.1 million and $66.3 million, of which $9.8 million and $9.4 million<br />

are included in prepaid expenses and other current assets and $53.3 million and $56.9 million are included in<br />

other assets, net.<br />

We renew our insurance policies on an annual basis, and therefore deductibles and levels of insurance<br />

coverage may change in future periods. In addition, insurers may cancel our coverage or determine to exclude<br />

certain items from coverage, or we may elect not to obtain certain types or incremental levels of insurance if we<br />

believe that the cost to obtain such coverage is too high for the additional benefit obtained. In any such event, our<br />

overall risk exposure would increase, which could negatively affect our results of operations, financial condition<br />

and cash flows.<br />

Valuation of Goodwill. We have recorded goodwill in connection with our acquisitions. Goodwill is<br />

subject to an annual assessment for impairment using a two-step fair value-based test, which we perform at the<br />

58


operating unit level. Each of our operating units is organized into one of three internal divisions, which are<br />

closely aligned with our reportable segments, based on the predominant type of work performed by the operating<br />

unit at the point in time the divisional designation is made. Because separate measures of assets and cash flows<br />

are not produced or utilized by management to evaluate segment performance, our impairment assessments of<br />

our goodwill do not include any consideration of assets and cash flows by reportable segment. As a result, we<br />

have determined that our individual operating units represent our reporting units for the purpose of assessing<br />

goodwill impairments.<br />

Our goodwill impairment assessment is performed annually at year-end, or more frequently if events or<br />

circumstances exist which indicate that goodwill may be impaired. For instance, a decrease in our market<br />

capitalization below book value, a significant change in business climate or a loss of a significant customer,<br />

among other things, may trigger the need for interim impairment testing of goodwill associated with one or all of<br />

our reporting units. The first step of the two-step fair value-based test involves comparing the fair value of each<br />

of our reporting units with its carrying value, including goodwill. If the carrying value of the reporting unit<br />

exceeds its fair value, the second step is performed. The second step compares the carrying amount of the<br />

reporting unit’s goodwill to the implied fair value of its goodwill. If the implied fair value of goodwill is less than<br />

the carrying amount, an impairment loss would be recorded as a reduction to goodwill with a corresponding<br />

charge to operating expense.<br />

We determine the fair value of our reporting units using a weighted combination of the discounted cash<br />

flow, market multiple and market capitalization valuation approaches, with heavier weighting on the discounted<br />

cash flow method, as in management’s opinion, this method currently results in the most accurate calculation of a<br />

reporting unit’s fair value. Determining the fair value of a reporting unit requires judgment and the use of<br />

significant estimates and assumptions. Such estimates and assumptions include revenue growth rates, operating<br />

margins, discount rates, weighted average costs of capital and future market conditions, among others. We<br />

believe that the estimates and assumptions used in our impairment assessments are reasonable and based on<br />

available market information, but variations in any of the assumptions could result in materially different<br />

calculations of fair value and determinations of whether or not an impairment is indicated.<br />

Under the discounted cash flow method, we determine fair value based on the estimated future cash flows of<br />

each reporting unit, discounted to present value using risk-adjusted industry discount rates, which reflect the<br />

overall level of inherent risk of a reporting unit and the rate of return an outside investor would expect to earn.<br />

Cash flow projections are derived from budgeted amounts and operating forecasts (typically a two-year model)<br />

plus an estimate of later period cash flows, all of which are evaluated by management. Subsequent period cash<br />

flows are developed for each reporting unit using growth rates that management believes are reasonably likely to<br />

occur along with a terminal value derived from the reporting unit’s earnings before interest, taxes, depreciation<br />

and amortization (EBITDA). The EBITDA multiples for each reporting unit are based on trailing twelve-month<br />

comparable industry data.<br />

Under the market multiple and market capitalization approaches, we determine the estimated fair value of<br />

each of our reporting units by applying transaction multiples to each reporting unit’s projected EBITDA and then<br />

averaging that estimate with similar historical calculations using either a one, two or three year average. For the<br />

market capitalization approach, we add a reasonable control premium, which is estimated as the premium that<br />

would be received in a sale of the reporting unit in an orderly transaction between market participants.<br />

59


The projected cash flows and estimated levels of EBITDA by reporting unit were used to determine fair<br />

value under the three approaches discussed herein. The following table presents the significant estimates used by<br />

management in determining the fair values of our reporting units at December 31, 2011, 2010 and 2009:<br />

Operating Units<br />

Providing<br />

Predominantly<br />

Electric Power and<br />

Natural Gas<br />

and Pipeline<br />

Services<br />

Operating Units<br />

Providing<br />

Predominantly<br />

Telecommunications<br />

Services<br />

Operating Unit<br />

Providing<br />

Fiber Optic Licensing<br />

2011 2010 2009 2011 2010 2009 2011 2010 2009<br />

Years of cash flows before<br />

terminal value ............. 5 5 5 5 5 5 15 15 15<br />

Discount rates ............... 13% 15% 15% 13% 14%to15%14%to15% 14% 14% 14%<br />

EBITDA multiples ...........4.5to8.04.5to8.05.0to7.54.5to5.5 Weighting of three approaches:<br />

4.5to5.53.5to5.59.5 9.5 9.5<br />

Discounted cash flows ...... 70% 70% 70% 70% 70% 70% 90% 90% 90%<br />

Market multiple ........... 15% 15% 15% 15% 15% 15% 5% 5% 5%<br />

Market capitalization ....... 15% 15% 15% 15% 15% 15% 5% 5% 5%<br />

For recently acquired reporting units, a step one impairment test may indicate an implied fair value that is<br />

substantially similar to the reporting unit’s carrying value. Such similarities in value are generally an indication<br />

that management’s estimates of future cash flows associated with the recently acquired reporting unit remain<br />

relatively consistent with the assumptions that were used to derive its initial fair value. During the fourth quarter<br />

of 2011, a goodwill impairment analysis was performed for each of our operating units, which indicated that the<br />

implied fair value of each of our operating units was substantially in excess of carrying value. Following the<br />

analysis, management concluded that no impairment was indicated at any operating unit. As discussed generally<br />

above, when evaluating the 2011 step one impairment test results, management considered many factors in<br />

determining whether or not an impairment of goodwill for any reporting unit was reasonably likely to occur in<br />

future periods, including future market conditions and the economic environment in which our reporting units<br />

were operating. Circumstances such as continued market declines, the loss of a major customer or other factors<br />

could impact the valuation of goodwill in future periods.<br />

The goodwill analysis performed for each operating unit was based on estimates and industry comparables<br />

obtained from the electric power, natural gas and pipeline, telecommunications and fiber optic licensing<br />

industries, and no impairment was indicated. The 15-year discounted cash flow model used for fiber optic<br />

licensing was based on the long-term nature of the underlying fiber network licensing agreements.<br />

We assigned a higher weighting to the discounted cash flow approach in all periods to reflect increased<br />

expectations of market value being determined from a “held and used” model. Discount rates for the 2011<br />

analysis were decreased for the operating units providing predominately electric power, natural gas and pipeline<br />

and telecommunications infrastructure services due to generally more favorable market conditions for these<br />

operating units from 2010. At December 31, 2010, certain EBITDA multiples were increased slightly from 2009<br />

to reflect more favorable market conditions as the effects of the economic recession had lessened.<br />

As stated previously, cash flows are derived from budgeted amounts and operating forecasts that have been<br />

evaluated by management. In connection with the 2011 assessment, projected annual growth rates by reporting<br />

unit varied widely with ranges from 0% to 39% for operating units in the electric power and the natural gas and<br />

pipeline divisions, 0% to 30% for operating units in telecommunications and 0% to 20% for the operating unit in<br />

fiber optic licensing.<br />

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Estimating future cash flows requires significant judgment, and our projections may vary from cash flows<br />

eventually realized. Changes in our judgments and projections could result in a significantly different estimate of<br />

the fair value of reporting units and intangible assets and could result in an impairment. Variances in the<br />

assessment of market conditions, projected cash flows, cost of capital, growth rates and acquisition multiples<br />

applied could have an impact on the assessment of impairments and any amount of goodwill impairment charges<br />

recorded. For example, lower growth rates, lower acquisition multiples or higher costs of capital assumptions<br />

would all individually lead to lower fair value assessments and potentially increased frequency or size of<br />

goodwill impairments. Any goodwill or other intangible impairment would be included in the consolidated<br />

statements of operations.<br />

Based on the first step of the goodwill impairment analysis, we determined that, as of December 31, 2011,<br />

the fair value of each reporting unit was in excess of its carrying value. We considered the sensitivity of these fair<br />

value estimates to changes in certain of management’s assumptions, and after giving consideration to at least a<br />

10% decrease in the fair value of each of our reporting units, the results of our assessment would not have<br />

changed. Additionally, we compared the sum of fair values of our reporting units to our market capitalization at<br />

December 31, 2011 and determined that the excess of the aggregate fair value of all reporting units to our market<br />

capitalization reflected a reasonable control premium. Our market capitalization at December 31, 2011 was<br />

approximately $4.53 billion, and our total equity was approximately $3.39 billion. Accordingly, we determined<br />

that there was no goodwill impairment at December 31, 2011. Increases in the carrying value of individual<br />

reporting units that may be indicated by our impairment tests are not recorded, therefore we may record goodwill<br />

impairments in the future, even when the aggregate fair value of our reporting units as a whole may increase.<br />

We and our customers continue to operate in a challenging business environment, with increasing regulatory<br />

requirements and only gradual recovery in the economy and capital markets from recessionary levels. We are<br />

closely monitoring our customers and the effect that changes in economic and market conditions have had or<br />

may have on them. Certain of our customers have reduced spending in recent years, which we attribute to the<br />

negative economic and market conditions, and we anticipate that these negative conditions may continue to affect<br />

demand for some of our services in the near-term. We continue to evaluate the impact of the economic<br />

environment on our reporting units and the valuation of recorded goodwill. Although we are not aware of<br />

circumstances that would lead to a goodwill impairment at a reporting unit currently, circumstances such as a<br />

continued market decline, the loss of a major customer or other factors could impact the valuation of goodwill in<br />

the future.<br />

Our goodwill is included in multiple reporting units. Due to the cyclical nature of our business, and the other<br />

factors described under “Risk Factors” in Item 1A, the profitability of our individual reporting units may suffer<br />

from downturns in customer demand and other factors. These factors may have a disproportionate impact on the<br />

individual reporting units as compared to Quanta as a whole and might adversely affect such fair value of<br />

individual reporting units. If material adverse conditions occur that impact our reporting units, our future<br />

estimates of fair value may not support the carrying amount of one or more of our reporting units, and the related<br />

goodwill would need to be written down to an amount considered recoverable.<br />

Valuation of Other Intangibles. Our intangible assets include customer relationships, backlog, trade<br />

names, non-compete agreements, patented rights and developed technology and software, all subject to<br />

amortization, along with other intangible assets not subject to amortization. The value of customer relationships<br />

is estimated as of the date a business is acquired using the value-in-use concept utilizing the income approach,<br />

specifically the excess earnings method. The excess earnings analysis consists of discounting to present value the<br />

projected cash flows attributable to the customer relationships, with consideration given to customer contract<br />

renewals, the importance or lack thereof of existing customer relationships to our business plan, income taxes<br />

and required rates of return. We value backlog as of the date a business is acquired based upon the contractual<br />

nature of the backlog within each service line, using the income approach to discount back to present value the<br />

cash flows attributable to the backlog. The value of trade names is estimated as of the date a business is acquired<br />

61


using the relief-from-royalty method of the income approach. This approach is based on the assumption that in<br />

lieu of ownership, a company would be willing to pay a royalty in order to exploit the related benefits of this<br />

intangible asset.<br />

We amortize intangible assets based upon the estimated consumption of the economic benefits of each<br />

intangible asset or on a straight-line basis if the pattern of economic benefits consumption cannot otherwise be<br />

reliably estimated. Intangible assets subject to amortization are reviewed for impairment and are tested for<br />

recoverability whenever events or changes in circumstances indicate that the carrying amount may not be<br />

recoverable. For instance, a significant change in business climate or a loss of a significant customer, among<br />

other things, may trigger the need for interim impairment testing of intangible assets. An impairment loss would<br />

be recognized if the carrying amount of an intangible asset is not recoverable and its carrying amount exceeds its<br />

fair value.<br />

Valuation of Long-Lived Assets. We review long-lived assets for impairment whenever events or changes<br />

in circumstances indicate that the carrying amount may not be realizable. If an evaluation is required, the<br />

estimated future undiscounted cash flows associated with the asset are compared to the asset’s carrying amount<br />

to determine if an impairment of such asset is necessary. This requires us to make long-term forecasts of the<br />

future revenues and costs related to the assets subject to review. Forecasts require assumptions about demand for<br />

our products and future market conditions. Estimating future cash flows requires significant judgment, and our<br />

projections may vary from the cash flows eventually realized. Future events and unanticipated changes to<br />

assumptions could require a provision for impairment in a future period. The effect of any impairment would be<br />

to expense the difference between the fair value of such asset and its carrying value. Such expense would be<br />

reflected in income (loss) from operations in the consolidated statements of operations. In addition, we estimate<br />

the useful lives of our long-lived assets and other intangibles and periodically review these estimates to<br />

determine whether these lives are appropriate.<br />

Current and Long-term Accounts and Notes Receivable and Allowance for Doubtful Accounts. We provide<br />

an allowance for doubtful accounts when collection of an account or note receivable is considered doubtful, and<br />

receivables are written off against the allowance when deemed uncollectible. Inherent in the assessment of the<br />

allowance for doubtful accounts are certain judgments and estimates including, among others, our customer’s<br />

access to capital, our customer’s willingness or ability to pay, general economic and market conditions and the<br />

ongoing relationship with the customer. Quanta considers accounts receivable delinquent after 30 days but does<br />

not generally include delinquent accounts in its analysis of the allowance for doubtful accounts unless the<br />

accounts receivable have been outstanding for at least 90 days. In addition to balances that have been outstanding<br />

for 90 days or more, Quanta also includes accounts receivable in its analysis of the allowance for doubtful<br />

accounts if they relate to customers in bankruptcy or with other known difficulties. Under certain circumstances<br />

such as foreclosures or negotiated settlements, we may take title to the underlying assets in lieu of cash in<br />

settlement of receivables. Material changes in our customers’ business or cash flows, which may be impacted by<br />

negative economic and market conditions, could affect our ability to collect amounts due from them. Should<br />

customers experience financial difficulties or file for bankruptcy, or should anticipated recoveries relating to the<br />

receivables in existing bankruptcies or other workout situations fail to materialize, we could experience reduced<br />

cash flows and losses in excess of current allowances provided.<br />

Income Taxes. We follow the liability method of accounting for income taxes. Under this method, deferred<br />

tax assets and liabilities are recorded for future tax consequences of temporary differences between the financial<br />

reporting and tax bases of assets and liabilities, and are measured using the enacted tax rates and laws that are<br />

expected to be in effect when the underlying assets or liabilities are recovered or settled.<br />

We regularly evaluate valuation allowances established for deferred tax assets for which future realization is<br />

uncertain. The estimation of required valuation allowances includes estimates of future taxable income. The<br />

ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the<br />

62


periods in which those temporary differences become deductible. We consider projected future taxable income<br />

and tax planning strategies in making this assessment. If actual future taxable income differs from our estimates,<br />

we may not realize deferred tax assets to the extent estimated.<br />

We record reserves for expected tax consequences of uncertain tax positions assuming that the taxing<br />

authorities have full knowledge of the position and all relevant facts. The income tax laws and regulations are<br />

voluminous and are often ambiguous. As such, we are required to make many subjective assumptions and<br />

judgments regarding our tax positions that could materially affect amounts recognized in our future consolidated<br />

balance sheets and statements of operations.<br />

Outlook<br />

We and our customers continue to operate in a difficult business environment, with gradual improvement in<br />

the economy and continuing uncertainty in the marketplace. Our customers are also facing stringent regulatory<br />

and environmental requirements as they implement projects to enhance the overall state of their infrastructure.<br />

These economic and regulatory factors have negatively affected our results in the past. However, we are<br />

currently experiencing increased activity and spending in the industries we serve, and we expect these increases<br />

to continue through 2012, although the regulatory obstacles our customers must overcome continue to create<br />

some uncertainty as to the timing of spending. We believe that our financial and operational strengths will enable<br />

us to manage these challenges and uncertainties, and we continue to be optimistic about our long-term<br />

opportunities in each of the industries we serve.<br />

Electric Power Infrastructure Services Segment<br />

The North American electric grid is aging and requires significant upgrades and maintenance to meet<br />

current and future demands for power. Over the past several years, many utilities across North America have<br />

begun to implement plans to improve their transmission systems, improve reliability and reduce congestion, and<br />

new construction, structure change-outs, line upgrades and maintenance projects on many transmission systems<br />

are occurring or planned. In addition, state renewable portfolio standards, which set required or voluntary<br />

standards for how much power is to be generated from renewable energy sources, as well as general<br />

environmental concerns, are driving the development of renewable energy projects, with a stronger focus<br />

currently on utility-scale and distributed solar projects. The construction of renewable energy facilities can result<br />

in the need for additional transmission lines and substations to transport the power from the facilities, which are<br />

often in remote locations, to demand centers. We believe these factors reflect strong opportunities for our<br />

transmission infrastructure services, as well as opportunities for us to provide engineering, project management,<br />

materials procurement and installation services for renewable energy projects.<br />

In the recent past, the regulatory environment has affected the timing and scope of certain transmission<br />

projects, although certain of these delayed projects are now moving into construction. We believe that utilities<br />

remain committed to the expansion and strengthening of their transmission infrastructure, with planning,<br />

engineering and funding for many of their projects in place. In the second half of 2010 and throughout 2011, a<br />

number of large-scale transmission projects were awarded, indicating that transmission build-out programs by<br />

our customers have begun and transmission spending is on the rise. Regulatory and environmental processes and<br />

permitting remain a hurdle for some proposed transmission and renewable energy projects, continuing to create<br />

uncertainty as to timing on this spending. Timing and scope of these projects can also be affected by other factors<br />

such as siting, right-of-way and unfavorable economic and market conditions. The economic feasibility of<br />

renewable energy projects, and therefore the attractiveness of investment in the projects, may also depend on the<br />

availability of tax incentive programs or the ability of the projects to take advantage of such incentives, and there<br />

is no assurance that the government will extend existing tax incentives or create new incentive or funding<br />

programs. We anticipate many of these issues to be overcome and spending on transmission projects to be robust<br />

over the next few years, resulting in a continued shift over the near- and long-term in our electric power services<br />

mix to a greater proportion of high-voltage electric power transmission and substation projects. We also<br />

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anticipate continuing development of renewable energy projects in the near-term, primarily utility-scale solar<br />

facilities, creating increased opportunities for our engineering, procurement and construction services for these<br />

projects.<br />

With respect to our electric power distribution services, we saw a slowdown in spending by our customers<br />

for more than two years on their distribution systems, which we believe is due primarily to adverse economic and<br />

market conditions. Some increase in distribution spending occurred in the latter part of 2010 and throughout<br />

2011, but we are cautious with respect to the sustainability of the increase in distribution spending given<br />

continued economic uncertainties. However, as a result of reduced spending by utilities on their distribution<br />

systems for the past few years, we believe there is a growing need for utilities to resume sustained investment on<br />

their distribution systems to properly maintain the system and to meet reliability requirements. We also anticipate<br />

that utilities will continue to integrate “smart grid” technologies into their transmission and distribution systems<br />

to improve grid management and create efficiencies. Development and installation of smart grid technologies and<br />

other energy efficiency initiatives have benefited from stimulus funding under the American Recovery and<br />

Reinvestment Act of 2009 (ARRA), as well as the implementation of grid management initiatives by utilities and<br />

the desire by consumers for more efficient energy use.<br />

Several existing, pending or proposed legislative or regulatory actions may also positively affect demand for<br />

the services provided by this segment in the long term, particularly in connection with electric power<br />

infrastructure and renewable energy spending. For example, legislative or regulatory action that alleviates some<br />

of the siting and right-of-way challenges that impact transmission projects would potentially accelerate future<br />

transmission line construction. The Federal Energy Regulatory Commission (FERC) recently issued FERC Order<br />

No. 1000 to promote more efficient and cost-effective development of new transmission facilities. The order<br />

establishes transmission planning and cost allocation requirements intended to facilitate multi-state electric<br />

transmission lines and to encourage competition by removing, under certain conditions, federal rights of first<br />

refusal from FERC-approved tariffs and agreements. We believe FERC Order No. 1000 will have a favorable<br />

impact on electric transmission line development, although the impact of its implementation is not expected to<br />

occur for several years. We also anticipate increased infrastructure spending by our customers as a result of<br />

legislation requiring the power industry to meet federal reliability standards for its transmission and distribution<br />

systems and providing incentives to the industry to invest in and improve maintenance on its systems. Certain<br />

aspects of the ARRA have also provided various incentives, such as tax credits, grants and loan guarantees, for<br />

renewable energy, energy efficiency and electric power infrastructure projects, although the feasibility of similar<br />

projects in the future will be affected when or if these incentives are no longer in effect. The benefits of pending<br />

or proposed legislation could also be impacted by the timing and scope of such legislation if and when enacted.<br />

Several industry and market trends are also prompting customers in the electric power industry to seek<br />

outsourcing partners. These trends include an aging utility workforce, increasing costs and labor issues. We<br />

believe the economic recession in the United States slowed employee retirements by many utility workers,<br />

causing the growth trend in outsourcing to temporarily pause. As the economy continues to recover, we believe<br />

utility employee retirements could return to normal levels, which should result in an increase in outsourcing<br />

opportunities. The need to ensure available labor resources for larger projects also drives strategic relationships<br />

with customers.<br />

Natural Gas and Pipeline Infrastructure Services Segment<br />

We see strong potential growth opportunities over the long-term in our natural gas and pipeline operations,<br />

primarily in the installation and maintenance of natural gas and oil pipelines, gathering systems and related<br />

facilities, as well as pipeline integrity and specialty services such as horizontal directional drilling. We believe<br />

opportunities for this segment exist as a result of the increase in the ongoing development of unconventional<br />

shale formations that produce natural gas and/or oil, as well as the development of Canadian oil sands, which will<br />

require the construction of transmission pipeline infrastructure to connect production with demand centers and<br />

the development of midstream gathering infrastructure within areas of production. We also believe the goals of<br />

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clean energy and energy independence for the United States will make abundant, low-cost natural gas the fuel of<br />

choice to replace coal for power generation until renewable energy becomes a significant part of the overall<br />

generation of electricity, creating the need for continued investment in natural gas infrastructure. We believe our<br />

position as a leading provider of transmission pipeline infrastructure services in North America will allow us to<br />

capitalize on these opportunities.<br />

The natural gas and oil industry is cyclical and subject to volatility as a result of fluctuations in natural gas<br />

and oil prices. In the past, these dynamics have negatively impacted the development of natural resources and<br />

related infrastructure such as when natural gas and/or oil prices have declined or remained depressed for<br />

sustained periods. In addition, environmental scrutiny, stringent regulatory requirements and cumbersome<br />

permitting processes have caused delays in some transmission pipeline projects. During 2011, we participated in<br />

numerous bidding opportunities for transmission pipeline projects, but some of these projects were delayed due<br />

to permitting challenges and heightened environmental scrutiny. However, several delayed projects were<br />

awarded and began to move toward construction in 2011, and similar activity has continued into 2012.<br />

The project delays we experienced in 2011 negatively impacted our natural gas and pipeline segment<br />

margins associated with our transmission pipeline operations, in part as a result of our inability to cover fixed<br />

costs. Project delays in the future could have a similar impact on margins for this segment. Margins for our<br />

transmission pipeline projects are also subject to significant performance risk, which can arise from weather<br />

conditions, geography, customer decisions and crew productivity. Our specific opportunities in the transmission<br />

pipeline business are sometimes difficult to predict because of the seasonality of the bidding and construction<br />

cycles within the industry. Many projects are bid and awarded in the first part of the year, with construction<br />

activities compressed in the third and fourth quarters of the year. As a result, we are often limited in our ability to<br />

determine the outlook, including backlog, for this business until we near the close of the bidding cycle.<br />

To address some of this cyclicality, we are diversifying our service offerings for the segment by focusing on<br />

midstream gathering infrastructure opportunities. We have increased our presence in areas where unconventional<br />

shale formations are located, including through the establishment of offices in several areas, to better position us<br />

to successfully pursue projects associated with midstream gathering infrastructure development. The relatively<br />

consistent nature of this work could offset some of the cyclical nature of the transmission pipeline business while<br />

also providing us growth opportunities. Given the current attractive pricing environment for crude oil and natural<br />

gas liquids, we see increased activity and more opportunities in the liquid-rich unconventional shales and are<br />

therefore strategically focusing our efforts to provide services for midstream gathering systems in these shales.<br />

We also see growth potential in some of our other pipeline services. The U.S. Department of Transportation<br />

has implemented significant regulatory legislation through the Pipeline and Hazardous Materials Safety<br />

Administration relating to pipeline integrity requirements that we expect will increase the demand for our<br />

pipeline integrity, rehabilitation and replacement services over the long-term. As pipeline integrity testing<br />

requirements increase in stringency and frequency, we believe more information will be gathered about the<br />

condition of the nation’s pipeline infrastructure and will result in an increase in spending by our customers on<br />

pipeline integrity initiatives. In early 2012, we acquired an engineering, research and development business that<br />

develops and owns pipeline inspection tools, enhancing our pipeline integrity capabilities. We believe that our<br />

ability to offer a complete turnkey solution to pipeline companies and gas utilities provides us an advantageous<br />

position in providing these services to our customers.<br />

Over the past several years, our natural gas operations have been challenged by lower margins in connection<br />

with our natural gas distribution services, which were more significantly affected by the economic downturn than<br />

other operations in this segment. To improve our ability to be competitive and to generate improved margins<br />

from natural gas distribution projects, we restructured our natural gas distribution operations in 2011 to better<br />

align our cost structure to the competitive environment, which we believe should enable us to improve margins<br />

on natural gas distribution projects over time.<br />

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Overall, we are optimistic about this segment’s operations in the future. We continue to believe that<br />

transmission pipeline opportunities can provide strong profitability, although these projects and the profits they<br />

generate are often subject to various risks beyond our control. We have also taken steps to diversify our<br />

operations in this segment through other services, such as pipeline integrity and gathering system opportunities,<br />

and to restructure our gas distribution operations to improve margins. We believe these measures, together with<br />

the potential in transmission pipeline opportunities, will position us for profitable growth in this segment over the<br />

long-term.<br />

Telecommunications Infrastructure Services Segment<br />

Our telecommunications services operations are seeing increasing opportunities as stimulus funding for<br />

broadband deployment to underserved areas continues to progress through the engineering phase into<br />

construction. Approximately $7.2 billion in funding has been awarded under the ARRA for numerous broadband<br />

deployment projects across the U.S. To receive funding for these projects, however, awardees are generally<br />

required to file environmental impact statements, the approval of which has delayed projects. While some of<br />

these projects are still waiting on required permits and approvals, most of the projects have received approvals<br />

and are moving forward with construction. As awardees receive their environmental impact permits and ARRA<br />

funding, projects are being rapidly deployed to meet stimulus deadlines that require completion of projects within<br />

three years, which will extend through 2013 for many projects. We anticipate this deployment schedule will<br />

increase spending for telecommunications services through 2013. We also anticipate some of our customers that<br />

received stimulus funding to continue to expand their networks even though stimulus funding may no longer be<br />

available.<br />

We expect spending to continue by our customers on fiber optic backhaul systems to provide links from<br />

wireless cell sites to broader voice, data and video networks. The substantial growth in wireless data traffic is<br />

significantly straining the capacity of traditional backhaul infrastructure. Capacity constraints, as well as the need<br />

for improved quality and reliability, are driving wireless carriers to upgrade existing backhaul systems to fiber<br />

optic backhaul systems using fiber optic cable, referred to as “fiber to the cell site” initiatives. In addition, several<br />

wireless companies have announced plans to increase their cell site deployments over the next few years,<br />

continue network enhancement initiatives and accommodate the deployment of next generation wireless<br />

technologies. In particular, the transition to 4G and LTE (long-term evolution) technology by wireless service<br />

providers will require significant modification of their networks and new cell sites. We also believe opportunities<br />

remain over the long-term as a result of fiber build-out initiatives by wireline carriers and government<br />

organizations, although we do not expect spending for these initiatives to increase significantly over the levels<br />

experienced in the past two years. We anticipate that the opportunities in both wireline and wireless businesses<br />

will increase demand for our telecommunications services over the long-term, with the timing and amount of<br />

spending from these opportunities being dependent on future economic, market and regulatory conditions and the<br />

timing of deployment of new technologies.<br />

Fiber Optic Licensing Segment<br />

Our Fiber Optic Licensing segment is experiencing growth primarily through geographic expansion, with a<br />

focus on markets where secure high-speed networks are important, such as markets where enterprises,<br />

communications carriers and educational, financial services and healthcare institutions are prevalent. We<br />

continue to see opportunities for growth both in the markets we currently serve and new markets, although we<br />

cannot predict the adverse impact, if any, of economic conditions on these growth opportunities. Our growth<br />

opportunities, however, have been affected in the education markets, which has in the past comprised a<br />

significant portion of this segment’s revenues. We believe this slowdown is due to budgetary constraints,<br />

although these constraints appear to be easing somewhat. Our Fiber Optic Licensing segment typically generates<br />

higher margins than our other operations, but we can give no assurance that the Fiber Optic Licensing segment<br />

margins will continue at historical levels. Additionally, we anticipate the need for continued capital expenditures<br />

to support the growth in this business.<br />

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Conclusion<br />

We are currently seeing growth opportunities across all of the industry segments we serve, despite<br />

continuing negative effects from restrictive regulatory requirements and challenging economic conditions, which<br />

caused spending by our customers to decline in 2009 and remain slow through 2010 and portions of 2011.<br />

Constraints in the capital markets have also negatively affected some of our customers’ plans for projects in the<br />

past and may do so in the future, which could delay, reduce or suspend future projects if funding is not available.<br />

We are benefiting from utilities’ increased spending on projects to upgrade and build out their electric<br />

power transmission infrastructure to improve system reliability and to deliver renewable electricity from new<br />

generation sources to demand centers. We also expect utilities to outsource more of their work to companies like<br />

Quanta, due in part to their aging workforce issues. We believe that we remain the partner of choice for many<br />

utilities in need of broad infrastructure expertise, specialty equipment and workforce resources.<br />

We believe that we are one of the largest full-service providers of natural gas and oil pipeline infrastructure<br />

services in North America, which positions us to leverage opportunities driven by the development and<br />

production of resources from unconventional shale plays and the Canadian oil sands. We also believe that our<br />

strategy to pursue midstream gathering system opportunities in liquid-rich unconventional shales, as well as the<br />

anticipated increase in demand for our pipeline integrity, rehabilitation and replacement services from pipeline<br />

integrity initiatives, will create attractive growth potential for us and also further diversify the services provided<br />

by our Natural Gas and Pipeline Infrastructure Services segment. As a result, we expect additional opportunities<br />

and improved results in this segment in 2012 as compared to 2011.<br />

We also expect spending on electric distribution and gas distribution services, both of which have been<br />

significantly affected by the challenging economic conditions that have existed during the past two years, to<br />

experience limited growth in the near-term. We expect recovery in electric and gas distribution spending to be<br />

driven primarily by improving economic conditions, as well as increased maintenance needs driven by<br />

heightened reliability regulations.<br />

Demand for our telecommunications infrastructure services is increasing primarily as a result of<br />

construction activities related to projects funded by ARRA stimulus funds and fiber to the cell site initiatives by<br />

wireless carriers. Deployment of 4G and LTE wireless technologies is in the early stages and is also anticipated<br />

to increase demand for our services in the near- and long-term. As new technologies emerge in the future for<br />

communications and digital services such as voice, video, data and telecommunications, we expect service<br />

providers to work quickly to deploy fast, next-generation fiber and wireless networks, and we are and believe we<br />

will continue to be recognized as a key partner in deploying these services.<br />

We expect to continue to see our margins generally improve over the near and long-term, although<br />

competitive pricing environments and project delays and other effects from restrictive regulatory requirements<br />

have negatively impacted our margins in the past and could further affect our margins in the future. Additionally,<br />

margins may be negatively impacted on a quarterly basis due to adverse weather conditions, timing of projects<br />

and other factors as described in “Understanding Margins” above. We continue to focus on the elements of the<br />

business we can control, including costs, the margins we accept on projects, collecting receivables, ensuring<br />

quality service and rightsizing initiatives to match the markets we serve.<br />

Capital expenditures for 2012 are expected to be between $190 million to $225 million, of which<br />

approximately $40 million to $50 million of these expenditures are targeted for fiber optic network expansion,<br />

with the majority of the remaining expenditures for operating equipment. We expect 2012 capital expenditures to<br />

be funded substantially through internal cash flows and cash on hand.<br />

We continue to evaluate potential strategic acquisitions or investments to broaden our customer base,<br />

expand our geographic area of operation, grow our portfolio of services and increase opportunities across our<br />

operations. We believe that additional attractive acquisition candidates exist primarily as a result of the highly<br />

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fragmented nature of the industry, the inability of many companies to expand and modernize due to capital<br />

constraints, and the desire of owners for liquidity. We also believe that our financial strength and experienced<br />

management team are attractive to acquisition candidates.<br />

Certain international regions present significant opportunities for growth across many of our operations. We<br />

are evaluating ways in which we can strategically apply our expertise to strengthen the infrastructure in various<br />

foreign countries where infrastructure enhancements are increasingly important. For example, we are actively<br />

pursuing opportunities in growth markets where we can leverage our technology or proprietary work methods,<br />

such as our energized services, to establish a presence in these markets.<br />

We believe that we are well-positioned to capitalize upon opportunities and trends in the industries we serve<br />

because of our proven full-service operations with broad geographic reach, financial capability and technical<br />

expertise. Additionally, we believe that these industry opportunities and trends will increase the demand for our<br />

services over the long-term, although the actual timing, magnitude or impact of these opportunities and trends on<br />

our operating results and financial position can be difficult to predict.<br />

Uncertainty of Forward-Looking Statements and Information<br />

This Annual Report on Form 10-K includes “forward-looking statements” reflecting assumptions,<br />

expectations, projections, intentions or beliefs about future events that are intended to qualify for the “safe<br />

harbor” from liability established by the Private Securities Litigation Reform Act of 1995. You can identify these<br />

statements by the fact that they do not relate strictly to historical or current facts. They use words such as<br />

“anticipate,” “estimate,” “project,” “forecast,” “may,” “will,” “should,” “could,” “expect,” “believe,” “plan,”<br />

“intend” and other words of similar meaning. In particular, these include, but are not limited to, statements<br />

relating to the following:<br />

• Projected revenues, earnings per share, margins, other operating or financial results and capital<br />

expenditures;<br />

• Expectations regarding our business outlook, growth or opportunities in particular markets;<br />

• The expected value of contracts or intended contracts with customers;<br />

• The scope, services, term and results of any projects awarded or expected to be awarded for services to<br />

be provided by us;<br />

• The impact of renewable energy initiatives, including mandated state renewable portfolio standards, the<br />

economic stimulus package and other existing or potential energy legislation;<br />

• Potential opportunities that may be indicated by bidding activity;<br />

• The potential benefits from acquisitions;<br />

• Estimates regarding the partial withdrawal liability from a multi-employer pension plan and factors that<br />

may affect the amount of the liability in the future;<br />

• The business plans or financial condition of our customers;<br />

• Our plans and strategies; and<br />

• The current economic and regulatory conditions and trends in the industries we serve.<br />

These forward-looking statements are not guarantees of future performance and involve or rely on a number<br />

of risks, uncertainties, and assumptions that are difficult to predict or beyond our control. These forward-looking<br />

statements reflect our beliefs and assumptions based on information available to our management at the time the<br />

statements are made. We caution you that actual outcomes and results may differ materially from what is<br />

expressed, implied or forecasted by our forward-looking statements and that any or all of our forward-looking<br />

statements may turn out to be wrong. Those statements can be affected by inaccurate assumptions and by known<br />

or unknown risks and uncertainties, including the following:<br />

• Quarterly variations in our operating results;<br />

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• Adverse economic and financial conditions, including weakness in the capital markets;<br />

• Trends and growth opportunities in relevant markets;<br />

• Delays, reductions in scope or cancellations of existing or pending projects, including as a result of<br />

weather, regulatory or environmental processes, project performance issues, or our customers’ capital<br />

constraints;<br />

• The successful negotiation, execution, performance and completion of anticipated, pending and<br />

existing contracts;<br />

• Our ability to attract skilled labor and retain key personnel and qualified employees;<br />

• The potential shortage of skilled employees;<br />

• Our dependence on fixed price contracts and the potential to incur losses with respect to these<br />

contracts;<br />

• Estimates relating to our use of percentage-of-completion accounting;<br />

• Adverse impacts from weather;<br />

• Our ability to generate internal growth;<br />

• Our ability to effectively compete for new projects and market share;<br />

• Competition in our business;<br />

• Potential failure of renewable energy initiatives, the economic stimulus package or other existing or<br />

potential legislation actions to result in increased demand for our services;<br />

• Liabilities associated with multi-employer pension plans, including underfunding of liabilities and<br />

termination or withdrawal liabilities;<br />

• Liabilities for claims that are self-insured or not insured;<br />

• Unexpected costs or liabilities that may arise from lawsuits or indemnity claims asserted against us;<br />

• Risks relating to the potential unavailability or cancellation of third party insurance;<br />

• Cancellation provisions within our contracts and the risk that contracts expire and are not renewed or<br />

are replaced on less favorable terms;<br />

• Loss of customers with whom we have long-standing or significant relationships;<br />

• The potential that participation in joint ventures exposes us to liability and/or harm to our reputation for<br />

acts or omissions by our partners;<br />

• Our inability or failure to comply with the terms of our contracts, which may result in unexcused<br />

delays, warranty claims, damages or contract terminations;<br />

• The effect of natural gas and oil prices on our operations and growth opportunities;<br />

• The inability of our customers to pay for services;<br />

• The failure to recover on payment claims against project owners or to obtain adequate compensation<br />

for customer-requested change orders;<br />

• The failure of our customers to comply with regulatory requirements applicable to their projects,<br />

including those related to awards of stimulus funds, which may result in project delays and<br />

cancellations;<br />

• Budgetary or other constraints that may reduce or eliminate government funding of projects, including<br />

stimulus projects, which may result in project delays or cancellations;<br />

• Estimates and assumptions in determining our financial results and backlog;<br />

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• Our ability to realize our backlog;<br />

• Risks associated with expanding our business in international markets, including instability of foreign<br />

governments, currency fluctuations, tax and investment strategies and compliance with the laws of<br />

foreign jurisdictions, as well as the U.S. Foreign Corrupt Practices Act;<br />

• Our ability to successfully identify, complete, integrate and realize synergies from acquisitions;<br />

• The potential adverse impact resulting from uncertainty surrounding acquisitions, including the ability<br />

to retain key personnel from the acquired businesses and the potential increase in risks already existing<br />

in our operations;<br />

• The adverse impact of impairments of goodwill and other intangible assets or other investments;<br />

• Our growth outpacing our decentralized management infrastructure;<br />

• Requirements relating to governmental regulation and changes thereto;<br />

• Inability to enforce our intellectual property rights or the obsolescence of such rights;<br />

• Risks related to the implementation of an information technology solution;<br />

• The impact of our unionized workforce on our operations and on our ability to complete future<br />

acquisitions;<br />

• Potential liabilities relating to occupational health and safety matters;<br />

• Our dependence on suppliers, subcontractors or equipment manufacturers;<br />

• Risks associated with our fiber optic licensing business, including regulatory changes and the potential<br />

inability to realize a return on our capital investments;<br />

• Beliefs and assumptions about the collectability of receivables;<br />

• The cost of borrowing, availability of credit, fluctuations in the price and volume of our common stock,<br />

debt covenant compliance, interest rate fluctuations and other factors affecting our financing and<br />

investment activities;<br />

• The ability to access sufficient funding to finance desired growth and operations;<br />

• Our ability to obtain performance bonds;<br />

• Potential exposure to environmental liabilities;<br />

• Our ability to continue to meet the requirements of the Sarbanes-Oxley Act of 2002;<br />

• Rapid technological and structural changes that could reduce the demand for our services;<br />

• The impact of increased healthcare costs arising from healthcare reform legislation; and<br />

• The other risks and uncertainties as are described elsewhere herein and under Item 1A. “Risk Factors”<br />

in this report on Form 10-K and as may be detailed from time to time in our other public filings with<br />

the SEC.<br />

All of our forward-looking statements, whether written or oral, are expressly qualified by these cautionary<br />

statements and any other cautionary statements that may accompany such forward-looking statements or that are<br />

otherwise included in this report. In addition, we do not undertake and expressly disclaim any obligation to<br />

update or revise any forward-looking statements to reflect events or circumstances after the date of this report or<br />

otherwise.<br />

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ITEM 7A. Quantitative and Qualitative Disclosures about Market Risk<br />

Our primary exposure to market risk relates to unfavorable changes in concentration of credit risk, interest<br />

rates and currency exchange rates.<br />

Credit Risk. We are subject to concentrations of credit risk related to our cash and cash equivalents and<br />

our accounts receivable, including amounts related to unbilled accounts receivable and costs and estimated<br />

earnings in excess of billings on uncompleted contracts. Substantially all of our cash investments are managed by<br />

what we believe to be high credit quality financial institutions. In accordance with our investment policies, these<br />

institutions are authorized to invest this cash in a diversified portfolio of what we believe to be high-quality<br />

investments, which primarily include interest-bearing demand deposits, money market mutual funds and<br />

investment grade commercial paper with original maturities of three months or less. Although we do not<br />

currently believe the principal amounts of these investments are subject to any material risk of loss, economic<br />

conditions have significantly impacted the interest income we receive from these investments and is likely to<br />

continue to do so in the future. In addition, as we grant credit under normal payment terms, generally without<br />

collateral, we are subject to potential credit risk related to our customers’ ability to pay for services provided.<br />

This risk may be heightened as a result of the depressed economic and financial market conditions that have<br />

existed in recent years. However, we believe the concentration of credit risk related to trade accounts receivable<br />

and costs and estimated earnings in excess of billings on uncompleted contracts is limited because of the<br />

diversity of our customers. We perform ongoing credit risk assessments of our customers and financial<br />

institutions and in some cases we obtain collateral or other security from our customers.<br />

Interest Rate and Market Risk. Currently, we do not have any significant assets or obligations with<br />

exposure to significant interest rate and market risk.<br />

Currency Risk. We conduct operations primarily in the U.S. and Canada. Future earnings are subject to<br />

change due to fluctuations in foreign currency exchange rates when transactions are denominated in currencies<br />

other than our functional currencies. To minimize the need for foreign currency forward contracts to hedge this<br />

exposure, our objective is to manage foreign currency exposure by maintaining a minimal consolidated net asset<br />

or net liability position in a currency other than the functional currency.<br />

We may enter into foreign currency derivative contracts to manage some of our foreign currency exposures.<br />

These exposures may include revenues generated in foreign jurisdictions and anticipated purchase transactions,<br />

including foreign currency capital expenditures and lease commitments. There were no open foreign currency<br />

derivative contracts at December 31, 2011.<br />

In the third quarter of 2009, one of our Canadian operating units entered into three forward contracts with<br />

settlement dates in 2009 and 2010, to reduce foreign currency risk associated with anticipated customer sales that<br />

were denominated in South African rand. This same operating unit also entered into three additional forward<br />

contracts with the same settlement dates to reduce the foreign currency exposure associated with a series of<br />

forecasted intercompany payments denominated in U.S. dollars to be made over a twelve-month period. These<br />

contracts were accounted for as cash flow hedges. Accordingly, changes in the fair value of the forward contracts<br />

were recorded in other comprehensive income (loss) prior to their settlement and were reclassified into earnings<br />

in the periods in which the hedged transactions occurred.<br />

The South African rand to Canadian dollar forward contracts had an aggregate notional amount of<br />

approximately $11.0 million ($CAD) at origination, and the Canadian dollar to U.S. Dollar forward contracts had<br />

an aggregate notional amount of approximately $9.5 million (U.S.) at origination. During the year ended<br />

December 31, 2010, net losses of $0.4 million were recorded in income in connection with the settled contracts.<br />

There were no forward contracts outstanding at December 31, 2011 or 2010, and as a result, there is no balance<br />

related to the forward contracts in other comprehensive income. During the year ended December 31, 2009,<br />

losses of $0.8 million were recorded in income in connection with the settled contracts, and at December 31,<br />

2009, there was $0.4 million in other comprehensive income (loss) related to the forward contracts.<br />

71


ITEM 8. Financial Statements and Supplementary Data<br />

INDEX TO <strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>.’S CONSOLIDATED FINANCIAL STATEMENTS<br />

Report of Management ...................................................................<br />

Page<br />

73<br />

Report of Independent Registered Public Accounting Firm ...................................... 75<br />

Consolidated Balance Sheets .............................................................. 76<br />

Consolidated Statements of Operations ...................................................... 77<br />

Consolidated Statements of Cash Flows ..................................................... 78<br />

Consolidated Statements of Equity .......................................................... 79<br />

Notes to Consolidated Financial Statements .................................................. 80<br />

72


REPORT OF <strong>MANAGEMENT</strong><br />

Management’s Report on Financial Information and Procedures<br />

The accompanying financial statements of Quanta Services, Inc. and its subsidiaries were prepared by<br />

management. These financial statements were prepared in accordance with accounting principles generally<br />

accepted in the United States, applying certain estimates and judgments as required.<br />

Our management, including our Chief Executive Officer and Chief Financial Officer, does not expect that<br />

our disclosure controls or our internal control over financial reporting will prevent or detect all errors and all<br />

fraud. A control system, no matter how well designed and operated, can provide only reasonable, not absolute,<br />

assurance that the control system’s objectives will be met. The design of a control system must reflect the fact<br />

that there are resource constraints, and the benefits of controls must be considered relative to their costs. Further,<br />

because of the inherent limitations in all control systems, no evaluation of controls can provide absolute<br />

assurance that misstatements due to error or fraud will not occur or that all control issues and instances of fraud,<br />

if any, within the company have been detected. These inherent limitations include the realities that judgments in<br />

decision-making can be faulty and that breakdowns can occur because of simple errors or mistakes. Controls can<br />

also be circumvented by the individual acts of some persons, by collusion of two or more people, or by<br />

management override of the controls. The design of any system of controls is based in part on certain<br />

assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in<br />

achieving its stated goals under all potential future conditions. Over time, controls may become inadequate<br />

because of changes in conditions or deterioration in the degree of compliance with policies or procedures.<br />

Management’s Report on Internal Control Over Financial Reporting<br />

Our management is responsible for establishing and maintaining adequate internal control over financial<br />

reporting as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934. Our internal control over<br />

financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial<br />

reporting and the preparation of our consolidated financial statements for external purposes in accordance with<br />

U.S. generally accepted accounting principles. Internal control over financial reporting includes those policies<br />

and procedures that (i) pertain to the maintenance of records that in reasonable detail accurately and fairly reflect<br />

the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions<br />

are recorded as necessary to permit preparation of financial statements in accordance with U.S. generally<br />

accepted accounting principles, and that receipts and expenditures of the company are being made only in<br />

accordance with authorizations of management and directors of the company; and (iii) provide reasonable<br />

assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the<br />

company’s assets that could have a material effect on the financial statements.<br />

Under the supervision and with the participation of our management, including our Chief Executive Officer<br />

and Chief Financial Officer, we have conducted an evaluation of the effectiveness of our internal control over<br />

financial reporting based upon the criteria established in Internal Control — Integrated Framework issued by the<br />

Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, our<br />

management has concluded that our internal control over financial reporting was effective as of<br />

December 31, 2011 to provide reasonable assurance regarding the reliability of financial reporting and the<br />

preparation of financial statements for external reporting purposes in accordance with U.S. generally accepted<br />

accounting principles.<br />

Because of its inherent limitations, a system of internal control over financial reporting can provide only<br />

reasonable assurances and may not prevent or detect misstatements. Also, projections of any evaluation of<br />

effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in<br />

conditions, or that the degree of compliance with policies and procedures may deteriorate.<br />

73


The effectiveness of Quanta Services, Inc.’s internal control over financial reporting as of<br />

December 31, 2011 has been audited by PricewaterhouseCoopers LLP, an independent registered public<br />

accounting firm, as stated in its report which appears herein.<br />

Management’s assessment of the effectiveness of our internal control over financial reporting as of<br />

December 31, 2011 excluded the five acquisitions we completed in 2011. Such exclusion was in accordance with<br />

SEC guidance that an assessment of recently acquired businesses may be omitted in management’s report on<br />

internal control over financial reporting, provided the acquisition took place within twelve months of<br />

management’s evaluation. These acquisitions comprised approximately 2.8% of our consolidated assets at<br />

December 31, 2011 and 0.9% of our consolidated revenues for the year ended December 31, 2011.<br />

74


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM<br />

To the Board of Directors and Stockholders of Quanta Services, Inc.:<br />

In our opinion, the accompanying consolidated balance sheets and the related consolidated statements of<br />

operations, cash flows and equity, present fairly, in all material respects, the financial position of Quanta Services, Inc.<br />

and its subsidiaries at December 31, 2011 and 2010, and the results of their operations and their cash flows for each of<br />

the three years in the period ended December 31, 2011 in conformity with accounting principles generally accepted in<br />

the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal<br />

control over financial reporting as of December 31, 2011, based on criteria established in Internal Control —<br />

Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).<br />

The Company’s management is responsible for these financial statements, for maintaining effective internal control<br />

over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included<br />

in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to<br />

express opinions on these financial statements and on the Company’s internal control over financial reporting based on<br />

our integrated audits. We conducted our audits in accordance with the standards of the Public Company Accounting<br />

Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable<br />

assurance about whether the financial statements are free of material misstatement and whether effective internal<br />

control over financial reporting was maintained in all material respects. Our audits of the financial statements included<br />

examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the<br />

accounting principles used and significant estimates made by management, and evaluating the overall financial<br />

statement presentation. Our audit of internal control over financial reporting included obtaining an understanding of<br />

internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating<br />

the design and operating effectiveness of internal control based on the assessed risk. Our audits also included<br />

performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide<br />

a reasonable basis for our opinions.<br />

A company’s internal control over financial reporting is a process designed to provide reasonable assurance<br />

regarding the reliability of financial reporting and the preparation of financial statements for external purposes in<br />

accordance with generally accepted accounting principles. A company’s internal control over financial reporting<br />

includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail,<br />

accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable<br />

assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with<br />

generally accepted accounting principles, and that receipts and expenditures of the company are being made only in<br />

accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance<br />

regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that<br />

could have a material effect on the financial statements.<br />

Because of its inherent limitations, internal control over financial reporting may not prevent or detect<br />

misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls<br />

may become inadequate because of changes in conditions, or that the degree of compliance with the policies or<br />

procedures may deteriorate.<br />

As described in Management’s Report on Internal Control Over Financial Reporting, management has excluded<br />

its 2011 acquisitions from its assessment of internal control over financial reporting as of December 31, 2011 because<br />

these acquisitions were acquired by the Company through purchase business combinations during 2011. We have also<br />

excluded the Company’s 2011 acquisitions from our audit of internal control over financial reporting. The 2011<br />

acquisitions of the Company and its related subsidiaries are wholly owned subsidiaries of the Company and have total<br />

assets and revenues which represent approximately 2.8% and 0.9%, respectively, of the related consolidated financial<br />

statement amounts as of and for the year ended December 31, 2011.<br />

/s/ PricewaterhouseCoopers LLP<br />

Houston, Texas<br />

February 29, 2012<br />

75


<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

CONSOLIDATED BALANCE SHEETS<br />

December 31,<br />

2011 2010<br />

(In thousands, except share<br />

information)<br />

ASSETS<br />

Current Assets:<br />

Cash and cash equivalents ....................................................... $ 315,349 $ 539,221<br />

Accounts receivable, net of allowances of $3,763 and $6,105 ............................ 1,066,273 766,387<br />

Costs and estimated earnings in excess of billings on uncompleted contracts ................ 206,159 135,475<br />

Inventories ................................................................... 71,416 51,754<br />

Prepaid expenses and other current assets ........................................... 105,957 103,527<br />

Total current assets ........................................................... 1,765,154 1,596,364<br />

Property and equipment, net of accumulated depreciation of $519,808 and $428,025 ........... 971,696 900,768<br />

Other assets, net ................................................................. 153,830 88,858<br />

Other intangible assets, net of accumulated amortization of $164,401 and $134,735 ............ 207,224 194,067<br />

Goodwill ....................................................................... 1,601,210 1,561,155<br />

Total assets ................................................................. $4,699,114 $4,341,212<br />

LIABILITIES AND EQUITY<br />

Current Liabilities:<br />

Notes payable ................................................................. $ 56 $ 1,327<br />

Accounts payable and accrued expenses ............................................ 618,925 415,947<br />

Billings in excess of costs and estimated earnings on uncompleted contracts ................ 162,095 83,121<br />

Total current liabilities ........................................................ 781,076 500,395<br />

Deferred income taxes ............................................................ 233,644 212,200<br />

Insurance and other non-current liabilities ............................................. 295,131 261,698<br />

Total liabilities .............................................................. 1,309,851 974,293<br />

Commitments and Contingencies<br />

Equity:<br />

Common stock, $.00001 par value, 600,000,000 and 300,000,000 shares authorized,<br />

217,479,462 and 213,981,415 shares issued, and 206,203,005 and 211,138,091 shares<br />

outstanding ................................................................. 2 2<br />

Exchangeable Shares, no par value, 3,909,110 shares authorized, issued and outstanding ...... — —<br />

Limited Vote Common Stock, $.00001 par value, 0 and 3,345,333 shares authorized, and 0 and<br />

432,485 shares issued and outstanding ............................................ — —<br />

Series F Preferred Stock, $.00001 par value, 1 share authorized, issued and outstanding ....... — —<br />

Additional paid-in capital ........................................................ 3,216,206 3,162,779<br />

Retained earnings .............................................................. 361,527 229,012<br />

Accumulated other comprehensive income .......................................... 710 14,122<br />

Treasury stock, 11,276,457 and 2,843,324 common shares, at cost ........................ (196,493) (40,360)<br />

Total stockholders’ equity ..................................................... 3,381,952 3,365,555<br />

Noncontrolling interests ......................................................... 7,311 1,364<br />

Total equity ................................................................... 3,389,263 3,366,919<br />

Total liabilities and equity ..................................................... $4,699,114 $4,341,212<br />

The accompanying notes are an integral part of these consolidated financial statements.<br />

76


<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

CONSOLIDATED STATEMENTS OF OPERATIONS<br />

2011<br />

Year Ended December 31,<br />

2010 2009<br />

(In thousands, except per share information)<br />

Revenues .................................................. $4,623,829 $3,931,218 $3,318,126<br />

Cost of services (including depreciation) ......................... 4,003,230 3,296,795 2,724,638<br />

Gross profit .............................................. 620,599 634,423 593,488<br />

Selling, general and administrative expenses ...................... 372,963 339,672 312,414<br />

Amortization of intangible assets ............................... 29,953 38,568 38,952<br />

Operating income ......................................... 217,683 256,183 242,122<br />

Interest expense ............................................. (1,821) (4,913) (11,269)<br />

Interest income ............................................. 1,066 1,417 2,456<br />

Loss on early extinguishment of debt, net ........................ — (7,107) —<br />

Other income (expense), net ................................... (558) 675 421<br />

Income before income taxes ................................. 216,370 246,255 233,730<br />

Provision for income taxes .................................... 71,954 90,698 70,195<br />

Net income .............................................. 144,416 155,557 163,535<br />

Less: Net income attributable to noncontrolling interests ............ 11,901 2,381 1,373<br />

Net income attributable to common stock ...................... $ 132,515 $ 153,176 $ 162,162<br />

Earnings per share attributable to common stock:<br />

Basic earnings per share .................................... $ 0.62 $ 0.73 $ 0.81<br />

Diluted earnings per share ................................... $ 0.62 $ 0.72 $ 0.81<br />

Shares used in computing earnings per share:<br />

Weighted average basic shares outstanding ..................... 212,648 210,046 200,733<br />

Weighted average diluted shares outstanding .................... 213,168 211,796 201,311<br />

The accompanying notes are an integral part of these consolidated financial statements.<br />

77


<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

CONSOLIDATED STATEMENTS OF CASH FLOWS<br />

Year Ended December 31,<br />

2011 2010<br />

(In thousands)<br />

2009<br />

Cash Flows from Operating Activities:<br />

Net income ........................................................................<br />

Adjustments to reconcile net income to net cash provided by operations activities —<br />

$144,416 $ 155,557 $ 163,535<br />

Depreciation ..................................................................... 116,068 107,507 86,862<br />

Amortization of intangible assets ..................................................... 29,953 38,568 38,952<br />

Non-cash interest expense ........................................................... — 1,704 4,333<br />

Amortization of debt issuance costs ................................................... 901 642 921<br />

Amortization of deferred revenue ..................................................... (11,415) (12,471) (13,987)<br />

Loss on sale of property and equipment ................................................ 854 4,650 8,758<br />

Non-cash loss on early extinguishment of debt .......................................... — 4,797 —<br />

Foreign currency (gain) loss ......................................................... 1,227 (328) (267)<br />

Provision for (recovery of) doubtful accounts ........................................... 1,163 (142) 2,690<br />

Deferred income tax provision ....................................................... 7,017 36,430 26,911<br />

Non-cash stock-based compensation .................................................. 21,618 23,048 19,875<br />

Tax impact of stock-based equity awards ...............................................<br />

Changes in operating assets and liabilities, net of non-cash transactions —<br />

(Increase) decrease in —<br />

(1,365) (2,161) 1,509<br />

Accounts and notes receivable ..................................................... (311,761) (8,536) 253,070<br />

Costs and estimated earnings in excess of billings on uncompleted contracts ................. (65,916) (66,481) 6,002<br />

Inventories ..................................................................... (18,529) (17,127) 7,536<br />

Prepaid expenses and other current assets ............................................<br />

Increase (decrease) in —<br />

10,352 (12,274) (10,580)<br />

Accounts payable and accrued expenses and other non-current liabilities .................... 221,528 (20,352) (170,010)<br />

Billings in excess of costs and estimated earnings on uncompleted contracts ................. 77,683 10,462 (50,267)<br />

Other, net ...................................................................... (5,764) (3,235) 1,055<br />

Net cash provided by operating activities ................................................. 218,030 240,258 376,898<br />

Cash Flows from Investing Activities:<br />

Proceeds from sale of property and equipment ........................................... 9,903 25,651 9,064<br />

Additions of property and equipment .................................................. (172,005) (149,653) (164,980)<br />

Cash paid for acquisitions, net of cash acquired .......................................... (79,660) (130,251) 36,234<br />

Payment to acquire equity method investment ........................................... (35,000) — —<br />

Cash paid for other investments ...................................................... (4,000) — —<br />

Cash paid for non-compete agreement ................................................. (455) — —<br />

Net cash used in investing activities ................................................. (281,217) (254,253) (119,682)<br />

Cash Flows from Financing Activities:<br />

Proceeds from other long-term debt ................................................... 4,343 1,183 5,316<br />

Payments on other long-term debt .................................................... (5,680) (3,438) (3,301)<br />

Payments on convertible subordinated notes ............................................ — (143,750) —<br />

Debt issuance and amendment costs ................................................... (4,127) — —<br />

Distributions to noncontrolling interests ................................................ (5,954) (2,395) —<br />

Tax impact of stock-based equity awards ............................................... 1,365 2,161 (1,509)<br />

Exercise of stock options ........................................................... 867 534 975<br />

Repurchase of common stock ........................................................ (149,547) — —<br />

Net cash provided by (used in) financing activities ..................................... (158,733) (145,705) 1,481<br />

Effect of foreign exchange rate changes on cash and cash equivalents .......................... (1,952) (708) 3,031<br />

Net increase (decrease) in cash and cash equivalents ........................................ (223,872) (160,408) 261,728<br />

Cash and cash equivalents, beginning of year ............................................. 539,221 699,629 437,901<br />

Cash and cash equivalents, end of year ................................................... $315,349 $ 539,221 $ 699,629<br />

Supplemental disclosure of cash flow information:<br />

Cash (paid) received during the year for —<br />

Interest paid .................................................................... $ (701) $ (3,479) $ (5,864)<br />

Redemption premium on convertible subordinated notes ................................. — (2,310) —<br />

Income tax paid ................................................................. (13,306) (108,700) (56,565)<br />

Income tax refunds .............................................................. 6,502 9,707 2,385<br />

The accompanying notes are an integral part of these consolidated financial statements.<br />

78


<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

CONSOLIDATED STATEMENTS OF EQUITY<br />

Total<br />

Equity<br />

Noncontrolling<br />

Interest<br />

Total<br />

Stockholders’<br />

Equity<br />

Treasury<br />

Stock<br />

Accumulated<br />

Other<br />

Comprehensive<br />

Income (Loss)<br />

Series F<br />

Retained<br />

Preferred Stock<br />

Earnings<br />

(Accumulated<br />

Deficit)<br />

Additional<br />

Paid-In<br />

Capital<br />

Exchangeable Limited Vote<br />

Common Stock Shares Common Stock<br />

Shares Amount Shares Amount Shares Amount Shares Amount<br />

(In thousands, except share information)<br />

Balance, December 31, 2008 ...... 196,928,203 $ 2 — $ — 662,293 $ — — $ — $2,803,836 $ (86,326) $ (2,956) $ (32,182) $2,682,374 $ — $2,682,374<br />

Foreign currency translation<br />

adjustment ................... — — — — — — — — — — 6,868 — 6,868 — 6,868<br />

Acquisitions .................... 11,468,916 — — — — — — 242,494 — — — 242,494 5 242,499<br />

Restricted stock activity .......... 881,835 — — — — — — — 19,875 — — (3,556) 16,319 — 16,319<br />

Stock options exercised ........... 99,354 — — — — — — — 975 — — — 975 — 975<br />

Income tax expense from long-term<br />

incentive plans ................ — — — — — — — — (1,599) — — — (1,599) — (1,599)<br />

Change in unrealized gain (loss) on<br />

foreign currency hedges ........ — — — — — — — — — — (410) — (410) — (410)<br />

Net income .................... — — — — — — — — — 162,162 — — 162,162 1,373 163,535<br />

Balance, December 31, 2009 ...... 209,378,308 2 — — 662,293 — — — 3,065,581 75,836 3,502 (35,738) 3,109,183 1,378 3,110,561<br />

Foreign currency translation<br />

adjustment ................... — — — — — — — — — — 10,210 — 10,210 — 10,210<br />

Acquisitions .................... 623,720 — 3,909,110 — — — 1 — 83,354 — — — 83,354 — 83,354<br />

Exchange of Limited Vote Common<br />

Stock for common stock ........ 241,300 — — — (229,808) — — — — — — — — — —<br />

Restricted stock activity .......... 845,980 — — — — — — — 23,048 — — (4,622) 18,426 — 18,426<br />

Stock options exercised ........... 48,783 — — — — — — — 534 — — — 534 — 534<br />

Income tax expense from long-term<br />

incentive plans ................ — — — — — — — — (2,161) — — — (2,161) — (2,161)<br />

Redemption of convertible<br />

subordinated notes ............. — — — — — — — — (7,577) — — — (7,577) (7,577)<br />

Change in unrealized gain (loss) on<br />

foreign currency hedges ........ — — — — — — — — — — 410 — 410 — 410<br />

Distribution to noncontrolling<br />

interest ...................... — — — — — — — — — — — — — (2,395) (2,395)<br />

Net income .................... — — — — — — — — — 153,176 — — 153,176 2,381 155,557<br />

Balance, December 31, 2010 ...... 211,138,091 2 3,909,110 — 432,485 — 1 — 3,162,779 229,012 14,122 (40,360) 3,365,555 1,364 3,366,919<br />

Foreign currency translation<br />

adjustment ................... — — — — — — — — — — (12,235) — (12,235) — (12,235)<br />

Acquisitions .................... 1,939,813 — — — — — — — 32,368 — — — 32,368 — 32,368<br />

Exchange of Limited Vote Common<br />

Stock for common stock ........ 454,107 — — — (432,485) — — — — — — — — — —<br />

Restricted stock activity .......... 729,688 — — — — — — — 21,618 — — (6,586) 15,032 — 15,032<br />

Stock options exercised ........... 74,635 — — — — — — — 867 — — — 867 — 867<br />

Income tax expense from long-term<br />

incentive plans ................ — — — — — — — — (1,426) — — — (1,426) — (1,426)<br />

Common stock repurchases ........ (8,133,329) — — — — — — — — — — (149,547) (149,547) — (149,547)<br />

Distribution to noncontrolling<br />

interest ...................... — — — — — — — — — — — — — (5,954) (5,954)<br />

Other ......................... — — — — — — — — — — (1,177) — (1,177) — (1,177)<br />

Net income .................... — — — — — — — — — 132,515 — — 132,515 11,901 144,416<br />

Balance, December 31, 2011 ...... 206,203,005 $ 2 3,909,110 $ — — $ — 1 $ — $3,216,206 $361,527 $ 710 $(196,493) $3,381,952 $ 7,311 $3,389,263<br />

79<br />

The accompanying notes are an integral part of these consolidated financial statements.


1. BUSINESS AND ORGANIZATION:<br />

<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS<br />

Quanta Services, Inc. (Quanta) is a leading provider of specialized contracting services, offering<br />

infrastructure solutions to the electric power, natural gas and oil pipeline and telecommunications industries in<br />

North America and in select international markets. Quanta reports its results under four reportable segments:<br />

(1) Electric Power Infrastructure Services, (2) Natural Gas and Pipeline Infrastructure Services,<br />

(3) Telecommunications Infrastructure Services and (4) Fiber Optic Licensing.<br />

Electric Power Infrastructure Services Segment<br />

The Electric Power Infrastructure Services segment provides comprehensive network solutions to customers<br />

in the electric power industry. Services performed by the Electric Power Infrastructure Services segment<br />

generally include the design, installation, upgrade, repair and maintenance of electric power transmission and<br />

distribution networks and substation facilities along with other engineering and technical services. This segment<br />

also provides emergency restoration services, including the repair of infrastructure damaged by inclement<br />

weather, the energized installation, maintenance and upgrade of electric power infrastructure utilizing unique<br />

bare hand and hot stick methods and Quanta’s proprietary robotic arm technologies, and the installation of “smart<br />

grid” technologies on electric power networks. In addition, this segment designs, installs and maintains<br />

renewable energy generation facilities, in particular solar and wind, and related switchyards and transmission<br />

networks. To a lesser extent, this segment provides services such as the design, installation, maintenance and<br />

repair of commercial and industrial wiring, installation of traffic networks and the installation of cable and<br />

control systems for light rail lines.<br />

Natural Gas and Pipeline Infrastructure Services Segment<br />

The Natural Gas and Pipeline Infrastructure Services segment provides comprehensive network solutions to<br />

customers involved in the transportation of natural gas, oil and other pipeline products. Services performed by<br />

the Natural Gas and Pipeline Infrastructure Services segment generally include the design, installation, repair and<br />

maintenance of natural gas and oil transmission and distribution systems, compressor and pump stations and gas<br />

gathering systems, as well as related trenching, directional boring and automatic welding services. In addition,<br />

this segment’s services include pipeline protection, integrity testing, rehabilitation and replacement, and<br />

fabrication of pipeline support systems and related structures and facilities. To a lesser extent, this segment<br />

designs, installs and maintains airport fueling systems as well as water and sewer infrastructure.<br />

Telecommunications Infrastructure Services Segment<br />

The Telecommunications Infrastructure Services segment provides comprehensive network solutions to<br />

customers in the wireline and wireless telecommunications industry and the cable television industry. Services<br />

performed by the Telecommunications Infrastructure Services segment generally include the design, installation,<br />

repair and maintenance of fiber optic, copper and coaxial cable networks used for video, data and voice<br />

transmission, as well as the design, installation and upgrade of wireless communications networks, including<br />

towers, switching systems and “backhaul” links from wireless systems to voice, data and video networks. This<br />

segment also provides emergency restoration services, including the repair of telecommunications infrastructure<br />

damaged by inclement weather. To a lesser extent, services provided under this segment include cable locating,<br />

splicing and testing of fiber optic networks and residential installation of fiber optic cabling.<br />

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Fiber Optic Licensing Segment<br />

The Fiber Optic Licensing segment designs, procures, constructs, maintains and owns fiber optic<br />

telecommunications infrastructure in select markets and licenses the right to use these point-to-point fiber optic<br />

telecommunications facilities to its customers pursuant to licensing agreements, typically with terms from five to<br />

twenty-five years, inclusive of certain renewal options. Under these agreements, customers are provided the right<br />

to use a portion of the capacity of a fiber optic network, with the network owned and maintained by Quanta. The<br />

Fiber Optic Licensing segment provides services to enterprise, education, carrier, financial services and<br />

healthcare customers, as well as other entities with high bandwidth telecommunication needs. The<br />

telecommunication services provided through this segment are subject to regulation by the Federal<br />

Communications Commission and certain state public utility commissions.<br />

Acquisitions<br />

During the third and fourth quarters of 2011, Quanta completed five acquisitions of businesses, which<br />

included three electric power infrastructure services companies based in Canada, one electric power<br />

infrastructure services company based in the United States and one natural gas and pipeline infrastructure<br />

services company based in Australia. On October 25, 2010, Quanta acquired Valard Construction LP and certain<br />

of its affiliated entities (Valard), an electric power infrastructure services company based in Alberta, Canada. On<br />

October 1, 2009, Quanta acquired Price Gregory Services, Incorporated (Price Gregory), a natural gas and<br />

pipeline infrastructure services company operating in North America. At various times during 2009, Quanta<br />

acquired three other businesses. The financial results of acquisitions have been included in the consolidated<br />

financial statements as of their respective acquisition dates.<br />

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:<br />

Principles of Consolidation<br />

The consolidated financial statements of Quanta include the accounts of Quanta Services, Inc. and its wholly<br />

owned subsidiaries, which are also referred to as its operating units. The consolidated financial statements also<br />

include the accounts of certain of Quanta’s investments in joint ventures, which are either consolidated or<br />

proportionately consolidated, as discussed in the following summary of significant accounting policies.<br />

Investments in affiliated entities in which Quanta owns more than a 20% interest and do not have a controlling<br />

interest are accounted for using the equity method. All significant intercompany accounts and transactions have<br />

been eliminated in consolidation. Unless the context requires otherwise, references to Quanta include Quanta and<br />

its consolidated subsidiaries.<br />

Use of Estimates and Assumptions<br />

The preparation of financial statements in conformity with accounting principles generally accepted in the<br />

United States requires the use of estimates and assumptions by management in determining the reported amounts<br />

of assets and liabilities, disclosures of contingent assets and liabilities known to exist as of the date the financial<br />

statements are published and the reported amount of revenues and expenses recognized during the periods<br />

presented. Quanta reviews all significant estimates affecting its consolidated financial statements on a recurring<br />

basis and records the effect of any necessary adjustments prior to their publication. Judgments and estimates are<br />

based on Quanta’s beliefs and assumptions derived from information available at the time such judgments and<br />

estimates are made. Uncertainties with respect to such estimates and assumptions are inherent in the preparation<br />

of financial statements. Estimates are primarily used in Quanta’s assessment of the allowance for doubtful<br />

accounts, valuation of inventory, useful lives of assets, fair value assumptions in analyzing goodwill, other<br />

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intangibles and long-lived asset impairments, equity investments, loan receivables, purchase price allocations,<br />

liabilities for self-insured and other claims, multi-employer pension plan withdrawal liabilities, revenue<br />

recognition for construction contracts and fiber optic licensing, share-based compensation, operating results of<br />

reportable segments, as well as the provision (benefit) for income taxes and the calculation of uncertain tax<br />

positions.<br />

Reclassifications<br />

Certain reclassifications have been made in prior years’ segment disclosures to conform to classifications<br />

used in the current year.<br />

Cash and Cash Equivalents<br />

Quanta had cash and cash equivalents of $315.3 million and $539.2 million as of December 31, 2011 and<br />

2010. Cash consisting of interest-bearing demand deposits is carried at cost, which approximates fair value.<br />

Quanta considers all highly liquid investments purchased with an original maturity of three months or less to be<br />

cash equivalents, which are carried at fair value. At December 31, 2011 and 2010, cash equivalents were $165.9<br />

million and $460.8 million, which consisted primarily of money market mutual funds and investment grade<br />

commercial paper and are discussed further in “Fair Value Measurements” below. As of December 31, 2011 and<br />

2010, cash and cash equivalents held in domestic bank accounts were approximately $230.9 million and $509.6<br />

million and cash and cash equivalents held in foreign bank accounts were approximately $84.4 million and $29.6<br />

million.<br />

Current and Long-Term Accounts and Notes Receivable and Allowance for Doubtful Accounts<br />

Quanta provides an allowance for doubtful accounts when collection of an account or note receivable is<br />

considered doubtful, and receivables are written off against the allowance when deemed uncollectible. Inherent<br />

in the assessment of the allowance for doubtful accounts are certain judgments and estimates including, among<br />

others, the customer’s access to capital, the customer’s willingness or ability to pay, general economic and<br />

market conditions and the ongoing relationship with the customer. Quanta considers accounts receivable<br />

delinquent after 30 days but does not generally include delinquent accounts in its analysis of the allowance for<br />

doubtful accounts unless the accounts receivable have been outstanding for at least 90 days. In addition to<br />

balances that have been outstanding for 90 days or more, Quanta also includes accounts receivable balances that<br />

relate to customers in bankruptcy or with other known difficulties in its analysis of the allowance for doubtful<br />

accounts. Under certain circumstances such as foreclosures or negotiated settlements, Quanta may take title to<br />

the underlying assets in lieu of cash in settlement of receivables. Material changes in Quanta’s customers’<br />

business or cash flows, which may be impacted by negative economic and market conditions, could affect its<br />

ability to collect amounts due from them. As of December 31, 2011 and 2010, Quanta had total allowances for<br />

doubtful accounts of approximately $3.8 million and $7.3 million, of which approximately $3.8 million and $6.1<br />

million was included as a reduction of net current accounts receivable. Should customers experience financial<br />

difficulties or file for bankruptcy, or should anticipated recoveries relating to receivables in existing bankruptcies<br />

or other workout situations fail to materialize, Quanta could experience reduced cash flows and losses in excess<br />

of current allowances provided.<br />

The balances billed but not paid by customers pursuant to retainage provisions in certain contracts are<br />

generally due upon completion of the contracts and acceptance by the customer. Based on Quanta’s experience<br />

with similar contracts in recent years, the majority of the retainage balances at each balance sheet date are<br />

expected to be collected within the next twelve months. Current retainage balances as of December 31, 2011 and<br />

2010 were approximately $117.1 million and $119.4 million and are included in accounts receivable. Retainage<br />

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

balances with settlement dates beyond the next twelve months are included in other assets, net, and as of<br />

December 31, 2011 and 2010 were $28.3 million and $8.0 million.<br />

Within accounts receivable, Quanta recognizes unbilled receivables in circumstances such as when:<br />

revenues have been earned and recorded but the amount cannot be billed under the terms of the contract until a<br />

later date; costs have been incurred but are yet to be billed under cost-reimbursement type contracts; or amounts<br />

arise from routine lags in billing (for example, work completed one month but not billed until the next month).<br />

These balances do not include revenues accrued for work performed under fixed-price contracts as these amounts<br />

are recorded as costs and estimated earnings in excess of billings on uncompleted contracts. At<br />

December 31, 2011 and 2010, the balances of unbilled receivables included in accounts receivable were<br />

approximately $140.8 million and $103.5 million.<br />

Inventories<br />

Inventories consist primarily of parts and supplies held for use in the ordinary course of business, which are<br />

valued by Quanta at the lower of cost or market as determined by using either the first-in, first-out (FIFO)<br />

method or the average costing method. Inventories also include certain job specific materials not yet installed<br />

which are valued using the specific identification method.<br />

Property and Equipment<br />

Property and equipment are stated at cost, and depreciation is computed using the straight-line method, net<br />

of estimated salvage values, over the estimated useful lives of the assets. Leasehold improvements are capitalized<br />

and amortized over the lesser of the life of the lease or the estimated useful life of the asset. Depreciation expense<br />

related to property and equipment was approximately $116.1 million, $107.5 million and $86.9 million for the<br />

years ended December 31, 2011, 2010 and 2009, respectively.<br />

Quanta capitalizes costs associated with internally developed or constructed assets primarily associated with<br />

fiber optic licensing networks and software systems for internal applications. Capitalized costs include external<br />

direct costs of materials and services utilized in developing or obtaining internal-use assets, as well as payroll and<br />

payroll-related expenses for employees who are directly associated with and devote time to placing the assets<br />

into service. Capitalization of such costs is recorded to construction work-in-process beginning when the<br />

preliminary project stage is complete and ceases no later than the point at which the project is substantially<br />

complete and ready for its intended purpose, at which point in time the asset is placed into service. As of<br />

December 31, 2011 and 2010, approximately $14.1 million and $11.3 million related to fiber optic licensing<br />

networks and $8.0 million and $5.5 million associated with internally developed software systems were recorded<br />

in construction work-in-process. These capitalized costs are depreciated on a straight-line basis over the<br />

economic useful life of the asset, beginning when the asset is ready for its intended use. Capitalized costs are<br />

included in property and equipment on the consolidated balance sheets.<br />

Expenditures for repairs and maintenance are charged to expense when incurred. Expenditures for major<br />

renewals and betterments, which extend the useful lives of existing equipment, are capitalized and depreciated<br />

over the adjusted remaining useful life of the assets. Upon retirement or disposition of property and equipment,<br />

the cost and related accumulated depreciation are removed from the accounts and any resulting gain or loss is<br />

reflected in selling, general and administrative expenses.<br />

Management reviews long-lived assets for impairment whenever events or changes in circumstances<br />

indicate that the carrying amount may not be realizable. If an evaluation is required, fair value would be<br />

determined by estimating the future undiscounted cash flows associated with the asset and comparing it to the<br />

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asset’s carrying amount to determine if an impairment of such asset is necessary. The effect of any impairment<br />

would be to expense the difference between the fair value of such asset and its carrying value in the period<br />

incurred.<br />

During 2010 and 2009, approximately $8.2 million and $7.8 million in net property and equipment was<br />

reclassified to prepaid expenses and other current assets as they were deemed to be assets held for sale. In<br />

conjunction with this assessment, approximately $0.1 million and $4.5 million in net losses from the impairment<br />

of assets held for sale were included in selling, general and administrative expenses in 2010 and 2009. During<br />

2011, there was no property and equipment classified as assets held for sale.<br />

Other Assets, Net<br />

Other assets, net consists primarily of equity investments, debt issuance costs, long term receivables,<br />

non-current inventory, refundable security deposits for leased properties and insurance claims in excess of<br />

deductibles that are due from Quanta’s insurers.<br />

Debt Issuance Costs<br />

Capitalized debt issuance costs related to Quanta’s credit facility and any other debt outstanding at a given<br />

balance sheet date are included in other assets, net and are amortized into interest expense on a straight-line basis<br />

over the terms of the respective agreements giving rise to the debt issuance costs, which Quanta believes<br />

approximates the effective interest rate method. During 2011, Quanta incurred $4.1 million of debt issuance costs<br />

related to the amendment and restatement of its credit facility and recorded a $0.3 million charge to interest<br />

expense for the write-off of a portion of the debt issuance costs related to the prior facility. As of<br />

December 31, 2011 and 2010, capitalized debt issuance costs were $4.4 million and $2.9 million, with<br />

accumulated amortization of $0.4 million and $2.1 million. For the years ended December 31, 2011, 2010 and<br />

2009, amortization expense related to capitalized debt issuance costs was $0.9 million, $0.6 million and $0.9<br />

million, respectively.<br />

Goodwill and Other Intangibles<br />

Quanta has recorded goodwill in connection with its acquisitions. Goodwill is subject to an annual<br />

assessment for impairment using a two-step fair value-based test, which Quanta performs at the operating unit<br />

level. Each of Quanta’s operating units is organized into one of three internal divisions, which are closely aligned<br />

with Quanta’s reportable segments, based on the predominant type of work performed by the operating unit at the<br />

point in time the divisional designation is made. Because separate measures of assets and cash flows are not<br />

produced or utilized by management to evaluate segment performance, Quanta’s impairment assessments of its<br />

goodwill do not include any consideration of assets and cash flows by reportable segment. As a result, Quanta<br />

has determined that its individual operating units represent its reporting units for the purpose of assessing<br />

goodwill impairments.<br />

Quanta’s goodwill impairment assessment is performed annually at year-end, or more frequently if events or<br />

circumstances exist which indicate that goodwill may be impaired. For instance, a decrease in Quanta’s market<br />

capitalization below book value, a significant change in business climate or a loss of a significant customer,<br />

among other things, may trigger the need for interim impairment testing of goodwill associated with one or all of<br />

its reporting units. The first step of the two-step fair value-based test involves comparing the fair value of each of<br />

Quanta’s reporting units with its carrying value, including goodwill. If the carrying value of the reporting unit<br />

exceeds its fair value, the second step is performed. The second step compares the carrying amount of the<br />

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reporting unit’s goodwill to the implied fair value of its goodwill. If the implied fair value of goodwill is less than<br />

the carrying amount, an impairment loss would be recorded as a reduction to goodwill with a corresponding<br />

charge to operating expense.<br />

Quanta determines the fair value of its reporting units using a weighted combination of the discounted cash<br />

flow, market multiple and market capitalization valuation approaches, with heavier weighting on the discounted<br />

cash flow method, as in management’s opinion, this method currently results in the most accurate calculation of a<br />

reporting unit’s fair value. Determining the fair value of a reporting unit requires judgment and the use of<br />

significant estimates and assumptions. Such estimates and assumptions include revenue growth rates, operating<br />

margins, discount rates, weighted average costs of capital and future market conditions, among others. Quanta<br />

believes the estimates and assumptions used in its impairment assessments are reasonable and based on available<br />

market information, but variations in any of the assumptions could result in materially different calculations of<br />

fair value and determinations of whether or not an impairment is indicated.<br />

Under the discounted cash flow method, Quanta determines fair value based on the estimated future cash<br />

flows of each reporting unit, discounted to present value using risk-adjusted industry discount rates, which reflect<br />

the overall level of inherent risk of a reporting unit and the rate of return an outside investor would expect to<br />

earn. Cash flow projections are derived from budgeted amounts and operating forecasts (typically a two-year<br />

model) plus an estimate of later period cash flows, all of which are evaluated by management. Subsequent period<br />

cash flows are developed for each reporting unit using growth rates that management believes are reasonably<br />

likely to occur along with a terminal value derived from the reporting unit’s earnings before interest, taxes,<br />

depreciation and amortization (EBITDA). The EBITDA multiples for each reporting unit are based on trailing<br />

twelve-month comparable industry data.<br />

Under the market multiple and market capitalization approaches, Quanta determines the estimated fair value<br />

of each of its reporting units by applying transaction multiples to each reporting unit’s projected EBITDA and<br />

then averaging that estimate with similar historical calculations using either a one, two or three year average. For<br />

the market capitalization approach, Quanta adds a reasonable control premium, which is estimated as the<br />

premium that would be received in a sale of the reporting unit in an orderly transaction between market<br />

participants.<br />

The projected cash flows and estimated levels of EBITDA by reporting unit were used to determine fair<br />

value under the three approaches discussed herein. The following table presents the significant estimates used by<br />

management in determining the fair values of Quanta’s reporting units at December 31, 2011, 2010 and 2009:<br />

Operating Units<br />

Providing<br />

Predominantly<br />

Electric Power and<br />

Natural Gas<br />

and Pipeline Services<br />

Operating Units<br />

Providing<br />

Predominantly<br />

Telecommunications<br />

Services<br />

Operating Unit<br />

Providing<br />

Fiber Optic<br />

Licensing<br />

2011 2010 2009 2011 2010 2009 2011 2010 2009<br />

Years of cash flows before terminal<br />

value .......................... 5 5 5 5 5 5 15 15 15<br />

Discount rates ..................... 13% 15% 15% 13% 14%to15% 14%to15% 14% 14% 14%<br />

EBITDA multiples ................. 4.5to8.0 4.5to8.0 5.0to7.5 4.5to5.5 4.5to5.5 3.5to5.5 9.5 9.5 9.5<br />

Weighting of three approaches:<br />

Discounted cash flows .............. 70% 70% 70% 70% 70% 70% 90% 90% 90%<br />

Market multiple ................... 15% 15% 15% 15% 15% 15% 5% 5% 5%<br />

Market capitalization ............... 15% 15% 15% 15% 15% 15% 5% 5% 5%<br />

For recently acquired reporting units, a step one impairment test may indicate an implied fair value that is<br />

substantially similar to the reporting unit’s carrying value. Such similarities in value are generally an indication<br />

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that management’s estimates of future cash flows associated with the recently acquired reporting unit remain<br />

relatively consistent with the assumptions that were used to derive its initial fair value. During the fourth quarter<br />

of 2011, a goodwill impairment analysis was performed for each of Quanta’s reporting units, which indicated<br />

that the implied fair value of each of Quanta’s reporting units was substantially in excess of their carrying value<br />

other than those recently acquired reporting units. Following the analysis, management concluded that no<br />

impairment was indicated at any reporting unit. As discussed generally above, when evaluating the 2011 step one<br />

impairment test results, management considered many factors in determining whether or not an impairment of<br />

goodwill for any reporting unit was reasonably likely to occur in future periods, including future market<br />

conditions and the economic environment in which Quanta’s reporting units were operating. Additionally,<br />

management considered the sensitivity of its fair value estimates to changes in certain valuation assumptions, and<br />

after giving consideration to at least a 10% decrease in the fair value of each of Quanta’s reporting units, the<br />

results of the assessment at December 31, 2011 did not change. However, circumstances such as market declines,<br />

unfavorable economic conditions, the loss of a major customer or other factors could impact the valuation of<br />

goodwill in future periods.<br />

The goodwill analysis performed for each reporting unit was based on estimates and industry comparables<br />

obtained from the electric power, natural gas and pipeline, telecommunications and fiber optic licensing<br />

industries, and no impairment was indicated. The 15-year discounted cash flow model used for fiber optic<br />

licensing is based on the long-term nature of the underlying fiber optic network licensing agreements.<br />

Quanta assigned a higher weighting to the discounted cash flow approach in all periods to reflect increased<br />

expectations of market value being determined from a “held and used” model. Discount rates for the 2011<br />

analysis were decreased for the reporting units providing predominately electric power, natural gas and pipeline<br />

and telecommunications infrastructure services due to generally more favorable market conditions for these<br />

reporting units in 2011 as compared to 2010. At December 31, 2010, certain EBITDA multiples were increased<br />

slightly from 2009 multiples to reflect more favorable market conditions as the effects of the economic recession<br />

had lessened.<br />

Quanta’s intangible assets include customer relationships, backlog, trade names, non-compete agreements,<br />

patented rights and developed technology and software, all subject to amortization, along with other intangible<br />

assets not subject to amortization. The value of customer relationships is estimated as of the date a business is<br />

acquired using the value-in-use concept utilizing the income approach, specifically the excess earnings method.<br />

The excess earnings analysis consists of discounting to present value the projected cash flows attributable to the<br />

customer relationships, with consideration given to customer contract renewals, the importance or lack thereof of<br />

existing customer relationships to Quanta’s business plan, income taxes and required rates of return. Quanta<br />

values backlog for acquired businesses as of the acquisition date based upon the contractual nature of the backlog<br />

within each service line, using the income approach to discount back to present value the cash flows attributable<br />

to the backlog. The value of trade names is estimated using the relief-from-royalty method of the income<br />

approach. This approach is based on the assumption that in lieu of ownership, a company would be willing to pay<br />

a royalty in order to exploit the related benefits of this intangible asset.<br />

Quanta amortizes intangible assets based upon the estimated consumption of the economic benefits of each<br />

intangible asset, or on a straight-line basis if the pattern of economic benefits consumption cannot otherwise be<br />

reliably estimated. Intangible assets subject to amortization are reviewed for impairment and are tested for<br />

recoverability whenever events or changes in circumstances indicate that the carrying amount may not be<br />

recoverable. For instance, a significant change in business climate or a loss of a significant customer, among<br />

other things, may trigger the need for interim impairment testing of intangible assets. An impairment loss would<br />

be recognized if the carrying amount of an intangible asset is not recoverable and its carrying amount exceeds its<br />

fair value.<br />

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Investments in Affiliates and Other Entities<br />

In the normal course of business, Quanta enters into various types of investment arrangements, each having<br />

unique terms and conditions. These investments may include equity interests held by Quanta in business entities,<br />

including general or limited partnerships, contractual joint ventures, or other forms of equity participation. These<br />

investments may also include Quanta’s participation in different finance structures such as the extension of loans<br />

to project specific entities, the acquisition of convertible notes issued by project specific entities, or other<br />

strategic financing arrangements. Quanta determines whether such investments involve a variable interest entity<br />

(VIE) based on the characteristics of the subject entity. If the entity is determined to be a VIE, then management<br />

determines if Quanta is the primary beneficiary of the entity and whether or not consolidation of the VIE is<br />

required. The primary beneficiary consolidating the VIE must normally meet both of the following<br />

characteristics: (i) the power to direct the activities of a VIE that most significantly affect the VIE’s economic<br />

performance and (ii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE, in<br />

either case that could potentially be significant to the VIE. When Quanta is deemed to be the primary beneficiary,<br />

the VIE is consolidated and the other party’s equity interest in the VIE is accounted for as a noncontrolling<br />

interest. In cases where Quanta determines that it has an undivided interest in the assets, liabilities, revenues and<br />

profits of an unincorporated VIE (e.g., a general partnership interest), such amounts are consolidated on a basis<br />

proportional to Quanta’s ownership interest in the unincorporated entity.<br />

Investments in minority interests in entities of which Quanta is not the primary beneficiary, but over which<br />

Quanta has the ability to exercise significant influence, are accounted for using the equity method of accounting.<br />

Quanta’s share of net income or losses from unconsolidated equity investments is included in other income<br />

(expense) in the consolidated statements of operations. Equity investments are reviewed for impairment by<br />

assessing whether any decline in the fair value of the investment below the carrying value is other than<br />

temporary. In making this determination, factors such as the ability to recover the carrying amount of the<br />

investment and the inability of the investee to sustain an earnings capacity are evaluated in determining whether<br />

a loss in value should be recognized. Any impairment losses would be recognized in other expense. Equity<br />

method investments are carried at original cost and are included in other assets, net in the consolidated balance<br />

sheet and are adjusted for Quanta’s proportionate share of the investees’ income, losses and distributions.<br />

In 2011, Quanta acquired an equity ownership interest of approximately 39% in Howard Midstream Energy<br />

Partners, LLC (HEP) for an initial capital contribution of $35.0 million. HEP is engaged in the business of<br />

owning, operating and constructing midstream plant and pipeline assets in the natural gas and oil industry. HEP<br />

commenced operations in June 2011 with the acquisitions of Texas Pipeline LLC, a pipeline operator in the<br />

Eagle Ford shale region of South Texas, and Bottom Line Services, LLC, a construction services company.<br />

Quanta accounts for this investment using the equity method of accounting.<br />

During the third quarter of 2011, Quanta loaned $4.0 million to the indirect parent of NJ Oak Solar, LLC<br />

(NJ Oak Solar). The loan proceeds, together with NJ Oak Solar’s other financing and equity funds, were used for<br />

their construction of a 10 MW solar power generation facility in New Jersey. The construction of the facility,<br />

which began in the second quarter of 2011, is being performed by Quanta and was substantially complete at the<br />

end of 2011.<br />

Revenue Recognition<br />

Infrastructure Services—Through its Electric Power Infrastructure Services, Natural Gas and Pipeline<br />

Infrastructure Services and Telecommunications Infrastructure Services segments, Quanta designs, installs and<br />

maintains networks for customers in the electric power, natural gas, oil and telecommunications industries. These<br />

services may be provided pursuant to master service agreements, repair and maintenance contracts and fixed<br />

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price and non-fixed price installation contracts. Pricing under these contracts may be competitive unit price, costplus/hourly<br />

(or time and materials basis) or fixed price (or lump sum basis), and the final terms and prices of<br />

these contracts are frequently negotiated with the customer. Under unit-based contracts, the utilization of an<br />

output-based measurement is appropriate for revenue recognition. Under these contracts, Quanta recognizes<br />

revenue as units are completed based on pricing established between Quanta and the customer for each unit of<br />

delivery, which best reflects the pattern in which the obligation to the customer is fulfilled. Under cost-plus/<br />

hourly and time and materials type contracts, Quanta recognizes revenue on an input basis, as labor hours are<br />

incurred and services are performed.<br />

Revenues from fixed price contracts are recognized using the percentage-of-completion method, measured<br />

by the percentage of costs incurred to date to total estimated costs for each contract. These contracts provide for a<br />

fixed amount of revenues for the entire project. Such contracts provide that the customer accept completion of<br />

progress to date and compensate Quanta for services rendered, which may be measured in terms of units<br />

installed, hours expended or some other measure of progress. Contract costs include all direct materials, labor<br />

and subcontract costs and those indirect costs related to contract performance, such as indirect labor, supplies,<br />

tools, repairs and depreciation costs. Much of the materials associated with Quanta’s work are owner-furnished<br />

and are therefore not included in contract revenues and costs. The cost estimation process is based on the<br />

professional knowledge and experience of Quanta’s engineers, project managers and financial professionals.<br />

Changes in job performance, job conditions and final contract settlements are factors that influence<br />

management’s assessment of total contract value and the total estimated costs to complete those contracts and<br />

therefore Quanta’s profit recognition. Changes in these factors may result in revisions to costs and income, and<br />

their effects are recognized in the period in which the revisions are determined. Provisions for losses on<br />

uncompleted contracts are made in the period in which such losses are determined to be probable and the amount<br />

can be reasonably estimated.<br />

Quanta may incur costs subject to change orders, whether approved or unapproved by the customer, and/or<br />

claims related to certain contracts. Quanta determines the probability that such costs will be recovered based<br />

upon evidence such as past practices with the customer, specific discussions or preliminary negotiations with the<br />

customer or verbal approvals. Quanta treats items as a cost of contract performance in the period incurred if it is<br />

not probable that the costs will be recovered or will recognize revenue if it is probable that the contract price will<br />

be adjusted and can be reliably estimated. As of December 31, 2011 and 2010, Quanta had approximately $77.3<br />

million and $83.1 million of change orders and/or claims that had been included as contract price adjustments on<br />

certain contracts which were in the process of being negotiated in the normal course of business.<br />

The current asset “Costs and estimated earnings in excess of billings on uncompleted contracts” represents<br />

revenues recognized in excess of amounts billed for fixed price contracts. The current liability “Billings in excess<br />

of costs and estimated earnings on uncompleted contracts” represents billings in excess of revenues recognized<br />

for fixed price contracts.<br />

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Fiber Optic Licensing — The Fiber Optic Licensing segment constructs and licenses the right to use fiber<br />

optic telecommunications facilities to its customers pursuant to licensing agreements, typically with terms of five<br />

to twenty-five years, inclusive of certain renewal options. Under those agreements, customers are provided the<br />

right to use a portion of the capacity of a fiber optic facility, with the facility owned and maintained by Quanta.<br />

Revenues, including any initial fees or advance billings, are recognized ratably over the expected length of the<br />

agreements, including probable renewal periods. As of December 31, 2011 and 2010, initial fees and advance<br />

billings on these licensing agreements not yet recorded in revenue were $47.4 million and $44.4 million and are<br />

recognized as deferred revenue, with $38.3 million and $34.7 million considered to be long-term and included in<br />

other non-current liabilities. Minimum future licensing revenues expected to be recognized by Quanta pursuant<br />

to these agreements at December 31, 2011 are as follows (in thousands):<br />

Minimum<br />

Future<br />

Licensing<br />

Revenues<br />

Year Ending December 31 —<br />

2012 .................................................................... $ 83,937<br />

2013 .................................................................... 65,832<br />

2014 .................................................................... 47,889<br />

2015 .................................................................... 27,394<br />

2016 .................................................................... 19,368<br />

Thereafter ................................................................ 118,158<br />

Fixed non-cancelable minimum licensing revenues ............................... $362,578<br />

Income Taxes<br />

Quanta follows the liability method of accounting for income taxes. Under this method, deferred tax assets<br />

and liabilities are recorded for future tax consequences of temporary differences between the financial reporting<br />

and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that are expected to<br />

be in effect when the underlying assets or liabilities are recovered or settled.<br />

Quanta regularly evaluates valuation allowances established for deferred tax assets for which future<br />

realization is uncertain. The estimation of required valuation allowances includes estimates of future taxable<br />

income. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income<br />

during the periods in which those temporary differences become deductible. Quanta considers projected future<br />

taxable income and tax planning strategies in making this assessment. If actual future taxable income differs<br />

from these estimates, Quanta may not realize deferred tax assets to the extent estimated.<br />

Quanta records reserves for income taxes related to certain tax positions in those instances where Quanta<br />

considers it more likely than not that additional taxes may be due in excess of amounts reflected on income tax<br />

returns filed. When recording reserves for expected tax consequences of uncertain positions, Quanta assumes that<br />

taxing authorities have full knowledge of the position and all relevant facts. Quanta continually reviews exposure<br />

to additional tax obligations and as further information is known or events occur, changes in tax reserves may be<br />

recorded. To the extent interest and penalties may be assessed by taxing authorities on any underpayment of<br />

income tax, such amounts have been accrued and are classified in the provision for income taxes.<br />

The income tax laws and regulations are voluminous and often ambiguous. As such, Quanta is required to<br />

make many subjective assumptions and judgments regarding its tax positions that could materially affect<br />

amounts recognized in its future consolidated balance sheets and statements of operations.<br />

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

Collective Bargaining Agreements<br />

Certain of Quanta’s subsidiaries are parties to various collective bargaining agreements with certain of their<br />

employees. The agreements require such subsidiaries to pay specified wages, provide certain benefits to their<br />

union employees and contribute certain amounts to multi-employer pension plans and employee benefit trusts.<br />

Quanta’s multi-employer pension plan contribution rates generally are specified in the collective bargaining<br />

agreements and contributions are made to the plans on a “pay-as-you-go” basis based on its union employee<br />

payrolls. The collective bargaining agreements expire at various times and have typically been renegotiated and<br />

renewed on terms similar to those in the expiring agreements.<br />

Stock-Based Compensation<br />

Quanta recognizes compensation expense for all stock-based compensation based on the fair value of the<br />

awards granted, net of estimated forfeitures, at the date of grant. The fair value of restricted stock awards is<br />

determined based on the number of shares granted and the closing price of Quanta’s common stock on the date of<br />

grant. An estimate of future forfeitures is required in determining the period expense. Quanta uses historical data<br />

to estimate the forfeiture rate; however, these estimates are subject to change and may impact the value that will<br />

ultimately be realized as compensation expense. The resulting compensation expense from discretionary awards<br />

is recognized on a straight-line basis over the requisite service period, which is generally the vesting period,<br />

while compensation expense from performance based awards is recognized using the graded vesting method over<br />

the requisite service period. The cash flows resulting from the tax deductions in excess of the compensation<br />

expense recognized for restricted stock and stock options (excess tax benefit) are classified as financing cash<br />

flows.<br />

Functional Currency and Translation of Financial Statements<br />

The U.S. dollar is the functional currency for the majority of Quanta’s operations, which are primarily<br />

located within the United States. The functional currency for Quanta’s foreign operations, which are primarily<br />

located in Canada, is typically the currency of the country in which the foreign operating unit is located.<br />

Generally, the currency in which the operating unit transacts the majority of its activities, including billings,<br />

financing, payroll and other expenditures, would be considered the functional currency. Under the relevant<br />

accounting guidance, the treatment of foreign currency translation gains or losses is dependent upon<br />

management’s determination of the functional currency of each operating unit, which involves consideration of<br />

all relevant economic facts and circumstances affecting the operating unit. In preparing the consolidated financial<br />

statements, Quanta translates the financial statements of its foreign operating units from their functional currency<br />

into U.S. dollars. Statements of operations and cash flows are translated at average monthly rates, while balance<br />

sheets are translated at the month-end exchange rates. The translation of the balance sheets at the month-end<br />

exchange rates results in translation gains or losses. If transactions are denominated in the operating units’<br />

functional currency, the translation gains and losses are included as a separate component of equity under the<br />

caption “Accumulated other comprehensive income (loss).” If transactions are not denominated in the operating<br />

units’ functional currency, the translation gains and losses are included within the statement of operations.<br />

Derivatives<br />

From time to time, Quanta enters into forward currency contracts that qualify as derivatives in order to<br />

hedge the risks associated with fluctuations in foreign currency exchange rates related to certain forecasted<br />

foreign currency denominated transactions. Quanta does not enter into derivative transactions for speculative<br />

purposes; however, for accounting purposes, certain transactions may not meet the criteria for cash flow hedge<br />

accounting. For a hedge to qualify for cash flow hedge accounting treatment, a hedge must be documented at the<br />

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inception of the contract, with the objective and strategy stated, along with an explicit description of the<br />

methodology used to assess hedge effectiveness. The dates (or periods) for the expected forecasted events and the<br />

nature of the exposure involved (including quantitative measures of the size of the exposure) must also be<br />

documented. At the inception of the hedge and on an ongoing basis, the hedge must be deemed to be “highly<br />

effective” at minimizing the risk of the identified exposure. Effectiveness measures relate the gains or losses of<br />

the derivative to changes in the cash flows associated with the hedged item, and the forecasted transaction must<br />

be probable of occurring.<br />

For forward contracts that qualify as cash flow hedges, Quanta accounts for the change in fair value of the<br />

forward contracts directly in equity as part of accumulated other comprehensive income (loss). Any ineffective<br />

portion of cash flow hedges is recognized in earnings in the period in which ineffectiveness occurs. For instance,<br />

if a forward contract is discontinued as a cash flow hedge because it is probable that the original forecasted<br />

transaction will not occur by the end of the originally specified time period, the related amounts in accumulated<br />

other comprehensive income (loss) would be reclassified to other income (expense) in the consolidated statement<br />

of operations in the period such determination is made. When a forecasted transaction occurs, the portion of the<br />

accumulated gain or loss applicable to the forecasted transaction is reclassified from equity to earnings. Changes<br />

in fair value related to transactions that do not meet the criteria for cash flow hedge accounting are recorded in<br />

the consolidated results of operations and are included in other income (expense).<br />

Comprehensive Income<br />

Comprehensive income includes all changes in equity during a period except those resulting from<br />

investments by and distributions to stockholders. Quanta records other comprehensive income (loss), net of tax,<br />

for foreign currency translation adjustments related to its foreign operations and changes in fair value of Quanta’s<br />

derivative contracts that were classified as cash flow hedges, as applicable.<br />

Litigation Costs and Reserves<br />

Quanta records reserves when it is probable that a liability has been incurred and the amount of loss can be<br />

reasonably estimated. Costs incurred for litigation are expensed as incurred. Further details are presented in<br />

Note 14.<br />

Fair Value Measurements<br />

The carrying values of cash equivalents, accounts receivable, accounts payable and accrued expenses<br />

approximate fair value due to the short-term nature of those instruments. For disclosure purposes, qualifying<br />

assets and liabilities are categorized into three broad levels based on the priority of the inputs used to determine<br />

their fair values. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active<br />

markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). All of<br />

Quanta’s cash equivalents are categorized as Level 1 assets at December 31, 2011 and 2010, as all values are<br />

based on unadjusted quoted prices for identical assets in an active market that Quanta has the ability to access.<br />

In connection with Quanta’s acquisitions, identifiable intangible assets acquired include goodwill, backlog,<br />

customer relationships, trade names, covenants not to compete and software. Quanta utilizes the fair value<br />

premise as the primary basis for its valuation procedures, which is a market-based approach to determining the<br />

price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market<br />

participants. Quanta periodically engages the services of an independent valuation firm when a new business is<br />

acquired to assist management with this valuation process, which includes assistance with the selection of<br />

appropriate valuation methodologies and the development of market-based valuation assumptions. Based on<br />

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

these considerations, management utilizes various valuation methods, including an income approach, a market<br />

approach and a cost approach, to determine the fair value of intangible assets acquired based on the<br />

appropriateness of each method in relation to the type of asset being valued. The assumptions used in these<br />

valuation methods are analyzed and compared, where possible, to available market data, such as industry-based<br />

weighted average costs of capital and discount rates, trade name royalty rates, public company valuation<br />

multiples and recent market acquisition multiples. The level of inputs used for these fair value measurements is<br />

the lowest level (Level 3). Quanta believes that these valuation methods appropriately represent the methods that<br />

would be used by other market participants in determining fair value.<br />

Quanta uses fair value measurements on a routine basis in its assessment of assets classified as goodwill,<br />

other intangible assets and long-lived assets held and used. In accordance with its annual impairment test during<br />

the quarter ended December 31, 2011, the carrying amounts of such assets, including goodwill, were compared to<br />

their fair values. The inputs used for fair value measurements for goodwill, other intangible assets and long-lived<br />

assets held and used are the lowest level (Level 3) inputs for which Quanta uses the assistance of third party<br />

specialists to develop valuation assumptions.<br />

Quanta also uses fair value measurements in connection with the valuation of its investments in private<br />

company equity interests and financing instruments. These valuations require significant management judgment<br />

due to the absence of quoted market prices, the inherent lack of liquidity and the long-term nature of such assets.<br />

Typically, the initial costs of these investments are considered to represent fair market value, as such amounts are<br />

negotiated between willing market participants. On a quarterly basis, Quanta performs an evaluation of its<br />

investments to determine if an other-than-temporary decline in the value of each investment has occurred<br />

and whether the recorded amount of each investment will be realizable. If an other-than-temporary decline in the<br />

value of an investment occurs, a fair value analysis would be performed to determine the degree to which the<br />

investment was impaired and a corresponding charge to earnings would be recorded during the period. These<br />

types of fair market value assessments are similar to other fair value measures used by Quanta, which include the<br />

use of significant judgment and available relevant market data. Such market data may include observations of the<br />

valuation of comparable companies, risk adjusted discount rates and an evaluation of the expected performance<br />

of the underlying portfolio asset, including historical and projected levels of profitability or cash flows. In<br />

addition, a variety of additional factors will be reviewed by management, including, but not limited to,<br />

contemporaneous financing and sales transactions with third parties, changes in market outlook and the thirdparty<br />

financing environment.<br />

3. NEW ACCOUNTING PRONOUNCEMENTS:<br />

Adoption of New Accounting Pronouncements<br />

During the quarter ended December 31, 2011, Quanta adopted Accounting Standards Update (ASU) 2011-<br />

09, “Compensation — Retirement Benefits — Multiemployer Plans (Subtopic 715-80): Disclosures about an<br />

Employer’s Participation in a Multiemployer Plan” (ASU 2011-09). This guidance requires employers to make<br />

various disclosures for each individually significant multiemployer plan that provides pension benefits to its<br />

employees. Generally, an employer must disclose the employer’s contributions to the plan during the period and<br />

provide a description of the nature and effect of any significant changes that affect comparability of total<br />

employer contributions from period to period. Additionally, the employer is required to provide a description of<br />

the nature of the plan benefits, a qualitative description of the extent to which the employer could be responsible<br />

for the obligations of the plan and other quantitative information, to the extent available, as of the most recent<br />

date available, to help users understand the financial information for each significant plan. An employer should<br />

also provide disclosures for total contributions made to all plans that are not individually significant and total<br />

contributions made to all plans. If certain quantitative information cannot be obtained without undue cost and<br />

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

effort, that quantitative information may be omitted, although the employer should describe what information has<br />

been omitted and why. The required disclosures must be provided retrospectively for all prior periods presented.<br />

The adoption of ASU 2011-09 did not have a material impact on Quanta’s consolidated financial position, results<br />

of operations or cash flows but did impact the disclosures in the notes to its consolidated financial statements.<br />

See Note 12 for the disclosures related to Quanta’s participation in multi-employer plans.<br />

In May 2011, the Financial Accounting Standards Board (FASB) issued ASU 2011-04, “Fair Value<br />

Measurement (Topic 820): Amendments to Achieve Common Fair Value Measurement and Disclosure<br />

Requirements in U.S. GAAP and IFRSs” (ASU 2011-04), which is effective for annual reporting periods<br />

beginning after December 15, 2011. This guidance amends certain accounting and disclosure requirements<br />

related to fair value measurements. Additional disclosure requirements in the update include: (1) for Level 3 fair<br />

value measurements, quantitative information about unobservable inputs used, a description of the valuation<br />

processes used by the entity, and a qualitative discussion about the sensitivity of the measurements to changes in<br />

the unobservable inputs; (2) for an entity’s use of a nonfinancial asset that is different from the asset’s highest<br />

and best use, the reason for the difference; (3) for financial instruments not measured at fair value but for which<br />

disclosure of fair value is required, the fair value hierarchy level in which the fair value measurements were<br />

determined; and (4) the disclosure of all transfers between Level 1 and Level 2 of the fair value hierarchy.<br />

Quanta adopted ASU 2011-04 on January 1, 2012. Quanta does not anticipate that ASU 2011-04 will have a<br />

material impact on its consolidated financial statements but will consider whether any additional disclosures are<br />

necessary.<br />

In June 2011, the FASB issued ASU 2011-05, “Comprehensive Income (Topic 220): Presentation of<br />

Comprehensive Income” (ASU 2011-05), which is effective for annual reporting periods beginning after<br />

December 15, 2011. Accordingly, Quanta adopted ASU 2011-05 on January 1, 2012. This guidance eliminates<br />

the option to present the components of other comprehensive income as part of the statement of changes in<br />

stockholders’ equity. This guidance is intended to increase the prominence of other comprehensive income in<br />

financial statements by requiring that such amounts be presented either in a single continuous statement of<br />

income and comprehensive income or separately in consecutive statements of income and comprehensive<br />

income. The adoption of ASU 2011-05 is not expected to have a material impact on Quanta’s disclosures.<br />

Accounting Standards Not Yet Adopted<br />

In September 2011, the FASB issued ASU 2011-08, “Intangibles — Goodwill and Other (Topic 350):<br />

Testing Goodwill for Impairment (the revised standard)” (ASU 2011-08), which is effective for annual and<br />

interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011. This guidance<br />

gives entities the option to first assess qualitative factors to determine whether it is necessary to perform the<br />

current two-step goodwill impairment test. If an entity believes that, as a result of its qualitative assessment, it is<br />

more likely than not that the fair value of a reporting unit is less than its carrying amount, the quantitative<br />

impairment test is required. Otherwise, no further testing is required. An entity can choose to perform the<br />

qualitative assessment on none, some or all of its reporting units. An entity can also bypass the qualitative<br />

assessment for any reporting unit in any period and proceed directly to step one of the impairment test, and then<br />

resume performing the qualitative assessment in any subsequent period. ASU 2011-08 also includes new<br />

qualitative indicators that replace those currently used to determine whether an interim goodwill impairment test<br />

is required to be performed. The adoption of ASU 2011-08 is not expected to have a material impact on Quanta’s<br />

financial position, results of operations or cash flows.<br />

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<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)<br />

4. ACQUISITIONS:<br />

2011 Acquisitions<br />

On October 5, 2011, Quanta acquired Utilimap Corporation (Utilimap), which provides geographic<br />

information system (GIS) utility asset management and engineering services to the electric utility industry. The<br />

aggregate consideration paid for Utilimap consisted of approximately $24.5 million in cash, 553,526 shares of<br />

Quanta common stock valued at approximately $9.7 million and the repayment of $0.8 million in debt. As this<br />

transaction was effective October 5, 2011, the results of Utilimap have been included in Quanta’s consolidated<br />

financial statements beginning on such date. This acquisition enables Quanta to further enhance its Electric<br />

Power Infrastructure Services segment offerings. Utilimap’s financial results will generally be included in<br />

Quanta’s Electric Power Infrastructure Services segment.<br />

On August 11, 2011, Quanta acquired Coe Drilling Pty. Ltd. (Coe), a horizontal directional drilling<br />

company based in Brisbane, Australia. The aggregate consideration paid for Coe consisted of approximately<br />

$10.5 million in cash, 396,643 shares of Quanta common stock valued at approximately $6.3 million and the<br />

repayment of $1.8 million in debt. As this transaction was effective August 11, 2011, the results of Coe have<br />

been included in the consolidated financial statements beginning on such date. This acquisition allows Quanta to<br />

further expand its capabilities and scope of services internationally. Coe’s financial results will generally be<br />

included in Quanta’s Natural Gas and Pipeline Infrastructure Services segment.<br />

On August 5, 2011, Quanta acquired McGregor Construction 2000 Ltd. and certain of its affiliated entities<br />

(McGregor), an electric power infrastructure services company based in Alberta, Canada. The aggregate<br />

consideration paid for McGregor consisted of approximately $38.6 million in cash, 898,440 shares of Quanta<br />

common stock valued at approximately $14.6 million and the repayment of $0.8 million in debt. As this<br />

transaction was effective August 5, 2011, the results of McGregor have been included in the consolidated<br />

financial statements beginning on such date. This acquisition allows Quanta to further expand its capabilities and<br />

scope of services in Canada. McGregor’s financial results will generally be included in Quanta’s Electric Power<br />

Infrastructure Services segment.<br />

In the third quarter of 2011, Quanta acquired two businesses based in British Columbia, Canada that<br />

predominantly provide electric power infrastructure services, which have been reflected in Quanta’s consolidated<br />

financial statements as of their respective acquisition dates. In connection with these acquisitions, Quanta paid<br />

the former owners of the businesses an aggregate of approximately $7.3 million in cash and issued an aggregate<br />

of 91,204 shares of Quanta common stock valued at approximately $1.7 million. These acquisitions allow Quanta<br />

to further expand its capabilities and scope of services in Canada. The financial results of these two businesses<br />

will generally be included in Quanta’s Electric Power Infrastructure Services segment.<br />

2010 Acquisition<br />

On October 25, 2010, Quanta acquired Valard. In connection with the acquisition, Quanta paid the former<br />

owners of Valard approximately $118.9 million in cash and issued 623,720 shares of Quanta common stock<br />

and 3,909,110 exchangeable shares of a Canadian subsidiary of Quanta. In addition, Quanta issued one share of<br />

Quanta Series F preferred stock to a voting trust on behalf of the holders of the exchangeable shares. The Series F<br />

preferred stock provides the holders of exchangeable shares with voting rights in Quanta common stock<br />

equivalent to the number of exchangeable shares outstanding at any time. The aggregate value of the common<br />

stock and exchangeable shares issued was approximately $83.4 million. The exchangeable shares are<br />

substantially equivalent to, and exchangeable on a one-for-one basis for, Quanta common stock. As part of the<br />

consideration paid for Valard, Quanta also repaid $12.8 million in Valard debt at the closing of the acquisition.<br />

As this transaction was effective October 25, 2010, the results of Valard have been included in the consolidated<br />

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<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)<br />

financial statements beginning on such date. This acquisition allows Quanta to further expand its capabilities and<br />

scope of services in Canada. Valard’s financial results are generally included in Quanta’s Electric Power<br />

Infrastructure Services segment.<br />

2009 Acquisitions<br />

On October 1, 2009, Quanta acquired Price Gregory in exchange for the issuance of approximately<br />

10.9 million shares of Quanta common stock valued at approximately $231.8 million on the date of closing and<br />

the payment of approximately $95.8 million in cash. In connection with the acquisition, $0.5 million in cash and<br />

approximately 1.5 million shares of Quanta common stock, valued at approximately $32.5 million, were placed<br />

into an escrow account, which was maintained until April 1, 2011 for the settlement of any claims asserted by<br />

Quanta against the former stockholders of Price Gregory. Price Gregory provides natural gas and oil transmission<br />

pipeline infrastructure services in North America and expands Quanta’s service capabilities in this market. Price<br />

Gregory’s results of operations have been included in Quanta’s consolidated results of operations since<br />

October 1, 2009.<br />

Also in 2009, Quanta completed three other acquisitions of specialty contractors with operations in the<br />

electric power, natural gas and pipeline and telecommunications industries for an aggregate purchase price of<br />

approximately $36.0 million, consisting of a total of approximately $25.3 million in cash and approximately<br />

0.5 million shares of Quanta common stock valued in the aggregate at approximately $10.7 million as of the<br />

dates of acquisition. These acquisitions enhance Quanta’s electric power, natural gas and pipeline and<br />

telecommunications capabilities throughout various regions of the United States and Western Canada.<br />

The following table summarizes the aggregate consideration paid for the 2011 and 2010 acquisitions and<br />

presents the allocation of these amounts to the net tangible and identifiable intangible assets based on their<br />

estimated fair values as of the respective acquisition dates. This allocation requires the significant use of<br />

estimates and is based on information that was available to management at the time these consolidated financial<br />

statements were prepared (in thousands).<br />

2011 2010<br />

All Acquisitions Valard<br />

Consideration:<br />

Value of Quanta common stock issued ..................................... $ 32,368 $ 11,470<br />

Value of exchangeable shares issued ....................................... — 71,885<br />

Cash paid ............................................................ 84,208 131,651<br />

Fair value of total consideration transferred .................................. $116,576 $215,006<br />

Current assets ......................................................... $ 30,198 $ 75,296<br />

Property and equipment ................................................. 19,878 29,307<br />

Other assets ........................................................... 379 —<br />

Identifiable intangible assets ............................................. 40,229 46,224<br />

Current liabilities ...................................................... (10,226) (26,633)<br />

Deferred tax liabilities, net ............................................... (7,190) (18,553)<br />

Other long-term liabilities ............................................... (450) —<br />

Total identifiable net assets .............................................. 72,818 105,641<br />

Goodwill ............................................................. 43,758 109,365<br />

$116,576 $215,006<br />

The fair value of current assets acquired in 2011 includes accounts receivable with a fair value of $16.1<br />

million. The fair value of current assets acquired in 2010 included accounts receivable with a fair value of $68.0<br />

million.<br />

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)<br />

Goodwill represents the excess of the purchase price over the net amount of the fair values assigned to<br />

assets acquired and liabilities assumed. The 2011 and 2010 acquisitions strategically expand Quanta’s Canadian<br />

service offering, add an Australian service offering and enhance its domestic electric power infrastructure service<br />

offerings, which Quanta believes contributes to the recognition of the goodwill. In connection with the 2011<br />

acquisitions, goodwill of $34.9 million was recorded for reporting units included within Quanta’s electric power<br />

division and $8.9 million was recorded for the reporting unit included within Quanta’s natural gas and pipeline<br />

division at December 31, 2011. In connection with the 2010 acquisition, goodwill of $109.4 million was recorded<br />

and included within Quanta’s electric power division at December 31, 2010. None of this goodwill is expected to<br />

be deductible for income tax purposes other than $13.1 million recorded in 2011.<br />

The following unaudited supplemental pro forma results of operations have been provided for illustrative<br />

purposes only and do not purport to be indicative of the actual results that would have been achieved by the<br />

combined companies for the periods presented or that may be achieved by the combined companies in the future.<br />

Future results may vary significantly from the results reflected in the following pro forma financial information<br />

because of future events and transactions, as well as other factors (in thousands, except per share amounts):<br />

2011<br />

Year Ended December 31,<br />

2010 2009<br />

Revenues ....................................... $4,700,382 $4,212,447 $4,717,882<br />

Gross profit ..................................... $ 645,477 $ 701,314 $ 914,737<br />

Selling, general and administrative expenses ........... $ 381,290 $ 367,373 $ 379,210<br />

Amortization of intangible assets .................... $ 34,253 $ 55,756 $ 55,532<br />

Net income attributable to common stock .............<br />

Earnings per share attributable to common stock:<br />

$ 141,123 $ 167,361 $ 304,304<br />

Basic .......................................... $ 0.66 $ 0.78 $ 1.43<br />

Diluted ......................................... $ 0.66 $ 0.77 $ 1.41<br />

The pro forma combined results of operations for the years ended December 31, 2011 and 2010 have been<br />

prepared by adjusting the historical results of Quanta to include the historical results of the 2011 acquisitions as if<br />

they occurred January 1, 2010. The pro forma combined results of operations for the year ended<br />

December 31, 2010 have also been prepared by adjusting the historical results of Quanta to include the historical<br />

results of the 2010 acquisition as if it occurred January 1, 2009. The pro forma combined results of operations for<br />

the year ended December 31, 2009 have been prepared by adjusting the historical results of Quanta to include the<br />

historical results of the 2010 acquisition as if it occurred January 1, 2009 and the historical results of the 2009<br />

acquisitions as if they all occurred January 1, 2008. These pro forma combined historical results were then<br />

adjusted for the following: a reduction of interest expense and interest income as a result of the repayment of<br />

outstanding indebtedness and the retirement of preferred stock, a reduction of interest income as a result of the<br />

cash consideration paid, an increase in amortization expense due to the incremental intangible assets recorded<br />

related to the 2011, 2010 and 2009 acquisitions, an increase in depreciation expense within cost of services<br />

related to the net impact of adjusting acquired property and equipment to the acquisition date fair value and<br />

conforming depreciable lives with Quanta’s accounting policies, an increase in the number of outstanding shares<br />

of Quanta common stock and certain reclassifications to conform the acquired companies’ presentation to<br />

Quanta’s accounting policies. The pro forma results of operations do not include any adjustments to eliminate the<br />

impact of acquisition related costs or any cost savings or other synergies that may result from the 2011, 2010 and<br />

2009 acquisitions. As noted above, the pro forma results of operations do not purport to be indicative of the<br />

actual results that would have been achieved by the combined company for the periods presented or that may be<br />

achieved by the combined company in the future.<br />

96


<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

Revenues of approximately $43.8 million and income before income taxes of approximately $4.4 million<br />

are included in Quanta’s consolidated results of operations for the year ended December 31, 2011 related to the<br />

five 2011 acquisitions following their respective dates of acquisition. Revenues of $25.7 million and income<br />

before income taxes of $3.4 million following Valard’s date of acquisition on October 25, 2010 are included in<br />

Quanta’s consolidated results of operations for the year ended December 31, 2010. Revenues of $260.3 million<br />

and income before income taxes of $37.8 million related to the four 2009 acquisitions following their respective<br />

dates of acquisition are included in Quanta’s consolidated results of operations for the year ended December 31,<br />

2009.<br />

5. GOODWILL AND OTHER INTANGIBLE ASSETS:<br />

A summary of changes in Quanta’s goodwill is as follows (in thousands):<br />

Electric Power<br />

Division<br />

Natural Gas and<br />

Pipeline<br />

Division<br />

Telecommunications<br />

Division Total<br />

Balance at December 31, 2009:<br />

Goodwill .................. $651,815 $ 337,938 $523,069 $1,512,822<br />

Accumulated impairment ...... — — (63,264) (63,264)<br />

Goodwill, net ................. 651,815 337,938 459,805 1,449,558<br />

Goodwill acquired during 2010 . . . 109,365 — — 109,365<br />

Foreign currency translation<br />

related to goodwill ........... 2,274 — — 2,274<br />

Operating unit reorganization .... (22,163) — 22,163 —<br />

Purchase price adjustments related<br />

to prior periods .............. (15) (27) — (42)<br />

Balance at December 31, 2010:<br />

Goodwill .................. 741,276 337,911 545,232 1,624,419<br />

Accumulated impairment ...... — — (63,264) (63,264)<br />

Goodwill, net ................. 741,276 337,911 481,968 1,561,155<br />

Goodwill acquired during 2011 . . . 34,900 8,858 — 43,758<br />

Foreign currency translation<br />

related to goodwill ........... (3,564) (78) — (3,642)<br />

Operating unit reorganizations .... 216,090 (233,032) 16,942 —<br />

Purchase price adjustments related<br />

to prior periods .............. — (61) — (61)<br />

Balance at December 31, 2011:<br />

Goodwill .................. 988,702 113,598 562,174 1,664,474<br />

Accumulated impairment ...... — — (63,264) (63,264)<br />

Goodwill, net ............... $988,702 $ 113,598 $498,910 $1,601,210<br />

As described in Note 2, Quanta’s operating units are organized into one of Quanta’s three internal divisions<br />

and accordingly, Quanta’s goodwill associated with each of its operating units has been aggregated on a<br />

divisional basis and reported in the table above. These divisions are closely aligned with Quanta’s reportable<br />

segments based on the predominant type of work performed by the operating units within the divisions. On<br />

occasion, operating units may be reorganized among Quanta’s internal divisions. The table above presents these<br />

changes as reclassifications during the period in which the reorganization occurred.<br />

97


<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

Activity in Quanta’s intangible assets consists of the following (in thousands):<br />

As of<br />

December 31, 2010<br />

Intangible<br />

Assets<br />

Twelve Months Ended<br />

December 31, 2011<br />

Accumulated<br />

Amortization Amortization<br />

Expense Additions<br />

Foreign<br />

Currency<br />

Translation<br />

As of<br />

December 31, 2011<br />

Intangible<br />

Assets, Net<br />

Remaining<br />

Weighted<br />

Average<br />

Amortization<br />

Period in<br />

Years<br />

Customer<br />

relationships ..... $153,100 $ (27,880) $(10,565) $20,144 $(1,064) $133,735 12.0<br />

Backlog ........... 108,421 (88,429) (12,723) 13,918 (561) 20,626 2.3<br />

Trade names ....... 27,249 (1,005) (943) 2,594 (182) 27,713 28.0<br />

Non-compete<br />

agreements ....... 23,954 (13,164) (4,441) 3,728 (267) 9,810 3.2<br />

Patented rights and<br />

developed<br />

technology ....... 16,078 (4,257) (1,266) — — 10,555 8.8<br />

Software .......... — — (15) 300 — 285 4.8<br />

Total intangible assets<br />

subject to<br />

amortization ..... 328,802 (134,735) (29,953) 40,684 (2,074) 202,724 12.6<br />

Other intangible<br />

assets not subject to<br />

amortization ..... — — — 4,500 — 4,500 N/A<br />

Total intangible<br />

assets ............. $328,802 $(134,735) $(29,953) $45,184 $(2,074) $207,224 N/A<br />

Amortization expense for intangible assets was $30.0 million, $38.6 million and $39.0 million for the years<br />

ended December 31, 2011, 2010 and 2009, respectively. The estimated future aggregate amortization expense of<br />

intangible assets as of December 31, 2011 is set forth below (in thousands):<br />

For the Fiscal Year Ending December 31,<br />

2012 .................................................................... $ 32,264<br />

2013 .................................................................... 18,936<br />

2014 .................................................................... 16,980<br />

2015 .................................................................... 14,849<br />

2016 .................................................................... 13,370<br />

Thereafter ................................................................ 106,325<br />

Total .................................................................. $202,724<br />

98


<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

6. PER SHARE INFORMATION:<br />

Basic earnings per share is computed using the weighted average number of common shares outstanding<br />

during the period, and diluted earnings per share is computed using the weighted average number of common<br />

shares outstanding during the period adjusted for all potentially dilutive common stock equivalents, except in<br />

cases where the effect of the common stock equivalent would be antidilutive. The amounts used to compute the<br />

basic and diluted earnings per share for the years ended December 31, 2011, 2010 and 2009 are illustrated below<br />

(in thousands):<br />

Year Ended December 31,<br />

2011 2010 2009<br />

NET <strong>INC</strong>OME:<br />

Net income attributable to common stock .................. $132,515 $153,176 $162,162<br />

Net income attributable to common stock for diluted earnings<br />

per share .......................................... $132,515 $153,176 $162,162<br />

WEIGHTED AVERAGE SHARES:<br />

Weighted average shares outstanding for basic earnings per<br />

share ............................................. 212,648 210,046 200,733<br />

Effect of dilutive stock options .......................... 126 218 192<br />

Effect of shares in escrow .............................. 394 1,532 386<br />

Weighted average shares outstanding for diluted earnings per<br />

share ............................................. 213,168 211,796 201,311<br />

For the years ended December 31, 2011, 2010 and 2009, a nominal number of stock options were excluded<br />

from the computation of diluted earnings per share because the exercise prices of the stock options were greater<br />

than the average market price of Quanta’s common stock. The 3.9 million exchangeable shares of a Canadian<br />

subsidiary of Quanta that were issued pursuant to the acquisition of Valard on October 25, 2010, which are<br />

exchangeable on a one-for-one basis with shares of Quanta common stock, are included in weighted average<br />

shares outstanding for basic and diluted earnings per share for the full year of 2011 and are weighted for the<br />

portion of 2010 they were outstanding. Shares of Quanta common stock placed in escrow related to a previous<br />

acquisition are included in the computation of diluted earnings per share for the years ended December 31, 2011,<br />

2010 and 2009, and are weighted based on the portion of the year they were held in escrow. These shares were<br />

released from escrow on April 4, 2011. For the years ended December 31, 2010 and 2009, the effect of assuming<br />

conversion of Quanta’s 3.75% convertible subordinated notes due 2026 (3.75% Notes) would have been<br />

antidilutive and therefore the shares issuable upon conversion were excluded from the calculation of diluted<br />

earnings per share. The 3.75% Notes were not outstanding after May 1, 2010 and therefore had no impact on<br />

diluted shares during the year ended December 31, 2011.<br />

99


<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

7. DETAIL OF CERTAIN BALANCE SHEET ACCOUNTS:<br />

Activity in Quanta’s current and long-term allowance for doubtful accounts consists of the following (in<br />

thousands):<br />

December 31,<br />

2011 2010<br />

Balance at beginning of year ......................................... $7,300 $ 9,069<br />

Charged to expense ................................................. 1,163 (142)<br />

Deductions for uncollectible receivables written off, net of recoveries ......... (4,700) (1,627)<br />

Balance at end of year .............................................. $3,763 $ 7,300<br />

Contracts in progress are as follows (in thousands):<br />

December 31,<br />

2011 2010<br />

Costs incurred on contracts in progress .......................... $2,411,733 $ 3,225,340<br />

Estimated earnings, net of estimated losses ....................... 301,954 580,340<br />

2,713,687 3,805,680<br />

Less — Billings to date ...................................... (2,669,623) (3,753,326)<br />

$ 44,064 $ 52,354<br />

Costs and estimated earnings in excess of billings on uncompleted<br />

contracts ................................................ $ 206,159 $ 135,475<br />

Less — Billings in excess of costs and estimated earnings on<br />

uncompleted contracts ..................................... (162,095) (83,121)<br />

Property and equipment consists of the following (in thousands):<br />

Estimated Useful<br />

Lives in Years<br />

$ 44,064 $ 52,354<br />

December 31,<br />

2011 2010<br />

Land ........................................ N/A $ 16,310 $ 15,698<br />

Buildings and leasehold improvements ............. 5-30 54,365 42,755<br />

Operating equipment and vehicles ................. 5-25 984,585 864,631<br />

Fiber optic and related assets ..................... 5-20 319,303 303,961<br />

Office equipment, furniture and fixtures and<br />

information technology systems ................ 3-15 87,378 71,955<br />

Construction work in progress .................... N/A 29,563 29,793<br />

1,491,504 1,328,793<br />

Less — Accumulated depreciation and amortization . . (519,808) (428,025)<br />

Property and equipment, net ..................... $ 971,696 $ 900,768<br />

100


<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

Accounts payable and accrued expenses consists of the following (in thousands):<br />

December 31,<br />

2011 2010<br />

Accounts payable, trade .......................................... $343,676 $222,881<br />

Accrued compensation and related expenses .......................... 109,220 74,029<br />

Accrued insurance ............................................... 51,874 56,340<br />

Accrued loss on contracts ......................................... 3,319 1,485<br />

Deferred revenues ............................................... 16,945 16,991<br />

Accrued interest and fees ......................................... 334 114<br />

Income and franchise taxes payable ................................. 47,703 6,578<br />

Other accrued expenses ........................................... 45,854 37,529<br />

8. DEBT OBLIGATIONS:<br />

Quanta’s debt obligations consist of the following (in thousands):<br />

$618,925 $415,947<br />

December 31,<br />

2011 2010<br />

Notes payable to various financial institutions, interest rate ranging from<br />

0.0% to 8.0%, secured by certain equipment and other assets ........... $ 56 $ 1,327<br />

Less — Current maturities ........................................ (56) (1,327)<br />

Total long-term debt obligations .................................... $ — $ —<br />

Credit Facility<br />

Quanta has a credit agreement with various lenders that provides for a $700.0 million senior secured<br />

revolving credit facility maturing on August 2, 2016. The entire amount of the facility is available for the<br />

issuance of letters of credit, and up to $25.0 million of the facility is available for swing line loans. Up to $100.0<br />

million of the facility is available for revolving loans and letters of credit in certain alternative currencies in<br />

addition to the U.S. dollar. Borrowings under the credit agreement are to be used to refinance existing<br />

indebtedness and for working capital, capital expenditures and other general corporate purposes. Quanta entered<br />

into the credit agreement on August 2, 2011, which amended and restated its prior credit agreement.<br />

As of December 31, 2011, Quanta had approximately $191.4 million of letters of credit issued under the<br />

credit facility and no outstanding revolving loans. The remaining $508.6 million was available for revolving<br />

loans or issuing new letters of credit. Amounts borrowed under the credit agreement in U.S. dollars bear interest,<br />

at Quanta’s option, at a rate equal to either (a) the Eurocurrency Rate (as defined in the credit agreement) plus<br />

1.25% to 2.50%, as determined based on Quanta’s Consolidated Leverage Ratio (as described below), plus, if<br />

applicable, any Mandatory Cost (as defined in the credit agreement) required to compensate lenders for the cost<br />

of compliance with certain European regulatory requirements, or (b) the Base Rate (as described below) plus<br />

0.25% to 1.50%, as determined based on Quanta’s Consolidated Leverage Ratio. Amounts borrowed under the<br />

credit agreement in any currency other than U.S. dollars bear interest at a rate equal to the Eurocurrency Rate<br />

plus 1.25% to 2.50%, as determined based on Quanta’s Consolidated Leverage Ratio, plus, if applicable, any<br />

Mandatory Cost. Standby letters of credit issued under the credit agreement are subject to a letter of credit fee of<br />

1.25% to 2.50%, based on Quanta’s Consolidated Leverage Ratio, and Performance Letters of Credit (as defined<br />

in the credit agreement) issued under the credit agreement in support of certain contractual obligations are subject<br />

to a letter of credit fee of 0.75% to 1.50%, based on Quanta’s Consolidated Leverage Ratio. Quanta is also<br />

101


<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

subject to a commitment fee of 0.20% to 0.45%, based on Quanta’s Consolidated Leverage Ratio, on any unused<br />

availability under the credit agreement. The Consolidated Leverage Ratio is the ratio of Quanta’s total funded<br />

debt to Consolidated EBITDA (as defined in the credit agreement). For purposes of calculating both the<br />

Consolidated Leverage Ratio and the maximum senior debt to Consolidated EBITDA ratio discussed below, total<br />

funded debt and total senior debt are reduced by all cash and Cash Equivalents (as defined in the credit<br />

agreement) held by Quanta in excess of $25.0 million. The Base Rate equals the highest of (i) the Federal Funds<br />

Rate (as defined in the credit agreement) plus 1/2 of 1%, (ii) Bank of America’s prime rate and (iii) the<br />

Eurocurrency Rate plus 1.00%.<br />

Subject to certain exceptions, the credit agreement is secured by substantially all of the assets of Quanta and<br />

its wholly owned U.S. subsidiaries, and by a pledge of all of the capital stock of Quanta’s wholly owned U.S.<br />

subsidiaries and 65% of the capital stock of the direct foreign subsidiaries of Quanta or its wholly owned U.S.<br />

subsidiaries. Quanta’s wholly owned U.S. subsidiaries also guarantee the repayment of all amounts due under the<br />

credit agreement. Subject to certain conditions, at any time Quanta maintains a corporate credit rating that is<br />

BBB- (stable) or higher by Standard & Poor’s Rating Services and a corporate family rating that is Baa3 (stable)<br />

or higher by Moody’s Investors Services, all collateral will be automatically released from these liens.<br />

The credit agreement contains certain covenants, including a maximum Consolidated Leverage Ratio and a<br />

minimum interest coverage ratio, in each case as specified in the credit agreement. The credit agreement also<br />

contains a maximum senior debt to Consolidated EBITDA ratio, as specified in the credit agreement, that will be<br />

in effect at any time that the collateral securing the credit agreement has been and remains released. The credit<br />

agreement limits certain acquisitions, mergers and consolidations, indebtedness, capital expenditures, asset sales<br />

and prepayments of indebtedness and, subject to certain exceptions, prohibits liens on assets. The credit<br />

agreement also includes limits on the payment of dividends and stock repurchase programs in any fiscal year<br />

except those payments or other distributions payable solely in capital stock. As of December 31, 2011, Quanta<br />

was in compliance with all of the covenants in the credit agreement.<br />

The credit agreement provides for customary events of default and includes cross-default provisions with<br />

Quanta’s underwriting, continuing indemnity and security agreement with its sureties and all of Quanta’s other<br />

debt instruments exceeding $30.0 million in borrowings or availability. If an event of default (as defined in the<br />

credit agreement) occurs and is continuing, on the terms and subject to the conditions set forth in the credit<br />

agreement, amounts outstanding under the credit agreement may be accelerated and may become or be declared<br />

immediately due and payable.<br />

Prior to August 2, 2011, Quanta had a credit agreement that provided for a $475.0 million senior secured<br />

revolving credit facility maturing on September 19, 2012. Subject to the conditions specified in the prior credit<br />

agreement, borrowings under the prior credit facility were to be used for working capital, capital expenditures<br />

and other general corporate purposes. The entire unused portion of the prior credit facility was available for the<br />

issuance of letters of credit.<br />

Amounts borrowed under the prior credit facility bore interest, at Quanta’s option, at a rate equal to either<br />

(a) the Eurodollar Rate (as defined in the prior credit agreement) plus 0.875% to 1.75%, as determined by the<br />

ratio of Quanta’s total funded debt to Consolidated EBITDA (as defined in the prior credit agreement), or (b) the<br />

base rate (as described below) plus 0.00% to 0.75%, as determined by the ratio of Quanta’s total funded debt to<br />

Consolidated EBITDA. Letters of credit issued under the prior credit facility were subject to a letter of credit fee<br />

of 0.875% to 1.75%, based on the ratio of Quanta’s total funded debt to Consolidated EBITDA. Quanta was also<br />

subject to a commitment fee of 0.15% to 0.35%, based on the ratio of its total funded debt to Consolidated<br />

EBITDA, on any unused availability under the prior credit facility. The base rate equaled the higher of (i) the<br />

Federal Funds Rate (as defined in the prior credit agreement) plus 1/2 of 1% or (ii) the bank’s prime rate.<br />

102


<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

3.75% Convertible Subordinated Notes<br />

As of December 31, 2011 and 2010, none of Quanta’s 3.75% Notes were outstanding. The 3.75% Notes<br />

were originally issued in April 2006 in an aggregate principal amount of $143.8 million and required semiannual<br />

interest payments on April 30 and October 30 until maturity. On May 14, 2010, Quanta redeemed all of<br />

the $143.8 million aggregate principal amount outstanding of the 3.75% Notes at a redemption price of<br />

101.607% of the principal amount of the notes, plus accrued and unpaid interest to, but not including, the date of<br />

redemption. The redemption resulted in a payment of the aggregate redemption price of $146.1 million and the<br />

recognition of a loss on early extinguishment of debt of approximately $7.1 million. Included in the loss on early<br />

extinguishment of debt was a non-cash loss of $3.5 million related to the difference between the net carrying<br />

value and the estimated fair value of the 3.75% Notes, calculated as of the date of redemption, the payment of<br />

$2.3 million representing the 1.607% redemption premium above par value and a non-cash loss of $1.3 million<br />

from the write-off of the remaining unamortized deferred financing costs related to the 3.75% Notes.<br />

9. <strong>INC</strong>OME TAXES:<br />

The components of income before income taxes are as follows (in thousands):<br />

Year ended December 31,<br />

2011 2010 2009<br />

Income before income taxes:<br />

Domestic ................................................... $204,382 $227,560 $228,461<br />

Foreign .................................................... 11,988 18,695 5,269<br />

Total .................................................... $216,370 $246,255 $233,730<br />

The components of the provision for income taxes are as follows (in thousands):<br />

Year Ended December 31,<br />

2011 2010 2009<br />

Federal —<br />

Current ...................................................... $44,399 $38,698 $34,763<br />

Deferred ..................................................... 10,470 34,813 26,240<br />

State —<br />

Current ...................................................... 12,870 9,310 6,664<br />

Deferred ..................................................... 1,443 2,062 865<br />

Foreign —<br />

Current ...................................................... 7,668 6,260 1,857<br />

Deferred ..................................................... (4,896) (445) (194)<br />

103<br />

$71,954 $90,698 $70,195


<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

The actual income tax provision differs from the income tax provision computed by applying the<br />

U.S. federal statutory corporate rate to the income before provision for income taxes as follows (in thousands):<br />

Year Ended December 31,<br />

2011 2010 2009<br />

Provision at the statutory rate ..............................<br />

Increases (decreases) resulting from —<br />

$75,729 $86,189 $ 81,806<br />

State and foreign taxes ................................. 4,762 7,881 5,049<br />

Contingency reserves, net ............................... (8,769) (6,353) (15,810)<br />

Production activity deduction ............................ (2,527) (3,031) (5,007)<br />

Employee per diems, meals and entertainment .............. 4,687 5,126 3,537<br />

Taxes on unincorporated joint ventures .................... (4,142) (833) (480)<br />

Other ............................................... 2,214 1,719 1,100<br />

$71,954 $90,698 $ 70,195<br />

Deferred income taxes result from temporary differences in the recognition of income and expenses for<br />

financial reporting purposes and tax purposes. The tax effects of these temporary differences, representing<br />

deferred tax assets and liabilities, result principally from the following (in thousands):<br />

December 31,<br />

2011 2010<br />

Deferred income tax liabilities —<br />

Property and equipment ....................................... $(204,918) $(180,776)<br />

Goodwill ................................................... (43,057) (30,251)<br />

Other intangibles ............................................. (54,206) (55,762)<br />

Book/tax accounting method difference ........................... (27,924) (31,919)<br />

Total deferred income tax liabilities ................................ (330,105) (298,708)<br />

Deferred income tax assets —<br />

Accruals and reserves ......................................... 40,619 20,144<br />

Accrued insurance ........................................... 55,169 55,984<br />

Deferred revenue ............................................ 14,243 10,316<br />

Net operating loss carryforwards ................................ 15,615 12,374<br />

Other ...................................................... 13,140 22,634<br />

Subtotal ...................................................... 138,786 121,452<br />

Valuation allowance .......................................... (8,783) (11,368)<br />

Total deferred income tax assets .................................. 130,003 110,084<br />

Total net deferred income tax liabilities ............................. $(200,102) $(188,624)<br />

104


<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

The net deferred income tax assets and liabilities are comprised of the following (in thousands):<br />

December 31,<br />

2011 2010<br />

Current deferred income taxes:<br />

Assets ..................................................... $ 51,373 $ 46,883<br />

Liabilities .................................................. (17,831) (23,307)<br />

33,542 23,576<br />

Non-current deferred income taxes:<br />

Assets ..................................................... 78,630 63,201<br />

Liabilities .................................................. (312,274) (275,401)<br />

(233,644) (212,200)<br />

Total net deferred income tax liabilities ......................... $(200,102) $(188,624)<br />

The valuation allowance for deferred income tax assets at December 31, 2011, 2010, and 2009 was $8.8<br />

million, $11.4 million, and $8.6 million, respectively. These valuation allowances relate to state net operating<br />

loss carryforwards, a deferred tax asset for goodwill and foreign tax credit carryforwards. The net change in the<br />

total valuation allowance for each of the years ended December 31, 2011, 2010, and 2009 was a decrease of $2.6<br />

million, an increase of $2.8 million and a decrease of $0.6 million, respectively. The valuation allowance was<br />

established primarily as a result of uncertainty in Quanta’s outlook as to future taxable income in particular tax<br />

jurisdictions. Quanta believes it is more likely than not that it will realize the benefit of its deferred tax assets, net<br />

of existing valuation allowances.<br />

At December 31, 2011, Quanta had state and foreign net operating loss carryforwards, the tax effect of<br />

which is approximately $15.6 million. These carryforwards will expire as follows: 2012, $0.3 million; 2013, $0.4<br />

million; 2014, $0.8 million; 2015, $0.3 million; 2016, $0.3 million and $13.5 million thereafter. A valuation<br />

allowance of $6.4 million has been recorded against certain state net operating loss carryforwards.<br />

Through December 31, 2011, Quanta has not provided U.S. income taxes on unremitted foreign earnings<br />

because such earnings are intended to be indefinitely reinvested outside the U.S. It is not practicable to determine<br />

the amount of any additional U.S. tax liability that may result if Quanta decides to no longer indefinitely reinvest<br />

foreign earnings outside the U.S.<br />

A reconciliation of unrecognized tax benefit balances is as follows (in thousands):<br />

2011<br />

December 31,<br />

2010 2009<br />

Balance at beginning of year .............................. $50,632 $ 45,201 $ 59,190<br />

Additions based on tax positions related to the current year ...... 10,133 10,602 10,078<br />

Additions for tax positions of prior years .................... 131 5,183 633<br />

Additions attributable to acquisitions of businesses ............ — — 1,904<br />

Reductions for tax positions of prior years ................... — — (1,132)<br />

Settlements ............................................<br />

Reductions resulting from a lapse of the applicable statutes of<br />

(4,877) (93) (447)<br />

limitations .......................................... (8,640) (10,261) (25,025)<br />

Balance at end of year ................................... $47,379 $ 50,632 $ 45,201<br />

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<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

For the year ended December 31, 2011, the $8.6 million reduction is primarily due to the expiration of<br />

certain federal and state statutes of limitations for the 2007 tax year and the $4.9 million reduction primarily<br />

relates to settlement with tax authorities regarding a foreign tax credit position taken in a pre-acquisition tax<br />

return of an acquired business. For the year ended December 31, 2010, the $10.3 million reduction is primarily<br />

due to the expiration of certain federal and state statutes of limitations for the 2006 tax year. For the year ended<br />

December 31, 2009, the $25.0 million reduction is primarily due to the expiration of certain federal and state<br />

statutes of limitations for the 2005 tax year.<br />

The balances of unrecognized tax benefits, the amount of related interest and penalties and what Quanta<br />

believes to be the range of reasonably possible changes in the next 12 months are as follows (in thousands):<br />

2011<br />

December 31,<br />

2010 2009<br />

Unrecognized tax benefits ..................... $ 47,379 $ 50,632 $ 45,201<br />

Portion that, if recognized, would reduce tax expense<br />

and effective tax rate ........................ 39,824 43,077 37,054<br />

Accrued interest on unrecognized tax benefits ...... 7,180 6,524 8,694<br />

Accrued penalties on unrecognized tax benefits .....<br />

Reasonably possible reduction to the balance of<br />

unrecognized tax benefits in succeeding<br />

163 163 213<br />

12 months ................................<br />

Portion that, if recognized, would reduce tax expense<br />

$0to$12,110 $0 to $8,786 $0 to $9,300<br />

and effective tax rate ........................ $0to$10,221 $0 to $6,896 $0 to $7,100<br />

Quanta classifies interest and penalties within the provision for income taxes. Quanta recognized $0.7<br />

million of interest expense and $2.2 million and $3.6 million of interest income in the provision for income taxes<br />

for the years ended December 31, 2011, 2010 and 2009, respectively.<br />

Quanta is subject to income tax in the United States, multiple state jurisdictions and a few foreign<br />

jurisdictions. Quanta remains open to examination by the IRS for tax years 2008 through 2011 as these statutes of<br />

limitations have not yet expired. Quanta does not consider any state in which it does business to be a major tax<br />

jurisdiction.<br />

10. EQUITY:<br />

Exchangeable Shares and Series F Preferred Stock<br />

In connection with acquisition of Valard as discussed in Note 4, certain former owners of Valard received<br />

exchangeable shares of a Canadian subsidiary of Quanta which may be exchanged at the option of the holder for<br />

Quanta common stock on a one-for-one basis. The holders of exchangeable shares can make an exchange only<br />

once in any calendar quarter and must exchange a minimum of either 50,000 shares or, if less, the total number<br />

of remaining exchangeable shares registered in the name of the holder making the request. Quanta also issued<br />

one share of Quanta Series F preferred stock to a voting trust on behalf of the holders of the exchangeable shares.<br />

The Series F preferred stock provides the holders of the exchangeable shares voting rights in Quanta common<br />

stock equivalent to the number of exchangeable shares outstanding at any time. The combination of the<br />

exchangeable shares and the share of Series F preferred stock gives the holders of the exchangeable shares rights<br />

equivalent to Quanta common stockholders with respect to dividends, voting and other economic rights.<br />

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<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

Limited Vote Common Stock<br />

Effective May 19, 2011, each outstanding share of Quanta’s Limited Vote Common Stock was reclassified<br />

and converted into 1.05 shares of Quanta common stock, as set forth in a Certificate of Amendment to Restated<br />

Certificate of Incorporation approved by the stockholders of Quanta and filed with the Secretary of State of the<br />

State of Delaware on May 19, 2011. At December 31, 2011 and 2010, there were 0 and 432,485 shares of<br />

Limited Vote Common Stock outstanding. The Certificate of Amendment also eliminated entirely the class of<br />

Limited Vote Common Stock. The shares of Limited Vote Common Stock had rights similar to shares of<br />

common stock, except with respect to voting. Holders of Limited Vote Common Stock were entitled to vote as a<br />

separate class to elect one director and did not vote in the election of other directors. Holders of Limited Vote<br />

Common Stock were entitled to one-tenth of one vote for each share held on all other matters submitted for<br />

stockholder action. Shares of Limited Vote Common Stock were convertible into Quanta common stock upon<br />

disposition by the holder of such shares in accordance with the transfer restrictions applicable to such shares.<br />

During the years ended December 31, 2011, 2010 and 2009, no shares of Limited Vote Common Stock were<br />

converted to common stock upon transfer. In 2011, 432,485 shares of Limited Vote Common Stock were<br />

reclassified and converted into 454,107 shares of Quanta common stock pursuant to the Certificate of<br />

Amendment approved by the stockholders. In 2010, Quanta issued an aggregate 241,300 shares of its common<br />

stock in exchange for an aggregate 229,808 shares of Limited Vote Common Stock through voluntary exchanges<br />

initiated by individual stockholders.<br />

Treasury Stock<br />

During the second quarter of 2011, Quanta’s board of directors approved a stock repurchase program<br />

authorizing Quanta to purchase, from time to time, up to $150.0 million of its outstanding common stock. These<br />

repurchases could be made in open market transactions, in privately negotiated transactions, including block<br />

purchases, or otherwise, at management’s discretion based on market and business conditions, applicable legal<br />

requirements and other factors. This program does not obligate Quanta to acquire any specific amount of<br />

common stock and will continue until it is completed or otherwise modified or terminated by Quanta’s board of<br />

directors at any time in its sole discretion and without notice. The stock repurchase program is funded with cash<br />

on hand. From the time the stock repurchase program was initiated through December 31, 2011, Quanta<br />

repurchased 8.1 million shares of its common stock under this program at an aggregate cost of $149.5 million.<br />

These shares and the related cost to acquire them were accounted for as an adjustment to the balance of treasury<br />

stock. Under Delaware corporate law, treasury stock is not entitled to vote or be counted for quorum purposes.<br />

Under the stock incentive plans described in Note 11, employees may elect to satisfy their tax withholding<br />

obligations upon vesting of restricted stock by having Quanta make such tax payments and withhold a number of<br />

vested shares having a value on the date of vesting equal to their tax withholding obligation. As a result of such<br />

employee elections, Quanta withheld 299,804 shares of Quanta common stock in 2011 with a total market value<br />

of $6.6 million, 243,821 shares of Quanta common stock in 2010 with a total market value of $4.6 million and<br />

210,469 shares of Quanta common stock in 2009 with a total market value of $3.6 million, in each case for<br />

settlement of employee tax liabilities. These shares and the related cost to acquire them were accounted for as an<br />

adjustment to the balance of treasury stock.<br />

Noncontrolling Interest<br />

Quanta holds investments in several joint ventures that provide infrastructure services under specific<br />

customer contracts. Each joint venture is owned equally by its members. Quanta has determined that certain of<br />

these joint ventures are variable interest entities, with Quanta providing the majority of the infrastructure services<br />

to the joint venture, which management believes most significantly influences the economic performance of the<br />

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<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

joint venture. Management has concluded that Quanta is the primary beneficiary of each of these joint ventures<br />

and has accounted for each on a consolidated basis. The other parties’ equity interests in these joint ventures have<br />

been accounted for as a noncontrolling interest in the consolidated financial statements. Income attributable to<br />

the other joint venture members has been accounted for as a reduction of reported net income attributable to<br />

common stock in the amount of $11.9 million, $2.4 million and $1.4 million for the years ended December 31,<br />

2011, 2010 and 2009, respectively. Equity in the consolidated assets and liabilities of these joint ventures that is<br />

attributable to the other joint venture members has been accounted for as a component of noncontrolling interests<br />

within total equity in the accompanying balance sheets.<br />

The carrying value of the investments held by Quanta in all of its variable interest entities was<br />

approximately $7.3 million and $1.4 million at December 31, 2011 and 2010. The carrying value of investments<br />

held by the noncontrolling interests in these variable interest entities at December 31, 2011 and 2010 was $7.3<br />

million and $1.4 million. During the years ended December 31, 2011 and 2010, distributions to noncontrolling<br />

interests were $6.0 million and $2.4 million. See Note 14 for further disclosures related to Quanta’s joint venture<br />

arrangements.<br />

Comprehensive Income<br />

Quanta’s foreign operations are translated into U.S. dollars, and a translation adjustment is recorded in other<br />

comprehensive income, net of tax, as a result. Additionally, unrealized gains and losses on certain hedging<br />

activities are recorded in other comprehensive income, net of tax. The following table presents the components of<br />

comprehensive income for the periods presented (in thousands):<br />

Year Ended December 31,<br />

2011 2010 2009<br />

Net income .......................................... $144,416 $155,557 $163,535<br />

Foreign currency translation adjustment, net of tax ........... (12,235) 10,210 6,868<br />

Other ...............................................<br />

Change in unrealized gain (loss) on foreign currency cash flow<br />

(1,177) — —<br />

hedges, net of tax ................................... — 410 (410)<br />

Comprehensive income ................................ 131,004 166,177 169,993<br />

Less: Net income attributable to noncontrolling interests .... 11,901 2,381 1,373<br />

Comprehensive income attributable to common stock ........ $119,103 $163,796 $168,620<br />

In the third quarter of 2009, one of Quanta’s Canadian operating units entered into three forward contracts<br />

with settlement dates in 2009 and 2010, to reduce foreign currency risk associated with anticipated customer<br />

sales that were denominated in South African rand. This same operating unit also entered into three additional<br />

forward contracts with the same settlement dates to reduce the foreign currency exposure associated with a series<br />

of forecasted intercompany payments denominated in U.S. dollars to be made over a twelve-month period. These<br />

contracts were accounted for as cash flow hedges. Accordingly, changes in the fair value of the forward contracts<br />

were recorded in other comprehensive income prior to their settlement and were reclassified into earnings in the<br />

periods in which the hedged transactions occurred.<br />

The South African rand to Canadian dollar forward contracts had an aggregate notional amount of<br />

approximately $11.0 million ($CAD) at origination, and the Canadian dollar to U.S. Dollar forward contracts had<br />

an aggregate notional amount of approximately $9.5 million (U.S.) at origination. During the year ended<br />

December 31, 2010, net losses of $0.4 million were recorded in income in connection with the settled contracts.<br />

There were no forward contracts outstanding at December 31, 2011 or December 31, 2010, and as a result, there<br />

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<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

is no balance related to the forward contracts in other comprehensive income. During the year ended<br />

December 31, 2009, losses of $0.8 million were recorded in income in connection with the settled contracts, and<br />

at December 31, 2009, there was a loss of $0.4 million in other comprehensive income related to the forward<br />

contracts.<br />

Effectiveness testing related to these cash flow hedges was performed at the end of each quarter while they<br />

were outstanding. Any ineffective portion of these contracts was reclassified into earnings if the derivatives were<br />

no longer deemed to be cash flow hedges. For the years ended December 31, 2010 and 2009, a nominal portion<br />

of the forward contracts were considered ineffective.<br />

11. EQUITY-BASED COMPENSATION:<br />

Stock Incentive Plans<br />

On May 19, 2011, Quanta’s stockholders approved the Quanta Services, Inc. 2011 Omnibus Equity<br />

Incentive Plan (the 2011 Plan). The 2011 Plan provides for the award of non-qualified stock options, incentive<br />

(qualified) stock options (ISOs), stock appreciation rights, restricted stock awards, restricted stock units (RSUs),<br />

stock bonus awards, performance compensation awards (including cash bonus awards) or any combination of the<br />

foregoing. The purpose of the 2011 Plan is to provide participants with additional performance incentives by<br />

increasing their proprietary interest in Quanta. Employees, directors, officers, consultants or advisors of Quanta<br />

or its affiliates are eligible to participate in the 2011 Plan, as are prospective employees, directors, officers,<br />

consultants or advisors of Quanta who have agreed to serve Quanta in those capacities. An aggregate of<br />

11,750,000 shares of Quanta common stock may be issued pursuant to awards granted under the 2011 Plan.<br />

Additionally, pursuant to the Quanta Services, Inc. 2007 Stock Incentive Plan (the 2007 Plan), which was<br />

adopted on May 24, 2007, Quanta may award restricted common stock, incentive stock options and non-qualified<br />

stock options to eligible employees, directors, and certain consultants and advisors. An aggregate of 4,000,000<br />

shares of common stock may be issued pursuant to awards granted under the 2007 Plan. Quanta also has a<br />

Restricted Stock Unit Plan (the RSU Plan), pursuant to which RSUs may be awarded to certain employees and<br />

consultants of Quanta’s Canadian operations.<br />

Equity awards also remain outstanding under a prior plan adopted by Quanta, as well as under plans<br />

assumed by Quanta in connection with its acquisition of InfraSource Services, Inc. in 2007. While no further<br />

awards may be made under these plans, the awards outstanding under the plans continue to be governed by their<br />

terms. These plans, together with the 2011 Plan, the 2007 Plan and the RSU Plan, are referred to as the Plans.<br />

The Plans are administered by the Compensation Committee of the Board of Directors of Quanta. The<br />

Compensation Committee has, subject to applicable regulation and the terms of the Plans, the authority to grant<br />

awards under the Plans, to construe and interpret the Plans and to make all other determinations and take any and<br />

all actions necessary or advisable for the administration of the Plans. The Board also delegated to the Equity<br />

Grant Committee, a committee of the Board consisting of one or more directors, the authority to grant limited<br />

awards to eligible persons who are not executive officers or non-employee directors.<br />

Stock Options<br />

Awards in the form of stock options are exercisable during the period specified in each stock option<br />

agreement and generally become exercisable in installments pursuant to a vesting schedule designated by the<br />

Compensation Committee or, if applicable, the Equity Grant Committee. No option will remain exercisable later<br />

than 10 years after the date of award (or five years in the case of ISOs awarded to employees owning more than<br />

10% of Quanta’s voting capital stock). The exercise price for ISOs awarded under the 2011 and 2007 Plans may<br />

be no less than the fair market value of a share of common stock on the date of award (or 110% in the case of<br />

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<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

ISOs awarded to employees owning more than 10% of Quanta’s voting capital stock). Upon the exercise of stock<br />

options, Quanta has historically issued shares of common stock rather than treasury shares or shares purchased<br />

on the open market, although the plan permits any of the three. Quanta did not grant any awards of stock options<br />

under any of the Plans during the years ended December 31, 2011, 2010 or 2009.<br />

Restricted Stock<br />

Awards in the form of restricted stock are subject to forfeiture and other restrictions until they vest.<br />

Restricted shares of Quanta’s common stock have been issued under the Plans at the fair market value of the<br />

common stock as of the date of issuance. The shares of restricted common stock issued are subject to forfeiture,<br />

restrictions on transfer and certain other conditions until vesting, which generally occurs over three years in equal<br />

annual installments. During the restriction period, holders are entitled to vote and receive dividends on such<br />

shares. The grant date fair value for awards of restricted stock is based on the market value of Quanta common<br />

stock on the date of grant.<br />

During the years ended December 31, 2011, 2010 and 2009, Quanta granted 1.1 million, 1.2 million and<br />

1.1 million shares of restricted stock under the Plans with a weighted average grant date fair value price of<br />

$21.40, $19.20 and $22.10, respectively. During the years ended December 31, 2011, 2010 and 2009, 1.0 million,<br />

0.8 million and 0.6 million shares vested, respectively, with an approximate fair value at the time of vesting of<br />

$21.5 million, $14.7 million and $13.1 million, respectively.<br />

A summary of the restricted stock activity for the year ended December 31, 2011 is as follows (shares in<br />

thousands):<br />

Shares<br />

Weighted<br />

Average<br />

Grant Date<br />

Fair Value<br />

(Per share)<br />

Unvested at January 1, 2011 .......................................... 2,070 $20.68<br />

Granted ........................................................ 1,124 $21.40<br />

Vested ......................................................... (963) $21.32<br />

Forfeited ....................................................... (94) $20.69<br />

Unvested at December 31, 2011 ....................................... 2,137 $20.77<br />

As of December 31, 2011, there was approximately $22.2 million of total unrecognized compensation cost<br />

related to unvested restricted stock granted to both employees and non-employees. This cost is expected to be<br />

recognized over a weighted average period of 1.62 years.<br />

Restricted Stock Units<br />

RSUs granted by Quanta under the Plans are intended to provide plan participants with cash performance<br />

incentives that are substantially equivalent to the risks and rewards of equity ownership in Quanta by providing<br />

the participants with rights to receive a cash bonus that is determined by reference to Quanta’s common stock<br />

price. The number of RSUs awarded to grantees is determined based on the dollar amount of the grant and the<br />

closing price on the date of grant of a share of Quanta common stock. The RSUs vest over a designated period,<br />

typically three years, and are subject to forfeiture under certain conditions, primarily termination of service.<br />

Upon vesting of RSUs, the holders receive a cash bonus equal to the number of RSUs vested multiplied by<br />

Quanta’s common stock price on the vesting date. In the future, Quanta may also issue RSUs, that upon vesting,<br />

provide for the issuance of Quanta common stock.<br />

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<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

Compensation expense related to RSUs was $1.3 million and $0.5 million for the years ended<br />

December 31, 2011 and 2010. Such expense is recorded in selling, general and administrative expenses. As the<br />

RSUs are settled only in cash, they are not included in the calculation of earnings per share, and the estimated<br />

earned value of the RSUs is classified as a liability. Quanta paid $1.0 million and $0.3 million to settle liabilities<br />

related to RSUs in 2011 and 2010. Liabilities recorded under the RSUs were $1.3 million and $0.2 million at<br />

December 31, 2011 and 2010.<br />

Non-Cash Compensation Expense and Related Tax Benefits<br />

The amounts of non-cash compensation expense and related tax benefits, as well as the amount of actual tax<br />

benefits related to vested restricted stock and options exercised are as follows (in thousands):<br />

Year Ended December 31,<br />

2011 2010 2009<br />

Non-cash compensation expense related to restricted stock ............ $21,618 $22,125 $17,415<br />

Non-cash compensation expense related to stock options .............. — 923 2,460<br />

Total stock-based compensation included in selling, general and<br />

administrative expenses ...................................... $21,618 $23,048 $19,875<br />

Actual tax expense for the tax deductions from vested restricted stock . . . $ (1,160) $ (2,089) $ (1,567)<br />

Actual tax benefit (expense) for the tax deductions from options<br />

exercised ................................................. (205) (29) 354<br />

Actual tax expense related to stock-based compensation expense ....... (1,365) (2,118) (1,213)<br />

Income tax benefit related to non-cash compensation expense .......... 8,431 8,989 7,751<br />

Total tax benefit related to stock-based compensation expense ......... $ 7,066 $ 6,871 $ 6,538<br />

12. EMPLOYEE BENEFIT PLANS:<br />

Unions’ Multi-Employer Pension Plans<br />

Quanta contributes to a number of multi-employer defined benefit pension plans under the terms of<br />

collective bargaining agreements with various unions that represent certain of Quanta’s employees. Quanta’s<br />

contribution rates to the multi-employer pension plans generally are specified in the collective bargaining<br />

agreements (usually on an annual basis), and contributions are made to the plans on a “pay-as-you-go” basis<br />

based on its union employee payrolls. Quanta may also have additional liabilities imposed by law as a result of<br />

its participation in multi-employer defined benefit pension plans. The Employee Retirement Income Security Act<br />

of 1974, as amended by the Multi-Employer Pension Plan Amendments Act of 1980, imposes certain liabilities<br />

contingent upon an employer who is a contributor to a multi-employer pension plan if the employer withdraws<br />

from the plan or the plan is terminated or experiences a mass withdrawal. In the fourth quarter of 2011, Quanta<br />

recorded a partial withdrawal liability of approximately $32.6 million related to the withdrawal by certain Quanta<br />

subsidiaries from the Central States, Southeast and Southwest Areas Pension Plan (Central States Plan) following<br />

an amendment to the applicable collective bargaining agreement which eliminated their obligations to contribute<br />

to the Central States Plan. See further information regarding these subsidiaries’ withdrawal from the Central<br />

States Plan in Note 14—Collective Bargaining Agreements.<br />

The Pension Protection Act of 2006 (the PPA) also added special funding and operational rules generally<br />

applicable to plan years beginning after 2007 for multi-employer plans that are classified as “endangered,”<br />

“seriously endangered” or “critical” status based on a multitude of factors (including, for example, the plan’s<br />

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<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

funded percentage, cash flow position and whether it is projected to experience a minimum funding deficiency).<br />

Plans in these classifications must adopt measures to improve their funded status through a funding improvement<br />

or rehabilitation plan, which may require additional contributions from employers (which may take the form of a<br />

surcharge on benefit contributions) and/or modifications to retiree benefits. Certain plans to which Quanta<br />

contributes are in “endangered,” “seriously endangered” or “critical” status. The amount of additional funds, if<br />

any, that Quanta may be obligated to contribute to these plans in the future cannot be estimated, as such amounts<br />

will likely be based on future levels of work that require the specific use of those union employees covered by<br />

these plans, and the amount of that future work and the number of affected employees that may be needed cannot<br />

reasonably be estimated.<br />

The following table contains a summary of plan information relating to Quanta’s participation in multiemployer<br />

defined benefit pension plans, including company contributions for the last three years, the status under<br />

the PPA of the plans and whether the plans are subject to a funding improvement or rehabilitation plan or<br />

contribution surcharges. The most recent PPA zone status available in 2011 and 2010 relates to the plan’s fiscal<br />

year-end in 2010 and 2009. Forms 5500 were not yet available for the plan years ending in 2011. The PPA zone<br />

status is based on information that Quanta received from the respective plans as well as publicly available<br />

information on the U.S. Department of Labor website and is certified by the plan’s actuary. Although a multitude of<br />

factors or tests may result in red zone or yellow zone status, plans in the red zone generally are less than 65 percent<br />

funded, plans in the yellow zone generally are less than 80 percent funded, and plans in the green zone generally are<br />

at least 80 percent funded. Under the PPA, red zone plans are classified as “critical” status, yellow zone plans are<br />

classified as “endangered” status and green zone plans are classified as neither “endangered” nor “critical” status.<br />

The “Subject to Financial Improvement/ Rehabilitation Plan” column indicates plans for which a financial<br />

improvement plan (FIP) or a rehabilitation plan (RP) is either pending or has been implemented. The last column<br />

lists the expiration dates of Quanta’s collective-bargaining agreements to which the plans are subject. Changes in<br />

annual contribution levels to these plans will vary because the number of union employees, the duration of their<br />

employment and the plans in which they participate will vary from period to period based on the number and<br />

location of projects that Quanta has ongoing at any given time and the need for union resources in connection with<br />

those projects. Although Price Gregory was acquired on October 1, 2009, all of its related contributions to defined<br />

benefit multi-employer pension plans for the year ended December 31, 2009 have been included in the table below.<br />

Information has been presented separately for individually significant plans and in the aggregate for all other plans.<br />

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<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

Employer<br />

Subject to<br />

Financial<br />

Improve-<br />

Expiration<br />

Identification<br />

Number/<br />

Pension Plan<br />

PPA Zone Status<br />

ment/Rehabilitation<br />

Contributions<br />

(in thousands)<br />

Surcharge<br />

Date of<br />

Collective<br />

Bargaining<br />

Fund Number 2011 2010 Plan 2011 2010 2009 Imposed Agreement<br />

National Electrical Benefit<br />

Fund1 Varies<br />

through August<br />

................. 53-0181657-001 Green Green No $ 9,721 $ 8,177 $ 8,182 No 2014<br />

NECA-IBEW Pension<br />

Trust1 Varies through<br />

................ 51-6029903-001 Green Green No 6,707 5,928 3,362 No June 2014<br />

Central Pension Fund of the<br />

IUOE & Participating<br />

Employers1 Varies through<br />

............ 36-6052390-001 Green Yellow No 4,439 10,446 13,390 No January 2014 2<br />

Joint Pension Local Union<br />

164 IBEW ............. 22-6031199-001 Yellow<br />

IBEW Local 246 Pension<br />

Yellow Yes 2,887 39 — Yes May 2012<br />

Plan .................. 34-6582842-001<br />

Central States, Southeast, and<br />

Red Red No 1,977 61 — No Oct 2012<br />

Southwest Areas Pension<br />

Varies through<br />

Plan .................. 36-6044243-001 Red Red Yes 540 2,100 3,074 No April 2014 3<br />

Laborers National Pension<br />

Fund1 ................. 75-1280827-001 Green Green Yes 1,903 4,329 6,038 No Jan 2014<br />

All other plans ........... 18,664 10,131 18,111<br />

Total ................... $46,838 $41,211 $52,157<br />

1 These plans are amortizing net investment losses incurred during their respective 2008 plan years over a 30 year period as<br />

permitted under section 431(b)(8)(A) of the Internal Revenue Code.<br />

2 Approximately 98% of the total pension contributions from Quanta operating units made to this plan during 2011 were<br />

from an operating unit with a collective bargaining agreement that expires on June 30, 2012.<br />

3 Approximately 91% of the total pension contributions from Quanta operating units made to this plan during 2011 were<br />

from operating units whose obligations to contribute to this plan were eliminated in 2011 due to an amendment to the<br />

applicable collective bargaining agreement.<br />

Quanta’s contributions to the following plans were five percent or more of the total contributions to these<br />

plans for the periods indicated plans based on the Forms 5500 for these plans. Forms 5500 were not yet available<br />

for these plans for the year ending in 2011.<br />

Plan Years in which<br />

Quanta Contributions<br />

Were Five Percent or<br />

More of Total Plan<br />

Pension Fund<br />

Contributions<br />

NECA - IBEW Pension Trust ................. 2010 and 2009<br />

Laborers National Pension Fund ............... 2010 and 2009<br />

In addition to the contributions made to multi-employer defined benefit pension plans noted above, Quanta<br />

also made contributions to multi-employer defined contribution or other benefit plans on behalf of certain union<br />

employees. Contributions to union multi-employer defined contribution or other benefit plans by Quanta were<br />

approximately $47.7 million, $35.8 million and $31.8 million for the years ended December 31, 2011, 2010 and<br />

2009.<br />

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

Quanta 401(k) Plan<br />

Quanta has a 401(k) plan pursuant to which employees who are not provided retirement benefits through a<br />

collective bargaining agreement may make contributions through a payroll deduction. Quanta makes matching<br />

cash contributions of 100% of each employee’s contribution up to 3% of that employee’s salary and 50% of each<br />

employee’s contribution between 3% and 6% of such employee’s salary, up to the maximum amount permitted<br />

by law. Contributions to non-union defined contribution plans by Quanta were approximately $10.9 million,<br />

$10.2 million and $10.0 million for the years ended December 31, 2011, 2010 and 2009, respectively.<br />

13. RELATED PARTY TRANSACTIONS:<br />

Certain of Quanta’s operating units have entered into related party lease arrangements for operational<br />

facilities, typically with prior owners of certain acquired businesses. These lease agreements generally have<br />

terms of up to five years. Related party lease expense for the years ended December 31, 2011, 2010 and 2009<br />

was approximately $5.0 million, $3.2 million and $5.4 million, respectively.<br />

14. COMMITMENTS AND CONTINGENCIES:<br />

Investments in Affiliates and Other Entities<br />

As described in Note 10, Quanta holds investments in certain joint ventures with third parties for the<br />

purpose of providing infrastructure services under certain customer contracts. Losses incurred by these joint<br />

ventures are shared equally by the joint venture members. However, each member of the joint venture is jointly<br />

and severally liable for all of the obligations of the joint venture under the contract with the customer and<br />

therefore can be liable for full performance of the contract with the customer. In circumstances where Quanta’s<br />

participation in a joint ventures qualifies as a general partnership, the joint venture partners are jointly and<br />

severally liable for all of the obligations of the joint venture, including obligations owed to the customer or any<br />

other person or entity. Quanta is not aware of circumstances that would lead to future claims against it for<br />

material amounts in connection with these joint and several liabilities.<br />

In the joint venture arrangements entered into by Quanta, each joint venturer indemnifies the other party for<br />

any liabilities incurred in excess of the liabilities such other party is obligated to bear under the respective joint<br />

venture agreement. It is possible, however, that Quanta could be required to pay or perform obligations in excess<br />

of its share if the other joint venturer failed or refused to pay or perform its share of the obligations. Quanta is not<br />

aware of circumstances that would lead to future claims against it for material amounts that would not be<br />

indemnified.<br />

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

Leases<br />

Quanta leases certain land, buildings and equipment under non-cancelable lease agreements, including<br />

related party leases as discussed in Note 13. The terms of these agreements vary from lease to lease, including<br />

some with renewal options and escalation clauses. The following schedule shows the future minimum lease<br />

payments under these leases as of December 31, 2011 (in thousands):<br />

Operating<br />

Leases<br />

Year Ending December 31 —<br />

2012 .................................................................... $ 43,922<br />

2013 .................................................................... 28,924<br />

2014 .................................................................... 18,608<br />

2015 .................................................................... 12,901<br />

2016 .................................................................... 8,969<br />

Thereafter ................................................................ 18,783<br />

Total minimum lease payments ............................................. $132,107<br />

Rent expense related to operating leases was approximately $118.8 million, $109.4 million and $112.2<br />

million for the years ended December 31, 2011, 2010 and 2009, respectively.<br />

Quanta has guaranteed the residual value on certain of its equipment operating leases. Quanta has agreed to<br />

pay any difference between this residual value and the fair market value of the underlying asset at the date of<br />

termination of the leases. At December 31, 2011, the maximum guaranteed residual value was approximately<br />

$126.0 million. Quanta believes that no significant payments will be made as a result of the difference between<br />

the fair market value of the leased equipment and the guaranteed residual value. However, there can be no<br />

assurance that significant payments will not be required in the future.<br />

Committed Capital Expenditures<br />

Quanta has committed capital for the expansion of its fiber optic network, although Quanta typically does<br />

not commit capital to new network expansions until it has a committed licensing arrangement in place with at<br />

least one customer. The amounts of committed capital expenditures are estimates of costs required to build the<br />

networks under contract. The actual capital expenditures related to building the networks could vary materially<br />

from these estimates. As of December 31, 2011, Quanta estimates these committed capital expenditures to be<br />

approximately $14.1 million for the year ended December 31, 2012.<br />

Litigation and Claims<br />

Quanta is from time to time party to various lawsuits, claims and other legal proceedings that arise in the<br />

ordinary course of business. These actions typically seek, among other things, compensation for alleged personal<br />

injury, breach of contract and/or property damages, employment-related damages, punitive damages, civil<br />

penalties or other losses, or injunctive or declaratory relief. With respect to all such lawsuits, claims and<br />

proceedings, Quanta records a reserve when it is probable that a liability has been incurred and the amount of<br />

loss can be reasonably estimated. In addition, Quanta discloses matters for which management believes a<br />

material loss is at least reasonably possible. Except as otherwise stated below, none of these proceedings,<br />

separately or in the aggregate, are expected to have a material adverse effect on Quanta’s consolidated financial<br />

position, results of operations or cash flows. In all instances, management has assessed the matter based on<br />

current information and made a judgment concerning its potential outcome, giving due consideration to the<br />

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nature of the claim, the amount and nature of damages sought and the probability of success. Management’s<br />

judgment may prove materially inaccurate, and such judgment is made subject to the known uncertainty of<br />

litigation.<br />

California Fire Litigation — San Diego County. On June 18, 2010, PAR Electrical Contractors, Inc., a<br />

wholly owned subsidiary of Quanta (PAR), was named as a third party defendant in four lawsuits in California<br />

state court in San Diego County, California, all of which arise out of a wildfire in the San Diego area that started<br />

on October 21, 2007, referred to as the Witch Creek fire. The California Department of Forestry and Fire<br />

Protection issued a report concluding that the Witch Creek fire was started when the conductors of a three phase<br />

69kV transmission line, known as TL 637, owned by San Diego Gas & Electric (SDG&E) touched each other,<br />

dropping sparks on dry grass. The Witch Creek fire, together with another wildfire referred to as the Guejito fire<br />

that allegedly merged with the Witch Creek fire, burned a reported 198,000 acres, over 1,500 homes and<br />

structures and is alleged to have caused two deaths and numerous personal injuries.<br />

Numerous additional lawsuits were filed directly against SDG&E and its parent company, Sempra, claiming<br />

SDG&E’s power lines caused the fire. The court ordered that the claims be organized into the four lawsuits<br />

mentioned above and grouped the matters by type of plaintiff, namely, insurance subrogation claimants,<br />

individual/business claimants, governmental claimants, and a class action matter, for which class certification has<br />

since been denied. PAR is not named as a direct defendant in any of these lawsuits against SDG&E or its parent.<br />

SDG&E has reportedly settled many of the claims. On June 18, 2010, SDG&E joined PAR to the four lawsuits as<br />

a third party defendant seeking contractual and equitable indemnification for losses related to the Witch Creek<br />

fire, although a claim for specific damages has not been made. SDG&E’s claims for indemnity relate to work<br />

done by PAR involving the replacement of one pole on TL 637 about four months prior to the Witch Creek fire.<br />

Quanta does not believe that the work done by PAR was the cause of the contact between the conductors.<br />

However, PAR has notified its various insurers of the claims. One insurer is participating in the defense of the<br />

matter, while others have reserved their rights to contest coverage, not stated their position and/or denied<br />

coverage. One insurer filed a lawsuit in the U.S. District Court for the Southern District of Texas, Houston<br />

Division on April 15, 2011, seeking a declaratory judgment that coverage does not exist. On June 6, 2011 and<br />

June 16, 2011, two other insurers intervened in the Texas coverage lawsuit making similar claims. On August 5,<br />

2011, PAR and Quanta filed a lawsuit in California state court against certain insurers seeking a determination<br />

that coverage exists under the policies. PAR also filed a motion in the Texas coverage lawsuit asking the U.S.<br />

District Court for the Southern District of Texas to defer to the California state court on the coverage claims. On<br />

December 12, 2011, the Texas court granted PAR’s motion and dismissed the Texas coverage lawsuit, abstaining<br />

in favor of the pending California coverage lawsuit. The insurers have not appealed that dismissal. PAR is<br />

vigorously defending the third party claims by SDG&E and continues to work to ensure coverage of any<br />

potential liabilities. An amount equal to the deductibles under certain of Quanta’s applicable insurance policies<br />

has been expensed in connection with these matters. Quanta also previously recorded a liability and<br />

corresponding insurance recovery receivable of $35 million associated with a policy that is not subject to any of<br />

the actions seeking to deny coverage, with the liability reserve being reduced as expenses are incurred in<br />

connection with these matters and the receivable being reduced as these expenses are reimbursed by the<br />

insurance carrier. Additional deductibles may apply depending upon the availability of coverage under other<br />

insurance policies. Given PAR’s defenses to the indemnity claims, as well as the potential for insurance<br />

coverage, Quanta cannot estimate the amount of any possible loss or the range of possible losses that may exceed<br />

Quanta’s applicable insurance coverage. However, due to the nature of these claims, an adverse result in these<br />

proceedings leading to a significant uninsured loss could have a material adverse effect on Quanta’s consolidated<br />

financial condition, results of operations and cash flows.<br />

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California Fire Claim — Amador County. In October 2004, a wildfire in Amador County, California,<br />

burned 16,800 acres. The United States Forest Service alleged that the fire originated as a result of the activities<br />

of a Quanta subsidiary crew performing vegetation management under a contract with Pacific Gas & Electric Co.<br />

(PG&E). In November 2007, the United States Department of Agriculture (USDA) sent a written demand to the<br />

Quanta subsidiary for payment of fire suppression costs of approximately $8.5 million. The USDA<br />

communicated verbally that it also intends to seek past and future restoration and other damages of<br />

approximately $51.3 million. No litigation has been filed. PG&E tendered defense and indemnification for the<br />

matter to Quanta in 2010. The USDA, Quanta, its subsidiary and PG&E have entered into a tolling agreement<br />

with respect to the filing of any litigation and are exchanging information on an informal basis.<br />

Quanta and its subsidiary intend to vigorously defend against any liability and damage allegations. Quanta<br />

has notified its insurers, and two insurers are participating under a reservation of rights. Other insurers in that<br />

policy year have not stated a position regarding coverage. Quanta has recorded a liability and corresponding<br />

insurance recovery receivable of approximately $8.5 million associated with this matter. Given Quanta’s intent to<br />

vigorously defend against the allegations and the potential for insurance coverage, Quanta cannot estimate the<br />

amount of any loss or the range of any possible losses that might exceed its insurance coverage. However, due to<br />

the nature of these claims, an adverse result leading to a significant uninsured loss could have a material adverse<br />

effect on Quanta’s consolidated financial condition, results of operations and cash flows.<br />

Concentrations of Credit Risk<br />

Quanta is subject to concentrations of credit risk related primarily to its cash and cash equivalents and<br />

accounts receivable, including amounts related to unbilled accounts receivable and costs and estimated earnings<br />

in excess of billings on uncompleted contracts. Substantially all of Quanta’s cash investments are managed by<br />

what it believes to be high credit quality financial institutions. In accordance with Quanta’s investment policies,<br />

these institutions are authorized to invest this cash in a diversified portfolio of what Quanta believes to be high<br />

quality investments, which consist primarily of interest-bearing demand deposits, money market mutual funds<br />

and investment grade commercial paper with original maturities of three months or less. Although Quanta does<br />

not currently believe the principal amount of these investments is subject to any material risk of loss, economic<br />

conditions have significantly impacted the interest income Quanta receives from these investments and is likely<br />

to continue to do so in the future. In addition, Quanta grants credit under normal payment terms, generally<br />

without collateral, to its customers, which include electric power, natural gas and pipeline companies,<br />

telecommunications service providers, governmental entities, general contractors, and builders, owners and<br />

managers of commercial and industrial properties located primarily in the United States and Canada.<br />

Consequently, Quanta is subject to potential credit risk related to changes in business and economic factors<br />

throughout the United States and Canada, which may be heightened as a result of depressed economic and<br />

financial market conditions that have existed in recent years. However, Quanta generally has certain statutory<br />

lien rights with respect to services provided. Under certain circumstances, such as foreclosures or negotiated<br />

settlements, Quanta may take title to the underlying assets in lieu of cash in settlement of receivables. In such<br />

circumstances, extended time frames may be required to liquidate these assets, causing the amounts realized to<br />

differ from the value of the assumed receivable. Historically, some of Quanta’s customers have experienced<br />

significant financial difficulties, and others may experience financial difficulties in the future. These difficulties<br />

expose Quanta to increased risk related to collectability of billed and unbilled receivables and costs and estimated<br />

earnings in excess of billings on uncompleted contracts for services Quanta has performed. One customer<br />

accounted for approximately 11% of consolidated revenues during the year ended December 31, 2010 and<br />

approximately 12% of billed and accrued receivables at December 31, 2010. Business with this customer is<br />

included in the Natural Gas and Pipeline Infrastructure Services segment. No other customers represented 10% or<br />

more of revenues for the years ended December 31, 2011, 2010 and 2009 or of billed and unbilled accounts<br />

receivable as of December 31, 2011 and 2010.<br />

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<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

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Self-Insurance<br />

Quanta is insured for employer’s liability, general liability, auto liability and workers’ compensation claims.<br />

Since August 1, 2009, all policy deductible levels are $5.0 million per occurrence, other than employer’s<br />

liability, which is subject to a deductible of $1.0 million. Quanta also has employee health care benefit plans for<br />

most employees not subject to collective bargaining agreements, of which the primary plan is subject to a<br />

deductible of $350,000 per claimant per year. For the policy year ended July 31, 2009, employer’s liability<br />

claims were subject to a deductible of $1.0 million per occurrence, general liability and auto liability claims were<br />

subject to a deductible of $3.0 million per occurrence, and workers’ compensation claims were subject to a<br />

deductible of $2.0 million per occurrence. Additionally, for the policy year ended July 31, 2009, Quanta’s<br />

workers’ compensation claims were subject to an annual cumulative aggregate liability of up to $1.0 million on<br />

claims in excess of $2.0 million per occurrence. Quanta’s deductibles were generally lower in periods prior to<br />

August 1, 2008.<br />

Losses under all of these insurance programs are accrued based upon Quanta’s estimates of the ultimate<br />

liability for claims reported and an estimate of claims incurred but not reported, with assistance from third-party<br />

actuaries. These insurance liabilities are difficult to assess and estimate due to unknown factors, including the<br />

severity of an injury, the extent of damage, the determination of Quanta’s liability in proportion to other parties<br />

and the number of incidents not reported. The accruals are based upon known facts and historical trends, and<br />

management believes such accruals are adequate. As of December 31, 2011 and 2010, the gross amount accrued<br />

for insurance claims totaled $201.2 million and $216.8 million, with $155.4 million and $164.3 million<br />

considered to be long-term and included in other non-current liabilities. Related insurance recoveries/receivables<br />

as of December 31, 2011 and 2010 were $63.1 million and $66.3 million, of which $9.8 million and $9.4 million<br />

are included in prepaid expenses and other current assets and $53.3 million and $56.9 million are included in<br />

other assets, net.<br />

Quanta renews its insurance policies on an annual basis, and therefore deductibles and levels of insurance<br />

coverage may change in future periods. In addition, insurers may cancel Quanta’s coverage or determine to<br />

exclude certain items from coverage, or Quanta may elect not to obtain certain types or incremental levels of<br />

insurance if it believes that the cost to obtain such coverage is too high for the additional benefit obtained. In any<br />

such event, Quanta’s overall risk exposure would increase, which could negatively affect its results of operations,<br />

financial condition and cash flows.<br />

Letters of Credit<br />

Certain of Quanta’s vendors require letters of credit to ensure reimbursement for amounts they are<br />

disbursing on its behalf, such as to beneficiaries under its self-funded insurance programs. In addition, from time<br />

to time some customers require Quanta to post letters of credit to ensure payment to its subcontractors and<br />

vendors and to guarantee performance under its contracts. Such letters of credit are generally issued by a bank or<br />

similar financial institution. The letter of credit commits the issuer to pay specified amounts to the holder of the<br />

letter of credit if the holder demonstrates that Quanta has failed to perform specified actions. If this were to<br />

occur, Quanta would be required to reimburse the issuer of the letter of credit. Depending on the circumstances<br />

of such a reimbursement, Quanta may also have to record a charge to earnings for the reimbursement. Quanta<br />

does not believe that it is likely that any material claims will be made under a letter of credit in the foreseeable<br />

future.<br />

As of December 31, 2011, Quanta had $191.4 million in letters of credit outstanding under its credit facility<br />

primarily to secure obligations under its casualty insurance program. These are irrevocable stand-by letters of<br />

credit with maturities generally expiring at various times throughout 2012. Upon maturity, it is expected that the<br />

majority of these letters of credit will be renewed for subsequent one-year periods.<br />

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<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

Performance Bonds and Parent Guarantees<br />

In certain circumstances, Quanta is required to provide performance bonds in connection with its contractual<br />

commitments. Quanta has indemnified its sureties for any expenses paid out under these performance bonds. As<br />

of December 31, 2011, the total amount of outstanding performance bonds was approximately $2.18 billion, and<br />

the estimated cost to complete these bonded projects was approximately $722.5 million.<br />

Quanta, from time to time, guarantees the obligations of its wholly owned subsidiaries, including<br />

obligations under certain contracts with customers, certain lease obligations and, in some states, obligations in<br />

connection with obtaining contractors’ licenses. Quanta is not aware of any material obligations for performance<br />

or payment asserted against it under any of these guarantees.<br />

Employment Agreements<br />

Quanta has various employment agreements with certain executives and other employees, which provide for<br />

compensation and certain other benefits and for severance payments under certain circumstances. Certain<br />

employment agreements also contain clauses that become effective upon a change of control of Quanta. Quanta<br />

may be obligated to pay certain amounts to employees upon the occurrence of any of the defined events in the<br />

various employment agreements.<br />

Collective Bargaining Agreements<br />

Several of Quanta’s operating units are parties to various collective bargaining agreements with unions that<br />

represent certain of their employees. The collective bargaining agreements expire at various times and have<br />

typically been renegotiated and renewed on terms similar to those in the expiring agreements. The agreements<br />

require the operating units to pay specified wages, provide certain benefits to their union employees and<br />

contribute certain amounts to multi-employer pension plans and employee benefit trusts. Quanta’s multiemployer<br />

pension plan contribution rates generally are specified in the collective bargaining agreements (usually<br />

on an annual basis), and contributions are made to the plans on a “pay-as-you-go” basis based on its union<br />

employee payrolls, which cannot be determined for future periods because the location and number of union<br />

employees that Quanta employs at any given time and the plans in which they may participate vary depending on<br />

the projects Quanta has ongoing at any time and the need for union resources in connection with those projects.<br />

The Pension Protection Act of 2006 also added special funding and operational rules generally applicable to<br />

plan years beginning after 2007 for multi-employer plans that are classified as “endangered,” “seriously<br />

endangered” or “critical” status based on a multitude of factors (including, for example, the plan’s funded<br />

percentage, cash flow position and whether it is projected to experience a minimum funding deficiency). Plans in<br />

these classifications must adopt measures to improve their funded status through a funding improvement or<br />

rehabilitation plan, which may require additional contributions from employers (which may take the form of a<br />

surcharge on benefit contributions) and/or modifications to retiree benefits. Certain plans to which Quanta<br />

contributes are in “endangered,” “seriously endangered” or “critical” status. The amount of additional funds, if<br />

any, that Quanta may be obligated to contribute to these plans in the future cannot be estimated, as such amounts<br />

will likely be based on future levels of work that require the specific use of those union employees covered by<br />

these plans, and the amount of that future work and the number of affected employees that may be needed cannot<br />

reasonably be estimated.<br />

Quanta may be subject to additional liabilities imposed by law as a result of its participation in multiemployer<br />

defined benefit pension plans. For example, the Employee Retirement Income Security Act of 1974, as<br />

amended by the Multi-Employer Pension Plan Amendments Act of 1980, imposes certain liabilities upon an<br />

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<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

employer who is a contributor to a multi-employer pension plan if the employer withdraws from the plan or the<br />

plan is terminated or experiences a mass withdrawal. These liabilities include an allocable share of the unfunded<br />

vested benefits in the plan for all plan participants, not merely the benefits payable to a contributing employer’s<br />

own retirees. As a result, participating employers may bear a higher proportion of liability for unfunded vested<br />

benefits if other participating employers cease to contribute or withdraw, with the reallocation of liability being<br />

more acute in cases when a withdrawn employer is insolvent or otherwise fails to pay its withdrawal liability.<br />

Other than as described below, Quanta is not aware of any material amounts of withdrawal liability that have<br />

been incurred as a result of a withdrawal by any of Quanta’s operating units from any multi-employer defined<br />

benefit pension plans.<br />

In the fourth quarter of 2011, Quanta recorded a partial withdrawal liability of approximately $32.6 million<br />

related to the withdrawal by certain Quanta subsidiaries from the Central States Plan. The withdrawal followed<br />

an amendment to a collective bargaining agreement with the International Brotherhood of Teamsters that<br />

eliminated obligations to contribute to the Central States Plan, which is in critical status and is significantly<br />

underfunded as to its vested benefit obligations. The amendment was negotiated by the Pipe Line Contractors<br />

Association (PLCA) on behalf of its members, which include the Quanta subsidiaries that withdrew from the<br />

Central States Plan. Quanta believed that withdrawing from the Central States Plan in the fourth quarter of 2011<br />

was advantageous because it limited Quanta’s exposure to increased liabilities from a future withdrawal if the<br />

underfunded status of the Central States Plan deteriorates further. Quanta and other PLCA members will<br />

contribute to a different multi-employer pension plan on behalf of Teamsters employees, with contributions<br />

currently being made to an escrow fund until the new plan is finalized.<br />

The Central States Plan has asserted that the PLCA members did not effect a withdrawal in 2011, although<br />

Quanta believes that a legally effective withdrawal occurred in the fourth quarter of 2011. If, however, the<br />

Central States Plan were to prevail in its assertions and a withdrawal of the Quanta subsidiaries was deemed to<br />

occur after 2011, the amount of any withdrawal liability could increase substantially, although the amount of any<br />

such increase cannot yet be determined.<br />

The partial withdrawal liability recognized by Quanta is based on the most recent information and estimates<br />

received from the Central States Plan for a complete withdrawal by all Quanta companies participating in the<br />

Central States Plan. Quanta expects the Central States Plan to issue a formal assessment of the partial withdrawal<br />

liability, which is expected to occur no earlier than 2013, although timing of the assessment could be impacted by<br />

the dispute over the withdrawal asserted by the Central States Plan. Once an assessment is received, Quanta may<br />

seek to challenge and further negotiate the amount of the assessment. As a result, the final partial withdrawal<br />

liability cannot yet be determined with certainty and could be materially higher or lower than the amount Quanta<br />

recognized in the fourth quarter of 2011.<br />

Certain other Quanta subsidiaries also continue to participate in the Central States Plan. Quanta is evaluating<br />

the possibility of withdrawal of these subsidiaries from the plan, which will depend on various factors, including<br />

negotiation of the terms of the collective bargaining agreements under which the subsidiaries participate and<br />

whether exemptions from withdrawal liability applicable to construction industry employers will be available.<br />

Given the unknown nature of some of these factors, the amount or timing of any liability upon withdrawal of the<br />

subsidiaries remaining in the Central States Plan is uncertain. However, Quanta currently does not expect the<br />

incremental liability upon withdrawal of the subsidiaries remaining in the Central States Plan to be material.<br />

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

Indemnities<br />

Quanta generally indemnifies its customers for the services it provides under its contracts, as well as other<br />

specified liabilities, which may subject Quanta to indemnity claims and liabilities and related litigation. Quanta<br />

has also indemnified various parties against specified liabilities that those parties might incur in the future in<br />

connection with Quanta’s previous acquisitions of certain companies. The indemnities under acquisition<br />

agreements are usually contingent upon the other party incurring liabilities that reach specified thresholds. As of<br />

December 31, 2011, except as otherwise set forth above in Litigation and Claims, Quanta does not believe any<br />

material liabilities for asserted claims exist against it in connection with any of these indemnity obligations.<br />

15. SEGMENT INFORMATION:<br />

Quanta presents its operations under four reportable segments: (1) Electric Power Infrastructure Services,<br />

(2) Natural Gas and Pipeline Infrastructure Services, (3) Telecommunications Infrastructure Services and<br />

(4) Fiber Optic Licensing. This structure is generally focused on broad end-user markets for Quanta’s services.<br />

See Note 1 for additional information regarding Quanta’s reportable segments.<br />

Quanta’s segment results are derived from the types of services provided across its operating units in each<br />

of the end user markets described above. Quanta’s entrepreneurial business model allows each of its operating<br />

units to serve the same or similar customers and to provide a range of services across end user markets. Quanta’s<br />

operating units are organized into one of three internal divisions, namely, the electric power division, natural gas<br />

and pipeline division and telecommunications division. These internal divisions are closely aligned with the<br />

reportable segments described above based on their operating units’ predominant type of work, with the<br />

operating units providing predominantly telecommunications and fiber optic licensing services being managed<br />

within the same internal division.<br />

Reportable segment information, including revenues and operating income by type of work, is gathered<br />

from each operating unit for the purpose of evaluating segment performance in support of Quanta’s market<br />

strategies. These classifications of Quanta’s operating unit revenues by type of work for segment reporting<br />

purposes can at times require judgment on the part of management. Quanta’s operating units may perform joint<br />

infrastructure service projects for customers in multiple industries, deliver multiple types of network services<br />

under a single customer contract or provide service across industries, for example, joint trenching projects to<br />

install distribution lines for electric power, natural gas and telecommunications customers.<br />

In addition, Quanta’s integrated operations and common administrative support at each of its operating units<br />

requires that certain allocations, including allocations of shared and indirect costs, such as facility costs, indirect<br />

operating expenses including depreciation, and general and administrative costs, are made to determine operating<br />

segment profitability. Corporate costs, such as payroll and benefits, employee travel expenses, facility costs,<br />

professional fees, acquisition costs and amortization related to certain intangible assets are not allocated.<br />

121


<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

Summarized financial information for Quanta’s reportable segments is presented in the following table (in<br />

thousands):<br />

2011<br />

Year Ended December 31,<br />

2010 2009<br />

Revenues:<br />

Electric Power ................................. $3,029,678 $2,048,247 $2,067,845<br />

Natural Gas and Pipeline ......................... 1,024,833 1,403,250 784,657<br />

Telecommunications ............................ 457,278 372,934 378,363<br />

Fiber Optic Licensing ........................... 112,040 106,787 87,261<br />

Consolidated .................................. $4,623,829 $3,931,218 $3,318,126<br />

Operating income (loss):<br />

Electric Power ................................. $ 329,567 $ 206,040 $ 226,109<br />

Natural Gas and Pipeline ......................... (78,543) 119,175 62,663<br />

Telecommunications ............................ 36,774 14,864 25,346<br />

Fiber Optic Licensing ........................... 54,199 52,698 44,143<br />

Corporate and non-allocated costs ................. (124,314) (136,594) (116,139)<br />

Consolidated .................................. $ 217,683 $ 256,183 $ 242,122<br />

Depreciation:<br />

Electric Power ................................. $ 50,035 $ 40,781 $ 40,284<br />

Natural Gas and Pipeline ......................... 41,207 43,552 27,579<br />

Telecommunications ............................ 5,948 6,631 6,520<br />

Fiber Optic Licensing ........................... 13,829 12,749 9,419<br />

Corporate and non-allocated costs ................. 5,049 3,794 3,060<br />

Consolidated .................................. $ 116,068 $ 107,507 $ 86,862<br />

Separate measures of Quanta’s assets and cash flows by reportable segment, including capital expenditures,<br />

are not produced or utilized by management to evaluate segment performance. Quanta’s fixed assets which are<br />

held at the operating unit level, include operating machinery, equipment and vehicles, as well as office<br />

equipment, buildings and leasehold improvements, are used on an interchangeable basis across its reportable<br />

segments. As such, for reporting purposes, total depreciation expense is allocated each quarter among Quanta’s<br />

reportable segments based on the ratio of each reportable segment’s revenue contribution to consolidated<br />

revenues.<br />

Foreign Operations<br />

During 2011, 2010, and 2009, Quanta derived $535.0 million, $256.1 million and $112.2 million,<br />

respectively, of its revenues from foreign operations. Of Quanta’s foreign revenues, approximately 97%, 87%<br />

and 84% were earned in Canada during the years ended December 31, 2011, 2010 and 2009, respectively. The<br />

increase in revenues from foreign operations from 2010 is primarily attributable to 2010 and 2011 acquisitions.<br />

In addition, Quanta held property and equipment of $114.8 million and $94.0 million in foreign countries,<br />

primarily Canada, as of December 31, 2011 and 2010.<br />

122


<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>. AND SUBSIDIARIES<br />

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)<br />

16. QUARTERLY FINANCIAL DATA (UNAUDITED):<br />

The table below sets forth the unaudited consolidated operating results by quarter for the years ended<br />

December 31, 2011 and 2010 (in thousands, except per share information).<br />

For the Three Months Ended<br />

March 31, June 30, September 30, December 31,<br />

2011:<br />

Revenues ............................... $848,959 $1,010,914 $1,250,819 $1,513,137<br />

Gross profit ............................. 70,891 154,090 194,690 200,928<br />

Net income (loss) ........................<br />

Net income (loss) attributable to common<br />

(16,305) 34,313 55,600 70,808<br />

stock ................................<br />

Basic earnings (loss) per share attributable to<br />

(17,594) 31,801 51,994 66,314<br />

common stock .........................<br />

Diluted earnings (loss) per share attributable to<br />

$ (0.08) $ 0.15 $ 0.25 $ 0.32<br />

common stock .........................<br />

2010:<br />

$ (0.08) $ 0.15 $ 0.25 $ 0.32<br />

Revenues ............................... $748,283 $ 870,502 $1,206,007 $1,106,426<br />

Gross profit ............................. 129,142 156,037 189,994 159,250<br />

Net income ............................. 24,100 33,323 63,700 34,434<br />

Net income attributable to common stock .....<br />

Basic earnings per share attributable to common<br />

23,744 32,986 62,780 33,666<br />

stock ................................<br />

Diluted earnings per share attributable to<br />

$ 0.11 $ 0.16 $ 0.30 $ 0.16<br />

common stock ......................... $ 0.11 $ 0.16 $ 0.30 $ 0.16<br />

The sum of the individual quarterly earnings per share amounts may not equal year-to-date earnings per<br />

share as each period’s computation is based on the weighted average number of shares outstanding during the<br />

period.<br />

17. SUBSEQUENT EVENTS:<br />

On January 9, 2012, Quanta acquired the assets, operations and business of Crux Subsurface, Inc. (Crux),<br />

which is a geotechnical exploration and construction business providing contract drilling, micropile foundation<br />

and related services. The aggregate consideration paid consisted of approximately $27.5 million in cash, 856,105<br />

shares of Quanta common stock valued at approximately $16.7 million and the repayment of $4.2 million in debt.<br />

As this transaction was effective January 9, 2012, the results of the acquired business will be included in<br />

Quanta’s consolidated financial statements beginning on such date. This acquisition enables Quanta to further<br />

enhance its electric power infrastructure service offerings. The financial results of Crux will generally be<br />

included in Quanta’s Electric Power Infrastructure Services segment. Due to the timing of the acquisition, the<br />

application of purchase price accounting has not yet been completed.<br />

On January 4, 2012, Quanta acquired Microline Technology Corporation and its sister companies, Inline<br />

Devices, LLC and IonEarth, LLC (collectively Microline), which together are an engineering, research and<br />

development business that provides natural gas and oil downhole technical and engineering support services and<br />

develops and manufactures related inspection tools, along with replacement parts and repair services. The<br />

aggregate consideration paid for Microline consisted of approximately $6.8 million in cash, 320,619 shares of<br />

Quanta common stock valued at approximately $6.4 million and the repayment of $0.9 million in debt. As this<br />

transaction was effective January 4, 2012, the results of Microline will be included in Quanta’s consolidated<br />

financial statements beginning on such date. This acquisition enables Quanta to further enhance its natural gas<br />

and pipeline infrastructure service offerings. Microline’s financial results will generally be included in Quanta’s<br />

Natural Gas and Pipeline Infrastructure Services segment. Due to the timing of the acquisition, the application of<br />

purchase price accounting has not yet been completed.<br />

123


ITEM 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure<br />

There have been no changes in or disagreements with accountants on accounting and financial disclosure<br />

within the parameters of Item 304(b) of Regulation S-K.<br />

ITEM 9A. Controls and Procedures<br />

Attached as exhibits to this Annual Report on Form 10-K are certifications of Quanta’s Chief Executive<br />

Officer and Chief Financial Officer that are required in accordance with Rule 13a-14 of the Securities Exchange<br />

Act of 1934, as amended (the Exchange Act). This “Controls and Procedures” section includes information<br />

concerning the controls and controls evaluation referred to in the certifications, and it should be read in<br />

conjunction with the certifications for a more complete understanding of the topics presented.<br />

Evaluation of Disclosure Controls and Procedures<br />

Our management has established and maintains a system of disclosure controls and procedures that are<br />

designed to provide reasonable assurance that information required to be disclosed by us in the reports that we<br />

file or submit under the Exchange Act, such as this Annual Report, is recorded, processed, summarized and<br />

reported within the time periods specified in the SEC rules and forms. The disclosure controls and procedures are<br />

also designed to provide reasonable assurance that such information is accumulated and communicated to our<br />

management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely<br />

decisions regarding required disclosure.<br />

As of the end of the period covered by this Annual Report, we evaluated the effectiveness of the design and<br />

operation of our disclosure controls and procedures pursuant to Rule 13a-15(b) of the Exchange Act. This<br />

evaluation was carried out under the supervision and with the participation of our management, including our<br />

Chief Executive Officer and Chief Financial Officer. Based on this evaluation, these officers have concluded<br />

that, as of December 31, 2011, our disclosure controls and procedures were effective to provide reasonable<br />

assurance of achieving their objectives.<br />

Evaluation of Internal Control over Financial Reporting<br />

Management’s report on internal control over financial reporting can be found in Item 8 of this Annual<br />

Report under the heading “Report of Management” and is incorporated herein by reference. The report of<br />

PricewaterhouseCoopers LLP, an independent registered public accounting firm, on the financial statements, and<br />

its opinion on the effectiveness of internal control over financial reporting, can also be found in Item 8 of this<br />

Annual Report under the heading “Report of Independent Registered Public Accounting Firm” and is<br />

incorporated herein by reference.<br />

There has been no change in our internal control over financial reporting that occurred during the quarter<br />

ended December 31, 2011, that has materially affected, or is reasonably likely to materially affect, our internal<br />

control over financial reporting.<br />

Design and Operation of Control Systems<br />

Our management, including the Chief Executive Officer and Chief Financial Officer, does not expect that<br />

our disclosure controls and procedures or our internal control over financial reporting will prevent or detect all<br />

errors and all fraud. A control system, no matter how well designed and operated, can provide only reasonable,<br />

not absolute, assurance that the control system’s objectives will be met. The design of a control system must<br />

reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their<br />

costs. Further, because of the inherent limitations in all control systems, no evaluation of controls can provide<br />

absolute assurance that misstatements due to error or fraud will not occur or that all control issues and instances<br />

124


of fraud, if any, within the company have been detected. These inherent limitations include the realities that<br />

judgments in decision-making can be faulty and breakdowns can occur because of simple errors or mistakes.<br />

Controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by<br />

management override of the controls. The design of any system of controls is based in part on certain<br />

assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in<br />

achieving its stated goals under all potential future conditions. Over time, controls may become inadequate<br />

because of changes in conditions or deterioration in the degree of compliance with policies or procedures.<br />

ITEM 9B. Other Information<br />

None.<br />

125


PART III<br />

ITEM 10. Directors, Executive Officers and Corporate Governance<br />

Information regarding our directors and executive officers required by Item 401 of Regulation S-K is set<br />

forth under the sections entitled “Election of Directors” and “Executive Officers” in our Definitive Proxy<br />

Statement for the 2012 Annual Meeting of Stockholders to be filed with the SEC pursuant to the Exchange Act<br />

within 120 days of the end of our fiscal year on December 31, 2011 (2012 Proxy Statement), which sections are<br />

incorporated herein by reference.<br />

Information regarding compliance by our directors and executive officers with Section 16(a) of the<br />

Exchange Act required by Item 405 of Regulation S-K is set forth under the section entitled “Section 16(a)<br />

Beneficial Ownership Reporting Compliance” in our 2012 Proxy Statement, which section is incorporated herein<br />

by reference.<br />

Information regarding our adoption of a code of ethics required by Item 406 of Regulation S-K is set forth<br />

under the section entitled “Corporate Governance — Code of Ethics and Business Conduct” in our 2012 Proxy<br />

Statement, which section is incorporated herein by reference.<br />

Information regarding any changes in our director nomination procedures required by Item 407(c)(3) of<br />

Regulation S-K is set forth under the sections entitled “Corporate Governance — Identifying and Evaluating<br />

Nominees for Director” and “Additional Information — Stockholder Proposals and Nominations of Directors for<br />

the 2013 Annual Meeting” in our 2012 Proxy Statement, which sections are incorporated herein by reference.<br />

Information regarding our audit committee required by Item 407(d)(4) and (d)(5) of Regulation S-K is set<br />

forth under the section entitled “Corporate Governance — Audit Committee” in our 2012 Proxy Statement,<br />

which section is incorporated herein by reference.<br />

ITEM 11. Executive Compensation<br />

Information regarding executive officer and director compensation required by Item 402 of Regulation S-K<br />

is set forth under the sections entitled “Executive Compensation and Other Matters” and “Corporate<br />

Governance — Director Compensation” in our 2012 Proxy Statement, which sections are incorporated herein by<br />

reference.<br />

Information regarding our compensation committee required by Item 407(e)(4) and (e)(5) of Regulation S-K<br />

is set forth under the sections entitled “Corporate Governance — Compensation Committee Interlocks and<br />

Insider Participation” and “Compensation Committee Report” in our 2012 Proxy Statement, which sections are<br />

incorporated herein by reference.<br />

ITEM 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder<br />

Matters<br />

Information regarding securities authorized for issuance under equity compensation plans required by<br />

Item 201(d) of Regulation S-K is set forth under the section entitled “Executive Compensation and Other<br />

Matters — Equity Compensation Plan Information” in our 2012 Proxy Statement, which section is incorporated<br />

herein by reference.<br />

Information regarding security ownership required by Item 403 of Regulation S-K is set forth under the<br />

section entitled “Stock Ownership of Certain Beneficial Owners and Management” in our 2012 Proxy Statement,<br />

which section is incorporated herein by reference.<br />

126


ITEM 13. Certain Relationships and Related Transactions, and Director Independence<br />

Information regarding transactions with related persons, promoters and certain control persons required by<br />

Item 404 of Regulation S-K is set forth under the section entitled “Certain Transactions” in our 2012 Proxy<br />

Statement, which section is incorporated herein by reference.<br />

Information regarding director independence required by Item 407(a) of Regulation S-K is set forth under<br />

the section entitled “Corporate Governance — Board Independence” in our 2012 Proxy Statement, which<br />

section is incorporated herein by reference.<br />

ITEM 14. Principal Accounting Fees and Services<br />

The information required by this item is set forth under the section entitled “Audit Fees” in our 2012 Proxy<br />

Statement, which section is incorporated herein by reference.<br />

127


PART IV<br />

ITEM 15. Exhibits and Financial Statement Schedules<br />

The following financial statements, schedules and exhibits are filed as part of this Report:<br />

(1) Financial Statements. Reference is made to the Index to Consolidated Financial Statements on<br />

page 72 of this Report.<br />

(2) All schedules are omitted because they are not applicable or the required information is shown in the<br />

financial statements or the notes to the financial statements.<br />

(3) Exhibits<br />

128


EXHIBIT INDEX<br />

Exhibit<br />

No. Description<br />

2.1 — Agreement and Plan of Merger dated September 2, 2009, by and among Quanta Services, Inc.,<br />

Quanta Sub, LLC, Price Gregory Services, Incorporated, and certain stockholders of Price Gregory<br />

Services, Incorporated named therein (previously filed as Exhibit 2.1 to the Company’s Form 8-K<br />

(No. 001-13831) filed September 8, 2009 and incorporated herein by reference)<br />

2.2 — Share Purchase Agreement dated as of October 22, 2010, by and among Quanta Services, Inc.,<br />

Quanta Services EC Canada Ltd., Quanta Services CC Canada Ltd., the stockholders of Valard<br />

Construction (2008) Ltd., Valard Construction Ltd. and Sharp’s Construction Services 2006 Ltd.,<br />

and the covenantors named therein (previously filed as Exhibit 2.1 to the Company’s Form 8-K<br />

(No. 001-13831) filed October 28, 2010 and incorporated herein by reference)<br />

3.1 — Restated Certificate of Incorporation of Quanta Services, Inc. (previously filed as Exhibit 3.3 to<br />

the Company’s Form 8-K (No. 001-13831) filed May 25, 2011 and incorporated herein by<br />

reference)<br />

3.2 — Bylaws of Quanta Services, Inc., as amended and restated May 19, 2011 (previously filed as<br />

Exhibit 3.4 to the Company’s Form 8-K (No. 001-13831) filed May 25, 2011 and incorporated<br />

herein by reference)<br />

4.1 — Form of Common Stock Certificate (previously filed as Exhibit 4.1 to the Company’s Registration<br />

Statement on Form S-1/Amendment No. 2 (No. 333-42957) filed February 9, 1998 and<br />

incorporated herein by reference)<br />

10.1* — 2001 Stock Incentive Plan as amended and restated March 13, 2003 (previously filed as<br />

Exhibit 10.43 to the Company’s Form 10-Q for the quarter ended March 31, 2003 (No. 001-13831)<br />

filed May 15, 2003 and incorporated herein by reference)<br />

10.2* — 2001 Stock Incentive Plan Form of Current Employee Restricted Stock Agreement (previously<br />

filed as Exhibit 10.1 to the Company’s Form 8-K (No. 001-13831) filed March 4, 2005 and<br />

incorporated herein by reference)<br />

10.3* — 2001 Stock Incentive Plan Form of Director Restricted Stock Agreement (previously filed as<br />

Exhibit 10.4 to the Company’s Form 10-K for the year ended December 31, 2004 (No. 001-13831)<br />

filed March 16, 2005 and incorporated herein by reference)<br />

10.4* — 2001 Stock Incentive Plan Form of New Employee Restricted Stock Agreement (previously filed<br />

as Exhibit 10.5 to the Company’s Form 10-K for the year ended December 31, 2004 (No. 001-<br />

13831) filed March 16, 2005 and incorporated herein by reference)<br />

10.5* — First Amendment to Quanta Services, Inc. 2001 Stock Incentive Plan, as amended and restated<br />

March 13, 2003 (previously filed as Exhibit 99.1 to the Company’s Form 8-K (No. 001-13831)<br />

filed April 23, 2007 and incorporated herein by reference)<br />

10.6* — Quanta Services, Inc. 2007 Stock Incentive Plan (previously filed as Exhibit 99.1 to the<br />

Company’s Form 8-K (No. 001-13831) filed May 29, 2007 and incorporated herein by reference)<br />

10.7* — Form of Restricted Stock Agreement for awards to employees/consultants pursuant to the 2007<br />

Stock Incentive Plan (previously filed as Exhibit 99.2 to the Company’s Form 8-K (No. 001-<br />

13831) filed May 29, 2007 and incorporated herein by reference)<br />

10.8* — Form of Restricted Stock Agreement for awards to non-employee directors pursuant to the 2007<br />

Stock Incentive Plan (previously filed as Exhibit 99.3 to the Company’s Form 8-K (No. 001-<br />

13831) filed May 29, 2007 and incorporated herein by reference)<br />

10.9* — InfraSource Services, Inc. 2003 Omnibus Stock Incentive Plan, as amended (previously filed as<br />

Exhibit 10.5 to InfraSource Services’ Registration Statement on Form S-1 (Registration No. 333-<br />

112375) filed January 30, 2004 and incorporated herein by reference)<br />

129


Exhibit<br />

No. Description<br />

10.10* — InfraSource Services, Inc. 2004 Omnibus Stock Incentive Plan, as amended (previously filed as<br />

Exhibit 10.1 to InfraSource Services’ Form 8-K (Registration No. 001-32164) filed November 14,<br />

2006 and incorporated herein by reference)<br />

10.11* — Quanta Services, Inc. 2011 Omnibus Equity Incentive Plan (previously filed as Exhibit 4.5 to the<br />

Company’s Form S-8 (No. 333-174374) filed May 20, 2011 and incorporated herein by reference)<br />

10.12*ˆ — Form of Restricted Stock Agreement for awards to employees/consultants pursuant to the 2011<br />

Omnibus Equity Incentive Plan accommodating electronic acceptance<br />

10.13*ˆ — Form of Restricted Stock Agreement for awards to non-employee directors pursuant to the 2011<br />

Omnibus Equity Incentive Plan accommodating electronic acceptance<br />

10.14* — Employment Agreement dated March 24, 2011, effective as of May 19, 2011, by and between<br />

Quanta Services, Inc. and John R. Colson (previously filed as Exhibit 10.1 to the Company’s<br />

Form 8-K (No. 001-13831) filed March 25, 2011 and incorporated herein by reference)<br />

10.15* — Employment Agreement dated March 24, 2011, effective as of May 19, 2011, by and between<br />

Quanta Services, Inc. and James F. O’Neil III (previously filed as Exhibit 10.2 to the Company’s<br />

Form 8-K (No. 001-13831) filed March 25, 2011 and incorporated herein by reference)<br />

10.16* — Second Amended and Restated Employment Agreement dated as of May 21, 2003, by and<br />

between Quanta Services, Inc. and James H. Haddox (previously filed as Exhibit 10.45 to the<br />

Company’s Form 10-Q for the quarter ended June 30, 2003 (No. 001-13831) filed August 14,<br />

2003 and incorporated herein by reference)<br />

10.17* — Amendment No. 1 to Second Amended and Restated Employment Agreement dated as of<br />

November 6, 2008, by and between Quanta Services, Inc. and James H. Haddox (previously filed<br />

as Exhibit 10.2 to the Company’s Form 10-Q for the quarter ended September 30, 2008 (No. 001-<br />

13831) filed November 10, 2008 and incorporated herein by reference)<br />

10.18* — Employment Agreement dated as of January 1, 2010, by and between Quanta Services, Inc. and<br />

Earl C. Austin, Jr. (previously filed as Exhibit 10.1 to the Company’s Form 8-K (No. 001-13831)<br />

filed January 4, 2010 and incorporated herein by reference)<br />

10.19* — Employment Agreement dated as of June 1, 2004, by and between Quanta Services, Inc. and<br />

Kenneth W. Trawick (previously filed as Exhibit 10.1 to the Company’s Form 10-Q for the<br />

quarter ended June 30, 2004 (No. 001-13831) filed August 9, 2004 and incorporated herein by<br />

reference)<br />

10.20* — Amendment No. 1 to Employment Agreement dated as of March 17, 2007, by and between<br />

Quanta Services, Inc. and Kenneth W. Trawick (previously filed as Exhibit 10.1 to the Company’s<br />

Form 8-K (001-13831) filed March 19, 2007 and incorporated herein by reference)<br />

10.21* — Amendment No. 2 to Employment Agreement dated as of November 6, 2008, by and between<br />

Quanta Services, Inc. and Kenneth W. Trawick (previously filed as Exhibit 10.3 to the Company’s<br />

Form 10-Q for the quarter ended September 30, 2008 (No. 001-13831) filed November 10, 2008<br />

and incorporated herein by reference)<br />

10.22 — Second Amended and Restated Credit Agreement dated as of August 2, 2011, among<br />

Quanta Services, Inc., as Borrower, the subsidiaries of Quanta Services, Inc. identified therein, as<br />

Guarantors, Bank of America, N.A., as Administrative Agent, Swing Line Lender and an<br />

L/C Issuer, and the Lenders party thereto (previously filed as Exhibit 99.1 to the Company’s<br />

Form 8-K (No. 001-13831) filed August 8, 2011 and incorporated herein by reference)<br />

130


Exhibit<br />

No. Description<br />

10.23 — Second Amended and Restated Security Agreement dated as of August 2, 2011, among Quanta<br />

Services, Inc., the other Debtors identified therein, and Bank of America, N.A., as Administrative<br />

Agent for the ratable benefit of the Secured Parties (previously filed as Exhibit 99.2 to the<br />

Company’s Form 8-K (No. 001-13831) filed August 8, 2011 and incorporated herein by<br />

reference)<br />

10.24 — Second Amended and Restated Pledge Agreement dated as of August 2, 2011, among Quanta<br />

Services, Inc., the other Pledgors identified therein, and Bank of America, N.A., as<br />

10.25<br />

Administrative Agent for the ratable benefit of the Secured Parties (previously filed as<br />

Exhibit 99.3 to the Company’s Form 8-K (No. 001-13831) filed August 8, 2011 and incorporated<br />

herein by reference)<br />

— Assignment and Assumption Agreement dated as of August 30, 2007, by and between<br />

InfraSource Services, Inc. and Quanta Services, Inc. (previously filed as Exhibit 10.3 to Quanta’s<br />

Form 8-K (001-13831) filed September 6, 2007 and incorporated herein by reference)<br />

10.26 — Underwriting, Continuing Indemnity and Security Agreement dated as of March 14, 2005 by<br />

Quanta Services, Inc. and the subsidiaries and affiliates of Quanta Services, Inc. identified<br />

therein, in favor of Federal Insurance Company (previously filed as Exhibit 10.1 to the<br />

Company’s Form 8-K (No. 001-13831) filed March 16, 2005 and incorporated herein by<br />

reference)<br />

10.27 — Intercreditor Agreement dated March 14, 2005 by and between Federal Insurance Company and<br />

Bank of America, N.A., as Lender Agent on behalf of the other Lender Parties (under the<br />

Company’s Credit Agreement, as amended) and agreed to by Quanta Services, Inc. and the<br />

subsidiaries and affiliates of Quanta Services, Inc. identified therein (previously filed as<br />

Exhibit 10.2 to the Company’s Form 8-K (No. 001-13831) filed March 16, 2005 and<br />

incorporated herein by reference)<br />

10.28 — Joinder Agreement and Amendment to Underwriting, Continuing Indemnity and Security<br />

Agreement dated as of November 28, 2006, among American Home Assurance Company,<br />

National Union Fire Insurance Company of Pittsburgh, Pa., The Insurance Company of the State<br />

of Pennsylvania, Federal Insurance Company, Quanta Services, Inc., and the other Indemnitors<br />

identified therein (previously filed as Exhibit 99.1 to the Company’s Form 8-K (No. 001-13831)<br />

filed December 4, 2006 and incorporated herein by reference)<br />

10.29 — Second Amendment to Underwriting, Continuing Indemnity and Security Agreement dated as of<br />

January 9, 2008, among American Home Assurance Company, National Union Fire Insurance<br />

Company of Pittsburgh, Pa., The Insurance Company of the State of Pennsylvania, Federal<br />

Insurance Company, Quanta Services, Inc., and the other Indemnitors identified therein<br />

(previously filed as Exhibit 10.34 to the Company’s Form 10-K for the year ended December 31,<br />

2007 (No. 001-13831) filed February 29, 2008 and incorporated herein by reference)<br />

10.30ˆ — Joinder Agreement and Third Amendment to Underwriting, Continuing Indemnity and Security<br />

Agreement dated as of December 19, 2008,, among American Home Assurance Company,<br />

National Union Fire Insurance Company of Pittsburg, Pa., The Insurance Company of the State<br />

of Pennsylvania, Federal Insurance Company, Quanta Services, Inc., and the other Indemnitors<br />

identified therein<br />

10.31 — Joinder Agreement and Fourth Amendment to Underwriting, Continuing Indemnity and Security<br />

Agreement dated as of March 31, 2009, among American Home Assurance Company, National<br />

Union Fire Insurance Company of Pittsburg, Pa., The Insurance Company of the State of<br />

Pennsylvania, Liberty Mutual Insurance Company, Liberty Mutual Fire Insurance Company,<br />

Safeco Insurance Company of America, Federal Insurance Company, Quanta Services, Inc., and<br />

the other Indemnitors identified therein (previously filed as Exhibit 99.1 to the Company’s<br />

Form 8-K (No. 001-13831) filed April 1, 2009 and incorporated herein by reference)<br />

131


Exhibit No. Description<br />

10.32 — Support Agreement dated as of October 25, 2010, by and among Quanta Services, Inc., Quanta<br />

Services EC Canada Ltd., Quanta Services CC Canada Ltd., and certain stockholders of Valard<br />

Construction (2008) Ltd., Valard Construction Ltd. and Sharp’s Construction Services 2006<br />

Ltd. (previously filed as Exhibit 10.1 to the Company’s Form 8-K (No. 001-13831) filed<br />

October 28, 2010 and incorporated herein by reference)<br />

10.33* — Director Compensation Summary effective as of the 2011 Annual Meeting of the Board of<br />

Directors (previously filed as Exhibit 10.1 to the Company’s Form 10-Q for the quarter ended<br />

June 30, 2011 (No. 001-13831) filed August 5, 2011 and incorporated herein by reference)<br />

10.34* — 2011 Incentive Bonus Plan (previously filed as Exhibit 10.1 to the Company’s Form 8-K<br />

(No. 001-13831) filed March 7, 2011 and incorporated herein by reference)<br />

10.35* — Form of Amended and Restated Indemnity Agreement (previously filed as Exhibit 10.1 to the<br />

Company’s Form 8-K (No. 001-13831) filed January 31, 2012 and incorporated herein by<br />

reference)<br />

21.1ˆ — Subsidiaries<br />

23.1ˆ — Consent of PricewaterhouseCoopers LLP<br />

31.1ˆ — Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Exchange Act, as<br />

adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002<br />

31.2ˆ — Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Exchange Act, as<br />

adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002<br />

32.1† — Certification of Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-<br />

14(b) of the Exchange Act and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of<br />

the Sarbanes-Oxley Act of 2002<br />

101.INSˆ XBRL Instance Document.<br />

101.SCHˆ XBRL Taxonomy Extension Schema Document.<br />

101.CALˆ XBRL Taxonomy Extension Calculation Linkbase Document.<br />

101.LABˆ XBRL Taxonomy Extension Label Linkbase Document.<br />

101.PREˆ XBRL Taxonomy Extension Presentation Linkbase Document.<br />

101.DEFˆ XBRL Taxonomy Extension Definition Linkbase Document.<br />

* Management contracts or compensatory plans or arrangements<br />

ˆ Filed with this Annual Report on Form 10-K.<br />

† Furnished with this Annual Report on Form 10-K.<br />

132


SIGNATURES<br />

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, Quanta<br />

Services, Inc. has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly<br />

authorized, in the City of Houston, State of Texas, on February 29, 2012.<br />

<strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>.<br />

By: /s/ JAMES F. O’NEIL III<br />

James F. O’Neil III<br />

President and Chief Executive Officer<br />

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below<br />

constitutes and appoints James F. O’Neil III and James H. Haddox, each of whom may act without joinder of the<br />

other, as their true and lawful attorneys-in-fact and agents, each with full power of substitution and<br />

resubstitution, for such person and in his or her name, place and stead, in any and all capacities, to sign any and<br />

all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto and other<br />

documents in connection therewith, with the Securities and Exchange Commission, granting unto said<br />

attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite<br />

and necessary to be done in and about the premises, as fully to all intents and purposes as he might or could do in<br />

person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or their substitutes, may<br />

lawfully do or cause to be done by virtue hereof.<br />

Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed by the<br />

following persons in the capacities indicated on February 29, 2012.<br />

Signature Title<br />

/s/ JAMES F. O’NEIL III<br />

James F. O’Neil III<br />

/s/ JAMES H. HADDOX<br />

James H. Haddox<br />

/s/ DERRICK A. JENSEN<br />

Derrick A. Jensen<br />

/s/ JOHN R. COLSON<br />

John R. Colson<br />

/s/ JAMES R. BALL<br />

James R. Ball<br />

/s/ J. MICHAL CONAWAY<br />

J. Michal Conaway<br />

/s/ RALPH R. DISIBIO<br />

Ralph R. Disibio<br />

President and Chief Executive Officer and Director<br />

(Principal Executive Officer)<br />

Chief Financial Officer<br />

(Principal Financial Officer)<br />

Senior Vice President — Finance and Administration<br />

and Chief Accounting Officer<br />

(Principal Accounting Officer)<br />

133<br />

Executive Chairman of the Board<br />

Director<br />

Director<br />

Director


Signature Title<br />

/s/ V<strong>INC</strong>ENT D. FOSTER<br />

Vincent D. Foster<br />

/s/ BERNARD FRIED<br />

Bernard Fried<br />

/s/ LOUIS C. GOLM<br />

Louis C. Golm<br />

/s/ WORTHING F. JACKMAN<br />

Worthing F. Jackman<br />

/s/ BRUCE RANCK<br />

Bruce Ranck<br />

/s/ PAT WOOD, III<br />

Pat Wood, III<br />

134<br />

Director<br />

Director<br />

Director<br />

Director<br />

Director<br />

Director


Directors JOHN R. COLSON Executive Chairman, Quanta Services, Inc.<br />

Executive<br />

Officers<br />

New York<br />

Stock Exchange<br />

Transfer Agent<br />

Auditors<br />

Investor Relations<br />

Ticker Symbol<br />

JAMES R. BALL 1 Private Investor, Former President and Chief Executive Officer, Vista Chemical Company<br />

J. MICHAL CONAWAY 1, 3 Chief Executive Officer, Peregrine Group, LLC<br />

RALPH R. DISIBIO 2 Senior Consultant, Former President of Energy and Environment Business Unit,<br />

Washington Group International, Inc.<br />

V<strong>INC</strong>ENT D. FOSTER 2 Chief Executive Officer, Main Street Capital Corporation<br />

BERNARD FRIED 1 Executive Chairman, Energy Solutions International<br />

LOUIS C. GOLM 2, 3 Private Investor, Former President and Chief Executive Officer, AT&T-Japan<br />

WORTHING F. JACKMAN 1 Executive Vice President and Chief Financial Officer, Waste Connections, Inc.<br />

JAMES F. O’NEIL, III President & Chief Executive Officer, Quanta Services, Inc.<br />

BRUCE RANCK 2, 3 Partner, Bayou City Partners, Former Chief Executive Officer and President, Browning-Ferris Industries, Inc.<br />

PAT WOOD, III 3 Principal, Wood3 Resources, Former Chairman, Federal Energy Regulatory Commission<br />

JOHN R. COLSON Executive Chairman of the Board<br />

1 Audit Committee 2 Compensation Committee 3 Governance and Nominating Committee<br />

JAMES F. O’NEIL III President & Chief Executive Officer & Director<br />

JAMES H. HADDOx Chief Financial Officer<br />

EARL C. AUSTIN, JR. President, Electric Power & Natural Gas & Pipeline Divisions<br />

KENNETH W. TRAWICK President, Telecommunications & Renewable Energy Divisions<br />

DERRICK A. JENSEN Senior Vice President, Finance & Administration & Chief Accounting Officer<br />

BENADETTO G. BOSCO Senior Vice President, Business Development & Outsourcing<br />

TANA L. POOL Vice President & General Counsel<br />

NICHOLAS M. GRINDSTAFF Vice President Finance & Treasurer<br />

DARREN B. MILLER Vice President, Information Technology & Administration<br />

Last year, our Annual CEO Certification, without qualifications, was timely submitted to the NYSE. Also, we have filed our certifications<br />

required under The Sarbanes-Oxley Act of 2002 as exhibits to our Form 10-K.<br />

American Stock Transfer & Trust Co. 59 Maiden Lane, Plaza Level New York, New York 10038 718.921.8200<br />

PricewaterhouseCoopers LLP 1201 Louisiana Street Suite 2900 Houston, Texas 77002 713.356.4000<br />

James H. Haddox or Kip Rupp, Quanta Services, Inc. 713.629.7600 713.629.7676 investors@quantaservices.com<br />

PWR


Quanta Services, Inc.<br />

2800 Post Oak Blvd.<br />

Suite 2600<br />

Houston, TX 77056<br />

Tel: 713.629.7600<br />

quantaservices.com


Back to previous page<br />

document 1 of 10<br />

Dycom Industries, Inc.; Dycom to Acquire Telecommunications Infrastructure Services Subsidiaries<br />

From Quanta Services<br />

Engineering Business Journal (Dec 5, 2012): 46.<br />

Find a copy<br />

Base URL to 360 Link:<br />

http://MY2VS8LV9P.search.serialssolutions.com?ctx_ver=Z39.88-2004&ctx_enc=info:ofi/enc:UTF-8&rfr_id=info:sid/ProQ%<br />

3Aabitrade&rft_val_fmt=info:ofi/fmt:kev:mtx:journal&rft.genre=unknown&rft.jtitle=Engineering+Business+Journal&rft.atitle=Dycom+Industries%<br />

2C+Inc.%<br />

3B+Dycom+to+Acquire+Telecommunications+Infrastructure+Services+Subsidiaries+From+Quanta+Services&rft.au=&rft.aulast=&rft.aufirst=&rft.date=2012<br />

-12-05&rft.volume=&rft.issue=&rft.spage=46&rft.isbn=&rft.btitle=&rft.title=Engineering+Business+Journal&rft.issn=19457006<br />

Abstract (summary)<br />

A conference call to review the Company's first quarter of fiscal 2013 results, together with the announced acquisition of Quanta's telecommunications<br />

infrastructure services subsidiaries, will be hosted at 9 a.m. (ET), Tuesday, November 20, 2012; call (800) 230-1074 (United States) or (612) 234-9959<br />

(International) ten minutes before the conference call begins and ask for the "Dycom Results" conference call.A live webcast of the conference call, along<br />

with related materials, will be available at http://www.dycomind.com under the heading "Events."<br />

Full Text<br />

2012 DEC 5 (VerticalNews) -- By a News Reporter-Staff News Editor at Engineering Business Journal -- Dycom Industries, Inc. (NYSE: DY) announced that it<br />

has entered into a definitive agreement with Quanta Services, Inc. (NYSE: PWR) to acquire substantially all of Quanta's domestic telecommunications<br />

infrastructure services subsidiaries for approximately $275 million in cash.<br />

The acquired subsidiaries provide specialty contracting services, including engineering, construction, maintenance and installation services to<br />

telecommunications providers, and other construction and maintenance services to electric and gas utilities and others. Principal business facilities are<br />

located in Arizona, California, Florida, Georgia, Minnesota, New York, Pennsylvania, and Washington.<br />

The acquired subsidiaries currently operate in 49 states, serve over 300 individual customers and employ more than 2,400 personnel. Trailing 12 month<br />

revenues to September 30, 2012 were approximately $535 million of which approximately $138 million related to projects funded in part by The American<br />

Recovery and Reinvestment Act of 2009 ("ARRA").<br />

"This transaction strategically strengthens our customer base, geographic scope, and technical service offerings," said Steven Nielsen, President and Chief<br />

Executive Officer of Dycom. "It significantly enhances our rural telecommunications engineering and construction capabilities, provides additional<br />

construction resources for wireless carriers and reinforces our already robust competence in broadband construction. Given recent industry announcements<br />

indicating growing expenditures from our customers and a very attractive financing environment, we believe this is the right time to increase our scale."<br />

Subject to customary closing conditions, the acquisition is expected to be completed by December 31, 2012. The acquired subsidiaries are currently<br />

expected to produce calendar year 2013 revenues ranging from $400 million to $450 million. Excluding one-time transaction and integration costs of<br />

approximately $12 million to $15 million, the acquisition is currently expected to produce $0.05 to $0.10 per share of earnings accretion on an annual basis,<br />

after non-cash amortization expense.<br />

The purchase price of approximately $275 million, which is subject to adjustments for working capital and other specified items, will be financed with a new<br />

$400 million senior secured credit facility arranged and syndicated by Bank of America Merrill Lynch and Wells Fargo Securities, LLC.<br />

Goldman, Sachs & Co. and Barclays acted as financial advisors to Dycom. Shearman & Sterling LLP served as Dycom's outside legal counsel.<br />

A conference call to review the Company's first quarter of fiscal 2013 results, together with the announced acquisition of Quanta's telecommunications<br />

infrastructure services subsidiaries, will be hosted at 9 a.m. (ET), Tuesday, November 20, 2012; call (800) 230-1074 (United States) or (612) 234-9959<br />

(International) ten minutes before the conference call begins and ask for the "Dycom Results" conference call.A live webcast of the conference call, along<br />

with related materials, will be available at http://www.dycomind.com under the heading "Events." The conference call materials will be available at<br />

approximately 8 a.m. (ET) on November 20, 2012. If you are unable to attend the conference call at the scheduled time, a replay of the live webcast and the<br />

conference call materials will be available at http://www.dycomind.com until Thursday, December 20, 2012.<br />

Dycom is a leading provider of specialty contracting services. These services, which are provided throughout the United States and in Canada, include<br />

engineering, construction, maintenance and installation services to telecommunications providers, underground facility locating services to various utilities,<br />

including telecommunications providers, and other construction and maintenance services to electric and gas utilities and others.<br />

Keywords for this news article include: Engineering, Dycom Industries Inc..<br />

Our reports deliver fact-based news of research and discoveries from around the world. Copyright 2012, NewsRx LLC<br />

Copyright 2012, Engineering Business Journal via NewsRx.com<br />

Indexing (details)<br />

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Page 1 of 26<br />

12/6/2012


Subject Acquisitions & mergers;<br />

American Recovery & Reinvestment Act 2009-US;<br />

Construction;<br />

Natural gas utilities;<br />

Webcasting<br />

Company/organization Name: New York Stock Exchange--NYSE<br />

NAIC: 523210;<br />

Name: Dycom Industries Inc<br />

NAIC: 541310, 238210<br />

Title Dycom Industries, Inc.; Dycom to Acquire Telecommunications Infrastructure<br />

Services Subsidiaries From Quanta Services<br />

Publication title Engineering Business Journal<br />

First page 46<br />

Publication year 2012<br />

Publication date Dec 5, 2012<br />

Year 2012<br />

Publisher NewsRx<br />

Place of publication Atlanta<br />

Country of publication United States<br />

Journal subject Business And Economics, Engineering<br />

ISSN 1945-7006<br />

Source type Trade Journals<br />

Language of publication English<br />

Document type Expanded Reporting<br />

ProQuest document ID 1220421369<br />

Document URL http://ezproxy.spl.org:2048/login?<br />

url=http://search.proquest.com/docview/1220421369?accountid=1135<br />

Copyright Copyright 2012, Engineering Business Journal via NewsRx.com<br />

Last updated 2012-11-28<br />

Database ABI/INFORM Trade & Industry<br />

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Page 2 of 26<br />

12/6/2012


document 2 of 10<br />

Deal snapshot: <strong>QUANTA</strong> FINALISES DISPOSAL OF TELECOMS UNITS TO DYCOM<br />

M & A Navigator [London] 05 Dec 2012.<br />

Find a copy<br />

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3Aabitrade&rft_val_fmt=info:ofi/fmt:kev:mtx:journal&rft.genre=unknown&rft.jtitle=M+%26+A+Navigator&rft.atitle=Deal+snapshot%<br />

3A+<strong>QUANTA</strong>+FINALISES+DISPOSAL+OF+TELECOMS+UNITS+TO+DYCOM&rft.au=&rft.aulast=&rft.aufirst=&rft.date=2012-12-<br />

05&rft.volume=&rft.issue=&rft.spage=&rft.isbn=&rft.btitle=&rft.title=M+%26+A+Navigator&rft.issn=<br />

Abstract (summary)<br />

MANAVIGATOR-December 5, 2012-Deal snapshot: <strong>QUANTA</strong> FINALISES DISPOSAL OF TELECOMS UNITS TO DYCOM<br />

Full Text<br />

MANAVIGATOR-December 5, 2012-Deal snapshot: <strong>QUANTA</strong> FINALISES DISPOSAL OF TELECOMS UNITS TO DYCOM<br />

(C)2012 M2 COMMUNICATIONS http://www.m2.com<br />

US speciality contracting services provider Quanta Services Inc (NYSE:PWR) has concluded the divestment of its telecommunications units to local peer<br />

Dycom Industries Inc (NYSE:DY), the parties announced in separate statements.<br />

Country: USA<br />

Sector: Telecommunications<br />

Target: Quanta's telecommunications units<br />

Buyer: Dycom Industries Inc<br />

Vendor: Quanta Services Inc<br />

Deal size in USD: 315m<br />

Type: Divestment<br />

Financing: Cash & Debt, Existing resources<br />

Status: Closed<br />

Comment: The deal size includes up to USD40m related to working capital adjustments.<br />

((Comments on this story may be sent to info@m2.com))<br />

(Copyright M2 Communications, 2012)<br />

Indexing (details)<br />

Title Deal snapshot: <strong>QUANTA</strong> FINALISES DISPOSAL OF TELECOMS UNITS TO DYCOM<br />

Publication title M & A Navigator<br />

Publication year 2012<br />

Publication date Dec 5, 2012<br />

Year 2012<br />

Publisher Normans Media Ltd<br />

Place of publication London<br />

Country of publication United Kingdom<br />

Journal subject Business And Economics<br />

Source type Wire Feeds<br />

Language of publication English<br />

Document type News<br />

ProQuest document ID<br />

Document URL<br />

1221805784<br />

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12/6/2012


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Last updated 2012-12-05<br />

Database ABI/INFORM Trade & Industry<br />

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Page 4 of 26<br />

12/6/2012


document 3 of 10<br />

Dycom Industries to Buy Quanta Assets<br />

By Tess Stynes; Cai, Debbie. Dow Jones DBR High Yield (Nov 20, 2012): n/a.<br />

Find a copy<br />

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3Aabitrade&rft_val_fmt=info:ofi/fmt:kev:mtx:journal&rft.genre=unknown&rft.jtitle=Dow+Jones+DBR+High+Yield&rft.atitle=Dycom+Industries+to+Buy+Qua<br />

3BCai%2C+Debbie&rft.aulast=By+Tess+Stynes&rft.aufirst=&rft.date=2012-11-<br />

20&rft.volume=&rft.issue=&rft.spage=&rft.isbn=&rft.btitle=&rft.title=Dow+Jones+DBR+High+Yield&rft.issn=<br />

Abstract (summary)<br />

Dycom Industries Inc.'s fiscal first-quarter earnings fell 8.5% as margins weakened and the telecommunications contractor also unveiled plans to buy assets<br />

of Quanta Services Inc. for about $275 million in cash, a deal that strengthens the company's customer base, geographic scope and technical service<br />

offerings.<br />

Full Text<br />

Dycom Industries Inc.'s fiscal first-quarter earnings fell 8.5% as margins weakened and the telecommunications contractor also unveiled plans to buy assets<br />

of Quanta Services Inc. for about $275 million in cash, a deal that strengthens the company's customer base, geographic scope and technical service<br />

offerings.<br />

Dycom said it intends to acquire substantially all of Quanta's domestic telecommunications infrastructure services subsidiaries. Quanta's facilities are located<br />

in Arizona, California, Florida, Georgia, Minnesota, New York, Pennsylvania, and Washington.<br />

President and Chief Executive Steven Nielsen said the Quanta acquisition "significantly enhances our rural telecommunications engineering and construction<br />

capabilities, provides additional construction resources for wireless carriers and reinforces our already robust competence in broadband construction."<br />

The deal is expected to be completed by Dec. 31 and is projected to be accretive to annual earnings by five cents to 10 cents a share.<br />

Dycom provides engineering, construction, installation and maintenance services to telecom companies and utilities. The company had been posting doubledigit<br />

revenue growth for several quarters before the pace moderated in the fiscal fourth quarter amid soft capital spending trends in the telecom sector.<br />

For the quarter ended Oct. 27, Dycom reported a profit of $11.9 million, or 35 cents a share, down from $13 million, or 38 cents a share, a year earlier.<br />

Excluding $710,000 in acquisition-related costs, earnings were down at 36 cents from 38 cents. Analysts polled by Thomson Reuters most recently projected<br />

earnings of 34 cents.<br />

Contract revenue increased 1.2%, to $323.3 million, including $3.7 million in storm restoration revenue. The company in August expected that revenue<br />

would be slightly down to flat year-over-year.<br />

Gross margin narrowed to 6.8% from 7.2% as total costs rose 1.6%.<br />

Quanta, which installs and maintains networks for electric power, gas and telephone companies, has seen increased revenue in recent quarters as more<br />

renewable projects break ground on construction. But the company has warned that regulatory and permitting hurdles may damp demand for its services in<br />

the near term. Its recent third-quarter earnings surged 85% on significant revenue gains.<br />

Write to Tess Stynes at tess.stynes@dowjones.com and Debbie Cai at debbie.cai@dowjones.com<br />

(c) 2012 Dow Jones & Company, Inc.<br />

Indexing (details)<br />

Subject Acquisitions & mergers;<br />

Construction companies;<br />

Financial performance;<br />

Earnings<br />

Location United States--US<br />

Company/organization Name: Dycom Industries Inc<br />

NAIC: 238210, 541310;<br />

Name: Quanta Services Inc<br />

NAIC: 237130, 238210<br />

Classification 8370: Construction & engineering industry, 9190: United States,<br />

3100: Capital & debt management<br />

Title Dycom Industries to Buy Quanta Assets<br />

Author By Tess Stynes; Cai, Debbie<br />

http://search.proquest.com.ezproxy.spl.org:2048/printviewfile?accountid=1135<br />

Page 5 of 26<br />

12/6/2012


Publication title Dow Jones DBR High Yield<br />

Pages n/a<br />

Publication year 2012<br />

Publication date Nov 20, 2012<br />

Year 2012<br />

Publisher Dow Jones & Company, Inc. Financial Information Services<br />

Place of publication New York<br />

Country of publication United States<br />

Journal subject Business And Economics--Investments<br />

Source type Trade Journals<br />

Language of publication English<br />

Document type News<br />

ProQuest document ID 1178887133<br />

Document URL http://ezproxy.spl.org:2048/login?<br />

url=http://search.proquest.com/docview/1178887133?accountid=1135<br />

Copyright (c) 2012 Dow Jones & Company, Inc.<br />

Last updated 2012-11-28<br />

Database ABI/INFORM Trade & Industry<br />

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Page 6 of 26<br />

12/6/2012


document 4 of 10<br />

Q3 2012 Quanta Services, Inc. Earnings Conference Call - Final<br />

Fair Disclosure Wire [Waltham] 31 Oct 2012.<br />

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3Aabitrade&rft_val_fmt=info:ofi/fmt:kev:mtx:journal&rft.genre=unknown&rft.jtitle=Fair+Disclosure+Wire&rft.atitle=Q3+2012+Quanta+Services%<br />

2C+Inc.+Earnings+Conference+Call+-+Final&rft.au=&rft.aulast=&rft.aufirst=&rft.date=2012-10-<br />

31&rft.volume=&rft.issue=&rft.spage=&rft.isbn=&rft.btitle=&rft.title=Fair+Disclosure+Wire&rft.issn=<br />

Abstract (summary)<br />

None available.<br />

Full Text<br />

Presentation<br />

OPERATOR: Welcome to the Quanta Services third-quarter 2012 earnings conference call. At this time, all participants are in a listen-only mode. Later, we<br />

will conduct a question-and-answer session with instructions provided.<br />

(Operator Instructions)<br />

Page 7 of 26<br />

As a reminder, this conference is being recorded today, Wednesday, October 31, 2012, and I would now like to turn the conference over to Mr. Kip Rupp,<br />

Vice President, Investor Relations. Please go ahead.<br />

KIP RUPP, VP, IR, <strong>QUANTA</strong> <strong>SERVICES</strong>, <strong>INC</strong>.: Thank you, Luke, and welcome everyone to the Quanta Services conference call to review third-quarter 2012<br />

results. Before I turn the call over to management, I have the normal housekeeping details to run through. If you would like to have Quanta news releases<br />

and other information e-mailed to you when they occur, please sign up for e-mail information alerts by going to the Investors and Media section of Quanta<br />

Services' website at QuantaServices.com. A replay of today's call will be available on Quanta's website at QuantaServices.com. In addition, a telephonic<br />

recorded instant replay will be available for the next seven days, 24 hours a day, that can be accessed as set forth in the press release.<br />

Please remember that information reported on this call speaks only as of today, October 31, 2012, and, therefore, you are advised that any time-sensitive<br />

information may no longer be accurate as of the time of any replay of this call. This conference call will include forward-looking statements intended to<br />

qualify under the Safe Harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements include all<br />

statements reflecting Quanta's expectations, intentions, assumptions, or beliefs about future events or performance, or that do not solely relate to historical<br />

or current facts. Forward-looking statements involve certain risks, uncertainties, and assumptions that are difficult to predict, or are beyond Quanta's<br />

control, and actual results may differ materially from those expected or implied as forward-looking statements.<br />

Management cautions that you should not place undue reliance on Quanta's forward-looking statements and Quanta does not undertake any obligation to<br />

update any forward-looking statements to reflect events or circumstances after this call. For additional information concerning some of the risks,<br />

uncertainties, and assumptions that could affect Quanta's forward-looking statements, please refer to the Company's annual report on Form 10-K for the<br />

year ended December 31, 2011, its quarterly reports on Form 10-Q and its other documents filed with the Securities and Exchange Commission, which may<br />

be obtained on Quanta's website or through the SEC's website at SEC.gov. With that, I would now like to turn the call over to Mr. Jim O'Neil, Quanta's<br />

President and CEO. Jim?<br />

JIM O'NEIL, PRESIDENT AND CEO, <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong>: Good morning, everyone, and welcome to Quanta Services' third-quarter 2012 earnings<br />

conference call. Before I begin the call, on behalf of the Quanta management team, we would like to express our concerns to our friends, analysts, and<br />

shareholders that may have been impacted by Hurricane Sandy, many of whom may not be able to participate on the call today. You are in our thoughts and<br />

prayers. After my operational overview, I will turn the call over to Derrick Jensen, Quanta's Chief Financial Officer, who will provide a detailed review of our<br />

third-quarter financial results. Following Derrick's comments, we welcome your questions.<br />

We continue to see market momentum in our infrastructure segments, particularly our electric transmission and pipeline services. In addition, because of<br />

the many nuances in building major infrastructure projects in today's challenging environment, our customers have become more selective in choosing a<br />

construction partner that can successfully manage safety and environmental concerns, project timelines and execution while meeting budget expectations.<br />

Our third-quarter performance reflects our customers' continued confidence in our ability to exceed expectations with consistent, safe, and efficient<br />

execution. We also expect strong demand for our services in the future, from a broadening customer base, as our infrastructure projects move forward.<br />

Our revenues in the third quarter were a record $1.69 billion, a 35% increase compared to the third quarter of 2011. Revenues for the first nine months of<br />

this year have increased almost 49%, compared to the same period last year. Our 12-month backlog is at record levels. Our employee count at the end of<br />

this year's third quarter was approximately 21,000, up 21% compared to the third quarter of last year, and up 20% since the end of 2011. Although<br />

emergency restoration service revenues were $81 million for the quarter, the highest quarterly levels since Hurricane Rita hit the Gulf coast in the third<br />

quarter of 2008, the quarter-over-quarter increase of $16 million was negligible relative to the overall revenue growth in the quarter.<br />

Our third-quarter results were primarily driven by strong performance in our Electric Power segment, due to the significant volume of electric transmission<br />

projects underway, and our ability to safely execute those projects. Improved performance, quarter-over-quarter and sequentially, from our Natural Gas and<br />

Pipeline and Telecommunications segments also contributed to the strong results. Our Electric Power segment revenues continue to reflect significant<br />

growth, and 12-month backlog grew, due to new contract awards. During the third quarter, Quanta was selected for three large electric transmission<br />

projects, which have an aggregate value of approximately $400 million. We secured a contract from ATCO Electric to install transmission infrastructure for<br />

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their Hanna Region Transmission Development Project in Southeast Alberta, Canada. This project is in the early stages of construction and is expected be<br />

completed in 2013.<br />

Southern California Edison, or SCE, selected Quanta to install transmission infrastructure for SCE's Eldorado-Ivanpah Transmission Project. This project is in<br />

construction, with completion estimated by July of 2013. In addition, SCE selected Quanta to construct its Red Bluff Substation project, which also includes<br />

the installation of two parallel transmission line segments in Eastern Riverside County, California. This project is in construction, and is expected to be<br />

completed by the end of 2013.<br />

Quanta was also selected by American Electric Power, or AEP, to rebuild 66 miles of its 345-kilovolt line near Corpus Christi, Texas. We will perform this<br />

work while the line is in an energized state, utilizing proprietary energized services capabilities and equipment, to avoid service outages to AEP's customers<br />

during construction. This project is the first of five phases of energized transmission upgrades AEP has planned in this area, which are projected for<br />

completion by March of 2016. Once completed, this first phase will represent the longest transmission line in the United States rebuilt in an energized state,<br />

and we believe we are well-positioned to be awarded the remaining four phases of this project.<br />

Our proprietary energized services strategically differentiate Quanta from others, enabling us to provide solutions to utilities that minimize disruption to their<br />

customers when upgrading or replacing electrical infrastructure. Last month, a federal court entered an order finding that a product line sold by another<br />

company infringed on the United States patent for our LineMaster Robotic Arm. We will continue to be diligent in defending our proprietary technologies and<br />

work methods. The outlook for electric transmission spending remains strong. We continue to see a significant amount of additional new, large transmission<br />

program opportunities that we expect to be awarded over the next 12 months. In addition, smaller transition project activity, which represents<br />

approximately 50% of our overall transmission revenues, is significant, as our customers upgrade existing transmission infrastructure to comply with NERC<br />

reliability standards.<br />

Our electric distribution revenues continue to grow at near double-digit rates through the first nine months of this year, compared to the same period last<br />

year, despite political and economic uncertainty. Pockets of distribution activity are being spurred by a pickup in new home construction, but the primary<br />

driver of distribution activity continues to be reliability initiatives. Our renewables revenues increased approximately 104% to $306 million during the first<br />

nine months of this year, compared to the same period of last year, as we continue to build utility-scale solar projects, primarily in the western United<br />

States. We have an active pipeline of utility-scale solar opportunities that we anticipate will be awarded and moved into construction in 2013.<br />

Over the past week, we have deployed significant resources to nine states and the District of Columbia for eight utility customers to restore electrical<br />

infrastructure damaged by Hurricane Sandy. A storm like Sandy will obviously generate emergency restoration revenues for Quanta, however these<br />

revenues are not all incremental. Our employees, who are responding from points throughout the United States and Canada, have been released from noncritical<br />

work, where they were generating revenues, to respond to this storm event. Additionally, we have pipeline construction projects in the Marcellus,<br />

several large electric transmission construction projects in the Northeast, and our Fiber Optic Licensing business in Philadelphia that may be negatively<br />

impacted by Hurricane Sandy. As a result, it is too early to determine the extent to which Hurricane Sandy will affect our financial performance this quarter,<br />

and our fourth-quarter guidance does not take into account any positive or negative impacts from the storm.<br />

Turning to our Natural Gas and Pipeline segment, revenues increased substantially compared to the same quarter last year, and more importantly, operating<br />

income continues to improve. The strategic shift to this segment over the past 18 months to capitalize on shale infrastructure opportunities, as well as better<br />

project execution, is driving this improved profitability. We expect this segment to remain profitable for the remainder of the year and for 2013. Demand for<br />

our pipeline shale gathering services is active and steady, as the lack of gathering infrastructure in many of the shales remains a challenge for producers to<br />

transport products to market and processing areas. Most of our shale gathering work is being performed in the Marcellus, Bakken, and Eagle Ford shales. We<br />

believe demand for the shale gathering infrastructure will remain robust for the foreseeable future, and that development of new shales in the future will<br />

create additional opportunities for Quanta over the next several years. We continue to see signs that a significant volume of long-haul, large-diameter<br />

pipeline projects could be awarded over the next several quarters, and moved into construction toward the middle of 2013.<br />

A significant increase in the long-haul pipeline market, coupled with continued demand for shale gathering pipeline construction resources, could result in a<br />

significant tightening of industry capacity. A number of long-haul pipeline construction companies have moved pipeline construction resources into the shales<br />

to perform pipeline gathering work, and we do not believe all of these spread resources will return to the long-haul market. We have been taking strategic<br />

steps to ensure we are in position to capitalize on the return of the long-haul pipeline market when it occurs, while maintaining pipeline construction<br />

resources in the shales to help our customers develop pipeline gathering infrastructure. We will continue to gain more clarity on the progress of long-haul<br />

projects and the industry dynamics over the next few quarters. We are optimistic that long-haul pipeline market conditions should improve in 2013 and<br />

2014.<br />

Our Telecommunications segment experienced solid growth in the third quarter. Revenues increased almost 21% in the third quarter compared to the same<br />

period last year, driven by increases in the pace of construction on broadband stimulus projects, and fiber to the cell site initiatives. Our 12-month backlog<br />

increased in the quarter, while total backlog decreased slightly, due to backlog burn associated with the significant increase in projects under construction<br />

during this year's third quarter, as well as the expiration of several multi-year master service agreements at the end of this year that we are optimistic will<br />

renew before year end. We expect broadband stimulus projects to continue through the rest of this year and well into 2013, and expect the same high levels<br />

of fiber to the cell site activity through 2013.<br />

The reallocation of funds within the universal services fund to develop and operate the broadband networks in underserved areas of the country should also<br />

have a positive impact on our business. This program funding reallocation is in the early stages of deployment, and we anticipate that our Telecom segment<br />

will begin to experience the benefits of it in the latter part of 2013 or 2014. In our Fiber Optic Licensing segment, revenues for the quarter were slightly up,<br />

compared to the third quarter of last year. This segment continues to provide a steadily growing revenue and earnings profile, with attractive margins and<br />

returns. Our contract sales for the segment for the first nine months of the year, have increased at a healthy double-digit growth rate, which indicates that<br />

the segment revenue growth is likely to accelerate next year. We are increasing our full-year outlook to reflect our strong results for the first nine months of<br />

2012, the expectation of continued strength in all of our segments for the remainder of this year, and better visibility in our Natural Gas and Pipeline<br />

segment. Derrick will provide additional detail about our outlook during his comments.<br />

In summary, the demand for the services Quanta provides is substantial. All of our operating segments are executing well, and total Company backlog<br />

remains strong. Based on the work we have in hand today, the opportunities we believe could materialize over the next year, and our confidence in<br />

continued solid execution, we believe all of our operating segments will have a solid finish to 2012, and we look forward to a strong 2013. I will now turn the<br />

call over to Derrick Jensen, our CFO, for his financial review of the third quarter. Derrick?<br />

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DERRICK JENSEN, CFO, <strong>QUANTA</strong> <strong>SERVICES</strong> <strong>INC</strong>: Thanks, Jim, and good morning, everyone. Today, we announced revenues of $1.69 billion for the third<br />

quarter of 2012, compared to $1.25 billion in the prior year's third quarter, reflecting growth of about 35% quarter over quarter. Net income attributable to<br />

common stock for the quarter was $96.4 million, or $0.45 per diluted share, compared to net income of $52 million, or $0.25 per diluted share, in the third<br />

quarter of last year. Included in net income attributable to common stock for the third quarter of 2012 was $7.1 million of income, or a net benefit of $0.03<br />

per diluted share, primarily from the release of income tax contingencies associated with the expiration of certain statutory periods that are no longer<br />

subject to audit.<br />

The growth in consolidated revenues in the third quarter of 2012 was driven by growth across all of Quanta's segments, as well as the incremental<br />

contribution of approximately $62 million in revenues from companies acquired since the third quarter of last year. Excluding the impact of revenues from<br />

acquired companies, organic growth for the quarter was 31%. Our consolidated gross margin increased to 16.6% in the third quarter of 2012, from 15.6%<br />

in 3Q 2011. This increase was due to strong performance in each of our segments, as well as the impact of higher revenues, which improved our ability to<br />

cover fixed operating costs.<br />

Selling, general and administrative expenses were $124.3 million, reflecting an increase of $31.9 million, as compared to last year's third quarter. This<br />

increase is primarily due to -- $16.7 million in higher salary and incentive compensation costs associated with increased levels of activity and profitability;<br />

approximately $5.1 million in increased professional fees, primarily associated with ongoing technology development costs, business development issues,<br />

and legal matters; and $4.6 million in additional administrative expenses associated with recently-acquired companies. As a percentage of revenues, selling,<br />

general and administrative expenses remained flat at 7.4% for the third quarter of 2012 and 2011. Our consolidated operating margins before amortization<br />

expense increased from 8.2% in 3Q 2011 to 9.3% in 3Q 2012. Amortization of intangible assets increased from $8.3 million in 3Q 2011 to $10.5 million in<br />

the third quarter of 2012, due to acquisitions at the end of 2011 and the first and second quarters of 2012.<br />

To further discuss our segment results, the Electric Power segment's revenues were up about $266.6 million, quarter over quarter, or approximately 32%.<br />

Revenues were positively impacted by higher revenues from electric power transmission services, resulting from an increase in number and size of projects<br />

that were ongoing in 3Q '12 compared to 3Q '11, as well as increased renewables revenues. The increase in revenues is also attributable, in part, to the<br />

incremental contribution of $53 million in segment revenues from acquired companies, and an increase of $13 million in emergency restoration services<br />

versus 3Q '11. Growth in this segment without revenues from acquired companies was still 27%. The end of the third quarter, 12-month backlog for the<br />

Electric Power segment increased 23%, and total backlog for this segment decreased slightly by 1% compared to the third quarter of 2011. Operating<br />

margin in the Electric Power segment increased to 12.5% in the third quarter of 2012, compared to 12.2% in last year's third quarter, primarily due to the<br />

increased volume of revenues from services on higher-margin transmission projects. Also contributing to the increase was the increase in emergency<br />

restoration service revenues, which typically carry higher margins.<br />

Natural Gas and Pipeline revenues increased quarter over quarter by 53%, to $397.5 million in 3Q '12, primarily due to an increase in the number of shale<br />

gathering system projects currently under construction. Additionally, we saw increases in revenues from natural gas distribution services, as the outsourced<br />

gas distribution work with Puget Sound Energy was just starting up in the third quarter of 2011. The end of the third quarter of 2012, 12-month and total<br />

backlog for this segment increased about 26% and 11%, respectively, compared to the end of the third quarter of 2011. Operating income for the Natural<br />

Gas and Pipeline segment as a percentage of revenues increased to 5.8% for 3Q '12, from a negative 1.6% for 3Q '11, due primarily to the impact that<br />

lower revenues earned in the prior year and on this segment's ability to cover fixed operating and overhead costs, as our efforts to move into shale<br />

gathering systems projects had just begun in the third quarter of 2011. The current year was positively impacted by the overall increase in the volume of<br />

this segment's revenue, due to the shift to more shale gathering system projects.<br />

Revenues from our Telecommunications segment increased $29.2 million, or 21%, to $169.9 million in 3Q '12, primarily due to an increase in the volume of<br />

work associated with stimulus-funded fiber optic network projects and higher revenues from fiber to the cell site and wireless initiatives, resulting from<br />

higher capital spending for our customers. Compared to the end of last year's third quarter, 12-month backlog for this segment increased 6%, and total<br />

backlog decreased about 2%. Operating margin in the Telecommunications segment was 13.1% in 3Q '12, compared to 11.3% in 3Q '11. This increase in<br />

margin is primarily due to increased demand for our services, allowing for margin expansion as well as the impact of revenue increases on this segment's<br />

ability to cover fixed and overhead costs. Fiber Optic Licensing segment revenues were $28.6 million, and operating margin was 49.2% in 3Q '12, which<br />

were both comparable to the third quarter of 2011. Capital expenditures for this segment have increased this year versus last year, which should drive<br />

revenue and backlog growth as network capacity is licensed out to customers in 2013.<br />

When calculating operating margins by segment, we do not allocate certain selling, general, and administrative expenses, and amortization expense to our<br />

segment. Therefore, previous discussion about operating margins by segment excludes the effects of such expenses. Corporate and non-allocated costs<br />

increased $18 million in the third quarter of 2012 as compared to 3Q '11, primarily as a result of $11 million in higher salary and incentive compensation<br />

costs associated with current levels of operating activity, and $2.2 million in higher amortization expense associated with intangible assets. Adjusted diluted<br />

earnings per share, as calculated in today's press release, are $0.48 for the third quarter of 2012, compared to an adjusted diluted earnings per share of<br />

$0.29 for 3Q '11.<br />

Cash flow use and operations was approximately $61.3 million for the third quarter of 2012. Capital expenditures, net of proceeds from equipment sales,<br />

were about $68.7 million, resulting in approximately $130 million in negative free cash flow for the quarter. Days sales outstanding, or DSOs, were 91 days<br />

at September 30, 2012, versus 75 days at September 30, 2011, and 81 days at June 30, 2012. Cash flow for the quarter was primarily impacted by<br />

increases in receivables. DSOs have increased compared to September 30, 2011, and June 30, 2012, as a result of the overall increase in Quanta's net<br />

position with its customers, which was driven by significant revenue increases on a select number of large electric transmission projects which went into<br />

construction starting this quarter. These jobs contributed approximately five days to Quanta's consolidated DSO calculation as of September 30, 2012.<br />

In addition, the significant storm work I spoke of earlier remains uncollected, due to the timing of when the work was performed in the quarter. Lastly,<br />

although we have invoiced the customer for the change orders associated with the Sunrise project, change orders have not yet been settled due to the<br />

substantial volume of underlying support records that are being reviewed by the customer. These change orders remain in costs in excess of billings and<br />

contribute to the overall higher DSO. Detailed discussions and reviews continue with the customer, and we are currently unaware of any circumstances<br />

warranting any adjustments to the amounts invoiced, although the timing of the settlement could significantly impact our overall free cash flow for the year.<br />

EBITA for the quarter of 2012 was $152.8 million, or 9.1% of revenues, compared to $98.1 million, or 7.8% of revenues for the third quarter of 2011.<br />

Adjusted EBITDA was $193.7 million, or 11.5% of revenues, for the third quarter of 2012, compared to $133 million, or 10.6% of revenues, for the third<br />

quarter of 2011. Calculation of EBITA and EBITDA, and adjusted EBITDA, all non-GAAP measures, and the definitions of these and DSOs can be found in the<br />

Investors and Media sections of our website at QuantaServices.com. September 30, 2012, we had about $179 million in letters of credit outstanding,<br />

primarily to secure our insurance program, and we had borrowings of approximately $125 million outstanding under our credit facility. In addition, at the<br />

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end of the quarter, we had approximately $128 million of cash, predominantly within foreign operations. Considering our cash on hand and availability under<br />

our credit facility, we had nearly $524 million in total liquidity after September 30.<br />

Turning to our outlook for 2012, we expect revenues for the fourth quarter of 2012 to range between $1.55 billion and $1.65 billion, and diluted earnings<br />

per share to be $0.37 to $0.39 on a GAAP basis. Included in our estimate of GAAP diluted earnings per share for the fourth quarter of 2012, the net tax<br />

benefit of approximately $0.02 per share associated with certain task contingency releases, due to the expiration of certain statutes of limitations during the<br />

fourth quarter. These estimates compare to revenues of $1.51 billion and diluted earnings per share of $0.32 in GAAP EPS in 4Q '11. GAAP EPS forecast for<br />

4Q '12 includes an estimate of $6.9 million for non-cash compensation expenses and $9.1 million for amortization expenses. Including these expenses, and<br />

the previously discussed net tax benefit, our non-GAAP adjusted diluted earnings per share for the fourth quarter are expected to be $0.40 to $0.42, when<br />

compared to non-GAAP adjusted diluted earnings per share of $0.41 in 4Q '11. This non-GAAP measure is calculated on the same basis as the historical<br />

calculations of adjusted diluted earnings per share presented in the release.<br />

We are currently forecasting net income attributable to non-controlling interest to be approximately $3 million to $3.5 million in the fourth quarter of 2012,<br />

and around $16 million to $16.5 million for the year. For additional guidance, we are currently projecting our GAAP tax rate to be around 34% for the fourth<br />

quarter of 2012. The lower tax rate for the fourth quarter is primarily due to the additional tax contingency releases I previously discussed. We expect our<br />

diluted share count to be about 213 million shares for 2012. We expect CapEx for all of 2012 to be approximately $215 million to $225 million, which<br />

includes CapEx of our Fiber Optic Licensing segment of about $45 million. This compares to CapEx for all of 2011 of $172 million.<br />

As Jim commented, we continue to execute within all of our segments, and we believe that we are operationally and financially well-positioned for continued<br />

solid growth in 2012 and beyond. This concludes our formal presentation, and we will now open up the line for Q&A. Operator?<br />

Questions and Answers<br />

OPERATOR: (Operator Instructions)<br />

Your first question comes from the line of Tahira Afzal of KeyBanc. Please go ahead.<br />

TAHIRA AFZAL, ANALYST, KEYBANC CAPITAL MARKETS: Congratulations on a very strong quarter. The first question is, you are having such a strong finish<br />

to the year. As you look into 2013, Jim, what do you see as your key challenges for growth?<br />

JIM O'NEIL: Tahira, right now we're seeing so much momentum think it's just, getting resources is becoming more challenging, even though we are the<br />

preferred employer in the industry, because we play the best wage and provide our folks with good equipment to work with, so I think that would be the<br />

biggest challenge. We have momentum in our business going forward, the timing of projects is the challenge. And the regulatory environment, while it is not<br />

as big an issue for us overall, because we have so many projects going, trying to determine when a project is going to start, this slippage of a month or two,<br />

could impact of our forecast but other than that, we are continuing to see momentum going into next year.<br />

TAHIRA AFZAL: That's great. And I have one more and then I will hop back in the queue. As you look on the electric transmission side, and you stated<br />

several large awards that are still out there, and you talking about $200 million to $500 million-type of projects from what you can see that could be<br />

awarded over the next 12 months, as you look at that prospect list you mentioned, could you talk a little bit more, to provide a little more color on the<br />

drivers of some of these transmission opportunities that you are seeing?<br />

JIM O'NEIL: Yes, there's going to be big project awards. There are big projects in the pipeline, and we're excited about that. I think one thing that is really<br />

not understood is the small transmission market. The regulation that is driving the NERC compliance standards, and the coal switching to natural gas. These<br />

are all going to be smaller segments of transmission, and that business is very, very active, and it's going to remain very active, and I believe in the growth<br />

mode for quite some time. You look at CREZ, CREZ is billed as a big transmission project, but you have to think about all that laterals and interconnects that<br />

are to be built off of that, and in total, the amount of money being spent there is far more than what CREZ is. The small transmission market for the projects<br />

we don't typically announce in day-to-day work is very active, and that's over 50% of our business, and we expect the big transmission market to be active<br />

as well. So it's a really robust time in the transmission business and I still think we're in the early years of a major transmission build out.<br />

TAHIRA AFZAL: Thanks a lot, Jim, and congratulations, again.<br />

OPERATOR: Your next question comes from the line of Adam Thalhimer of BB&T Capital Markets. Please go ahead.<br />

ADAM THALHIMER, ANALYST, BB&T CAPITAL MARKETS: First, Derrick or Jim, can you help me think about, your Q4 revenue guidance is up single digits, but<br />

your total 12-month backlog up about 19% in Q3, what is the relationship between 12-month backlog and then revenue over the next couple of quarters?<br />

DERRICK JENSEN: 12-month backlog overall over the next couple of quarters, typically we run about the 65% range as far as backlog as a percentage of<br />

revenue, as that relates to 2012 and going into 2013.<br />

JIM O'NEIL: I think the relationship too, Adam, when you look at the fourth quarter, first off, 12-month public backlog is the best indicator of our business<br />

going forward. It's at record levels. It's strong. That's an indicator that the next 12 months we should see growth in our business, although we are not<br />

willing to quantify right now. The fourth quarter of guidance, we've got seasonality in the fourth quarter, we've got weather risks, the risk that projects could<br />

get pushed into the next period. We've got holidays, we've got this storm going on right now. So we think we can do better, but we are going to shoot the<br />

ball down the middle right now and give the guidance that we have, and hopefully we will do better, but we don't want to take a risk because of all these<br />

factors, and the fourth quarter being seasonal, primarily because of the weather and holidays, that we haven't issued any guidance.<br />

ADAM THALHIMER: Okay. That's good. And then for the second question I wanted to ask about electric distribution, Jim. Have you seen any -- have there<br />

been any changes there in demand in Q3. Some of the equipment suppliers saw some deceleration in demand on the distribution side. Utility returns maybe<br />

are softening a little bit. Are you seeing any utilities cut distribution here?<br />

JIM O'NEIL: No, we have not. From a constant standpoint, the third quarter in distribution was probably a tough comp from third-quarter 2011, but we still<br />

seeing close to double-digit growth for the year, and really we haven't seen any slowdown as many of the utilities are spending money on reliability. And<br />

that trend continues, despite that we are in an election year. So we have been pleased with what we've seen so far, we expect that trend to continue going<br />

forward<br />

OPERATOR: Your next question comes from the line of Alex Rygiel of FBR. Please go ahead.<br />

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ALEX RYGIEL, ANALYST, FBR & CO.: Nice quarter, gentlemen. Two quick questions. First, you mentioned in your opening remarks that you're seeing your<br />

customer base broaden and one of the strengths of Quanta through the years has been that your customer base has already been very broad. Can you<br />

comment a little bit further on that comment in your opening remarks?<br />

JIM O'NEIL: Yes. Well I don't want to give any names, Alex. I think that the current environment is, for our customers, that they are under more pressures<br />

to get projects done on time and under budget or on budget and it's very important, and we've had more discussions with people that we haven't<br />

traditionally worked with in the past, and we believe that there will be opportunities that we will execute on, because we have the capabilities to get their<br />

projects done. On time and on budget. And we have the resources to do that.<br />

ALEX RYGIEL: That's great.<br />

JIM O'NEIL: You will see some new customers for certain in 2013.<br />

ALEX RYGIEL: Excellent. And then secondly, can we dig a little bit deeper into the pipeline business? Excellent quarter, 5.8% operating margin, up nicely<br />

from the second quarter. Can you put that into perspective and maybe give us some directional guidance on the mix of long-haul, large-diameter versus<br />

shale work this year, and possibly what that mix could look like next year, and how it could help or hurt margins?<br />

JIM O'NEIL: I would say that for 2012, all of our work is shale-related. And we've done very well. We established a presence about 18 months ago and from<br />

that point, we built momentum, and we've got more volume and better margins because of that. I would not think that a 50/50 mix next year would be out<br />

of the question, but that's not going to be one plus one equals two. It'll probably be one plus one equals 1.5, but we will see some big pipe opportunities<br />

next year that could be a 50/50 mix potentially, big pipe versus soft shale work.<br />

OPERATOR: Your next question comes from the line of Will Gabrielski of Lazard. Please go ahead.<br />

WILL GABRIELSKI, ANALYST, LAZARD CAPITAL MARKETS: Can you talk about any impact you may have seen as the quarter, Q3, went along in the shales?<br />

Did you see any change in activity levels based on what's happening with the rig count, or some of the commentary from the E&Ps around expensing or<br />

exhausting their capital budgets for this year, and maybe waiting until next year to start spending again?<br />

JIM O'NEIL: No, Will. We have not seen that. This E&P guys that we're dealing with are not going to shut rigs down for the quarter and start back up in<br />

January. That's inefficient. We continue to see the drilling rig count, particularly on the horizontal rigs in the liquid-rich plays, the pickup continues to be<br />

strong and we have not seen any pullback in that activity.<br />

WILL GABRIELSKI: Okay, and then for my follow-up. I was just wondering if you could talk about the reliability side of your business? [Mozan] Transmission<br />

tracks assets every quarter, just to see how it's tracking, but the enforcement of some of the NERC reliability rules, and how that's trending, and what the<br />

margins are looking like on that work right now?<br />

JIM O'NEIL: Well, it's 50% of our transmission business, and it's growing, if not the same, more than what our big transmission business is growing this<br />

year. It's significant and it's going to be here for several years. And our customers are just on the very front end of spending money to comply with NERC<br />

reliability standards. And then on top of that, you've got FERC 1000, which could impact us in 2014 and 2015, you have the coal switching to natural gas<br />

projects, which is going to be 30 to 60 mile pipe segment lines that need to be built off a new gas-fired generation that's going to be in the small<br />

transmission category so we've got a significant amount of opportunities in the small transmission market that is being driven by regulation.<br />

And that's going to help pipeline too, to because you're going to have to build gas pipelines, compressor stations, and pump stations and all of that, so that's<br />

really going to support our pipeline business as well. It's all good stuff. Good drivers right now in our business.<br />

OPERATOR: Your next question comes from the line of Noelle Dilts of Stifel Nicholas. Please go ahead.<br />

NOELLE DILTS, ANALYST, STIFEL NICOLAUS: I was hoping you could speak a little bit about the opportunities that you're seeing in Canada, in terms of both<br />

electrical and pipeline, and how that compares to US? And I've been hearing that, on the pipeline side in particular, we've been hearing that labor is tight in<br />

Canada. I'm wondering if you're seeing a shift toward negotiation and away from competitive bid in the Canadian market, on the pipeline side?<br />

JIM O'NEIL: I can just tell you that the same drivers in the US are in Canada today, as far as both electric transmission and on pipeline. It's a very active<br />

market and we are well-positioned in Canada from a competitive standpoint to take advantage of those opportunities as they present themselves. Really in<br />

almost every province in Canada, there's opportunities. It's the same drivers that we see in the US, it's just about 18 months behind the activity here in the<br />

States.<br />

NOELLE DILTS: On the labor side, is the tightness of labor pool, is it similar to the US or is it a little bit tighter in Canada?<br />

JIM O'NEIL: I would say it as tight if not tighter in Canada than it is in the US. Everyone is going through a skilled labor, both the pipeline industry and the<br />

electric industry are going through labor shortfalls right now, as the demand continues to increase for the services our customers need.<br />

OPERATOR: Your next question comes from the line of Andy Wittmann of Robert W. Baird. Please go ahead.<br />

Page 11 of 26<br />

ANDREW WITTMANN, ANALYST, ROBERT W. BAIRD & COMPANY, <strong>INC</strong>.: I wanted to dig into the pricing environment in the electric business. Specifically,<br />

there's a fairly large project that went out this past quarter that your name had been circled around -- you have been a higher-quality service provider and<br />

this is a project that I assume you did not want to price it at some of those levels that we're seeing in it. Can you just talk about the level of competition on<br />

price today, and what maybe your passing on that job means for the rest of the environment that you might be looking at in terms of other projects?<br />

JIM O'NEIL: Yes, and you can't take one project and think that's going to set pricing for the industry. It's a very regional dynamic and it's also depends upon<br />

the size of the line, the scope of the line, what type of geography we're in, so we're not going to win every job. I can tell you that our philosophy on pricing<br />

has not changed. If anything, prices could go up because the demand for our services continues to increase. So, I wouldn't read anything into us winning or<br />

not winning a project that everybody had circled for us to win. I just think that you can't do that. The pricing dynamic in the industry still continues to be<br />

very strong.<br />

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12/6/2012


ANDREW WITTMANN: Okay. That's helpful. And maybe totally different, but I guess somewhat related also, on the margins, were there any project closeouts<br />

in the quarter, Derrick, and can you also quantify the absolute dollars of the storm? I know you said $11 million to $16 million more this year than<br />

more. Can you just give us the absolute dollar amount for storm?<br />

DERRICK JENSEN: Sure the absolute dollar model for storm for the consolidated basis is about $81 million for the quarter and then relative to your questions<br />

about close-outs, we obviously had starts and stops of all of the jobs, but there was nothing material associated with any impacts of the quarter, for those<br />

starts and stops.<br />

OPERATOR: Your next question comes from the line of Scott Levine at JPMorgan. Please go ahead.<br />

RODNEY CLAYTON, ANALYST, JPMORGAN CHASE & CO.: Hi, it's Rodney Clayton here for Scott. Congratulations on a very nice quarter. First, I wanted to ask<br />

about your energized service offering. You obviously got a nice award there from AP, and certainly looks like that's a service we have a competitive<br />

advantage with differentiation for the competition, what is really stopping the greater percentage of your customers from adopting this type of approach<br />

when they're planning a project? Is it just price or is there some reason why that's going to become a greater percentage of your business?<br />

JIM O'NEIL: Well I think that energized services is going to be more important to our customers going forward. The NERC compliance work is going to be an<br />

important driver for that business. When you have one transmission line into an area that needs to be upgraded, because it's not in compliance and that the<br />

customer can't -- or it's not cost effective to acquire new right away or take the line out of service because the customers will have interruptions for too long<br />

a period of time. So this is a perfect application and technology that becomes cost-effective at that point to utilize.<br />

That's why AEP is using this technology. So, again, upgrading this older infrastructure, having one line in and out of a load center, it gets to the point of right<br />

-of-way issues and everything else. It just makes it a lot more cost effective and more efficient for the customer to use this technology going forward. So<br />

were pretty excited about the opportunity we have for energized services in the future.<br />

RODNEY CLAYTON: Okay. Got it. Very good. For my follow-up, I want to ask about how at Energy Partners, just in general, how is that venture going and<br />

how does your project pipeline look? As you get to work in the 80%.<br />

JIM O'NEIL: Howard Energy is going along like we expected it to. The investment is giving us opportunities, the Eagle Ford is very early in development we<br />

are seeing engineering and construction opportunities, not only in the Eagle Ford, but in other areas, because we have leveraged our relationship with<br />

Howard to do work in Marcellus as well, and in the Bakken. So we've been very pleased with that relationship and that investment and we expect more<br />

opportunities to come out in the future as the Eagle Ford in particular becomes more active.<br />

OPERATOR: Your next question comes from the line of Zach Larkin of Stephens, Inc. Please go ahead.<br />

CHRIS GODBY, ANALYST, STEPHENS <strong>INC</strong>.: This is Chris Godby in for Zach. With two quarters of profitability in gas without large diameter work, do you have<br />

a sense for what the operating margin profile of the segment could be, just on shale work alone?<br />

JIM O'NEIL: We said we should be in the mid to upper single digit operating income on shale gathering work alone, and we've been moving toward that<br />

target over the last several quarters. If we were to bring in some big pipe into that mix, some large diameter pipe, we should be able to move in that 9% to<br />

12% operating income range.<br />

CHRIS GODBY: Okay. Great. Thanks for the color. And then, thinking about electric transmission, have there been any changes in approval timelines, given<br />

the regulatory environment or elections?<br />

JIM O'NEIL: No, everything has moved according to plan. Since the last quarter, we have not had any delays to speak of. Nothing meaningful.<br />

OPERATOR: Your next question comes from the line of Ahmar Zaman of Piper Jaffray. Please go ahead.<br />

AHMAR ZAMAN, ANALYST, PIPER JAFFRAY & CO.: Congratulations on another great quarter. A couple of questions just on the impact of Hurricane Sandy. I<br />

know you made some comments in your prepared statements. First question is, how much be pre-prep were you able to do getting going into Hurricane<br />

Sandy, and how will that affect kind of minimizing the damage to your activities that were in the path? And secondly, the repair work that you will probably<br />

get because Hurricane Sandy, how we should think about the margin profile of that work versus basically the margin mix between repair work and existing<br />

projects that were impacted by Hurricane Sandy, is what I'm trying to get at.<br />

JIM O'NEIL: A hurricane is a little bit different than a tornado or an ice storm. We get a little bit of pre-notice, so we did have almost a week to prepare and<br />

batten down and secure our equipment and the core services that we provided the area. So, hopefully, we will be okay there. We have not been able to go<br />

in and completely assess the situation to date. We were also, at the same time, able to move a significant amount of resources and pre-position those<br />

resources prior to the storm arriving so that we could have a expedient response to the storm damage that occurred. So in both cases, both from our core<br />

business and helping respond to repair the damage, we had some ability to move in and do we could before the storm arrived.<br />

As far as the margin profile, I don't even think we need to go there right now. Certainly the store margins do command higher margin but are these<br />

resources coming off existing work we're doing for those utilities we are responding to? Are they coming from Canada or the West Coast? And what<br />

ultimately is the impact -- negative impact to our core business in the area. It's too early to tell what kind margin impact we're going to have at this time.<br />

But certainly, by our fourth-quarter call, we will be able to get more color around that.<br />

AHMAR ZAMAN: Thank you very much.<br />

OPERATOR: Your next question is from the line of Dan Mannes of Avondale. Please go ahead.<br />

Page 12 of 26<br />

DANIEL MANNES, ANALYST, AVONDALE PARTNERS: A couple of follow-up questions, I think most of my questions have been asked and answered. Real<br />

quick on the pipeline side. We were pretty pleased to see the backlog pick up sequentially. Can you talk a little bit about the bidding environment on the<br />

shale side, and maybe just help me out a little bit with understanding the seasonality of the business, because it looks like it's showing a lot less seasonality<br />

that maybe we have seen before.<br />

JIM O'NEIL: There is less seasonality, even though I don't want to discount the fourth quarter weather seasonality. There's seasonality in the amount of<br />

work that you do, and there's seasonality due to weather. The work is steady right now, fourth-quarter is very active because our customers are still trying<br />

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to get infrastructure in place, and there's no let up. With that said, that means that you are really moving with one customer from project to project to<br />

project, so you are really working on a negotiated basis. They don't have time to go out and do an RFP on every project and they certainly don't want to deal<br />

with the new foreman and workforce every time they bid on a new job. They are very comfortable with their working relationship with us. We have been<br />

working for six to eight of the same customers and just going from project to project to project, and the work is steady, and we don't see any let up on that<br />

work going forward. If anything, it's increasing.<br />

DANIEL MANNES: Sounds good. One quick other topic that you haven't talked much about, but you mentioned on Puget Sound, obviously you have<br />

outsourced their gas LDC operations. Are you seeing opportunities for more deals like that, or alternatively just more opportunities for gas LDC retrofit work,<br />

especially given some of the regs coming down there and certainly what happened in California.<br />

JIM O'NEIL: Yes, certainly, we think there are more opportunities to do outsourcing work and program management on reliability projects that are being<br />

driven by FEMSA regulations. That are opportunities. That's one of the biggest areas I think that we have, working off the smaller base, of course, but it's<br />

one of the biggest areas of growth for us is the integrity and pipeline rehabilitation work that is going to occur throughout the country. There's a role to be a<br />

program manager in many of those, and certainly some outsourcing opportunities are possible.<br />

OPERATOR: You next question comes from the line of Jamie Cook of Credit Suisse. Please go ahead.<br />

ANDREW VASCELLI, ANALYST, CREDIT SUISSE: Hello this is actually [Andrew Vascelli] on behalf of Jamie. Congrats on a great quarter. Just a quick question<br />

regarding your customers' visibility. I know we have the election, should be a lift for that, but I'm just curious about what you are hearing. It looks like your<br />

guidance says that things are heading up for your customers and I'm curious what they're saying the remainder of the year in 2013, just any update there.<br />

JIM O'NEIL: Yes, our customers -- the spending is there. We've got significant pipeline of opportunities and backlog going into 2013. So they're does not<br />

seem to be any pullback from our customers on capital spending and either the electric pipeline or telecommunications markets right now. Our customer<br />

base, things look to be very active going into '13.<br />

ANDREW VASCELLI: Okay. And then just an update on capital allocation specifically if you could comment on what your updated views are, if any?<br />

DERRICK JENSEN: Sure. Capital allocation first is obviously working capital to support the business, which you can see is going on here versus the second<br />

and third quarter cash demand. Second is capital expenditures, and then third to invest in some acquisitions. We did about 10 acquisitions over the last 1<br />

year to 1.5 years, and we continue to be active and opportunistic in that area. As it stands it right now, we don't really comment for future acquisitions and<br />

the timing of when and how large and whether they will occur, we seem to be active and optimistic.<br />

OPERATOR: Your next question comes from the line of John Rogers of DA Davidson, please go ahead.<br />

JOHN ROGERS, ANALYST, D.A. DAVIDSON & CO.: Congratulations, as well, on a great quarter. If we could just go back to the DSOs for a second. I know<br />

that in the past, seasonally, they have come down in the fourth quarter. It sounds like there was some timing issues this quarter. Can you just talk about<br />

how quickly those are going to drop back down, or what the collection cycle is on those?<br />

DERRICK JENSEN: Sure. I would agree that typically DSOs do decline in the fourth quarter because of seasonality. As revenues also drop, but predicting this<br />

fourth quarter is pretty typical. The storm work that Jim alluded to is an example. We are uncertain as to the type of volume that may occur from that, the<br />

timing of what that would be and how long, and so that could be a pretty big draw of cash. Secondly, as I made reference to the Sunrise change order as an<br />

example, the timing of the collection of that, we are striving to achieve collection before the end of the year, but as to whether that occurs by 12/31 or into<br />

the following quarter is a little bit difficult to say. I would say that we overall expect we will have a strong free cash flow in the near term. It's just difficult to<br />

say whether that will occur by the 12/31 time frame or not.<br />

JOHN ROGERS: Okay. My other question was, I guess for Jim, in terms of the large diameter work, there's a lot of projects on the table. Are they going to<br />

bid this season, late fourth quarter to first quarter, where some of the big projects we're seeing the press, or are later into 2012, or 2013, sorry.<br />

JIM O'NEIL: I think that the bidding season is modified somewhat during this time. I think that you really don't have a bidding season right now. I think it's<br />

an ongoing basis and it really -- you may not have projects go to a formal RFP, they may just be negotiation a process because some of these projects are<br />

so big and our customers are concerned about capacity. So I would not be focused so much on the bidding season on big pipe this year. I think it's going to<br />

be a different dynamic. Not to say it won't moderate back to a bidding season at some point in time.<br />

We do think these programs get built, whether it's in the latter part of 2013, the middle part of 2013 or into 2014, a lot of that is going to do with the<br />

regulatory environment. For when these projects get approved, these liquid lines get approved. It's going to be a very robust market, you can see that<br />

capital spending going into the refinery stage and the E&Ps really aren't letting up on drilling these wells or building this gathering infrastructure, so the next<br />

logical step is to build these pipelines and we do see visibility and traction online to getting plan and moving towards construction over the next year or two.<br />

OPERATOR: Your next question comes from line of David Giesecke of Wedbush Securities. Please go ahead.<br />

DAVID GIESECKE , ANALYST, WEDBUSH SECURITIES: You mentioned earlier about an expectation for dark fiber acceleration going forward, could you talk a<br />

bit more about that?<br />

DERRICK JENSEN: Sure. I mean last year we had capital expenditures in dark copper, about $17 million. This year we have CapEx in the segment of about<br />

$45 million, and what we think will happen is, as Jim alluded to, the pickup in sales 2012 has been a little bit down because the economy has picked back up<br />

and some of the double-digit sales you see, and we think that will turn back into revenue to backlog in the future, as we end up delivering on this network.<br />

DAVID GIESECKE : Thank you. And also, it looks like you had substantial telecom bookings in the quarter. That appears to be accelerating. Can you talk a<br />

bit more about that going forward, as well?<br />

JIM O'NEIL: Yes, I think what you are seeing is that we are in the height of the stimulus build out right now, and we think that our business will continue,<br />

the telecom construction activity will continue at high levels through the better part of 2013. The significant portion of what you are seeing is stimulus build<br />

out that's occurring, due to customers in underserved areas.<br />

OPERATOR: Your next question comes from the line of Martin Malloy of Johnson Rice. Please go ahead.<br />

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MARTIN MALLOY, ANALYST, JOHNSON RICE & COMPANY: On the pipeline side, could you talk a little bit about your market share in terms of spreads of<br />

equipment for large diameter pipelines in North America?<br />

JIM O'NEIL: Yes, I mean what I think we've been saying as we have about one-third of industry capacity to do large-diameter pipeline across the US. So it's<br />

about one-third.<br />

MARTIN MALLOY: Okay. And in terms of levels of activity, do you think you could get back to the 2006 - 2008 timeframe?<br />

JIM O'NEIL: I think it's possible, I think it depends upon how compressed a construction cycle we have. How many customers is the industry going to be<br />

building the pipe for at one time, or does it get spread over a three to four-year period. It's going to be a very active market. Can reach 2008 levels? Yes. It<br />

has yet to be determined as to whether that will happen or not.<br />

OPERATOR: Your next question comes from the line of Steven Fisher of UBS. Please go ahead.<br />

STEVEN FISHER, ANALYST, UBS: I wonder if you could talk about your staffing and presence in the various shales. Are you ramped up to where you want to<br />

be in the specific shales? And if not, which basins do you think to add the most incremental resources to be the most competitive.<br />

JIM O'NEIL: I think the Marcellus was the first shale that really was developed, and we've been there for 18 months and certainly we're doing a lot of work<br />

there. We've got a presence there now, so we are well-positioned to take on additional customers if we are able to do so. The same goes for the Eagle Ford<br />

in the Bakken, which are younger shales as far as development, but opportunities will present themselves there as well. Then you start talking about new<br />

shales that have not even been developed yet like the Utica, the Niobrara, the Granite Wash, the Mississippian, it goes on and on. It's a lifecycle, but we will<br />

continue to build our presence in the shale and take advantage of those opportunities, and we should see growth over the next several years. Building out<br />

our gathering work.<br />

STEVEN FISHER: Okay, thank you.<br />

OPERATOR: Ladies and gentlemen this does conclude the question-and-answer session. I will now turn the conference over to management for some closing<br />

remarks.<br />

JIM O'NEIL: I'd like to thank you all for participating in our third-quarter 2012 conference call. We appreciate your questions and your ongoing interest in<br />

Quanta Services. Thank you. This concludes our call.<br />

OPERATOR: Thank you. Ladies and gentlemen this does conclude the conference call for today. This conference will be available for replay later this<br />

afternoon until November 7, 2012. At midnight. You may access the replay at (303) 590-3030 and enter access code 4572253. Again, the phone number to<br />

dial is (303) 590-3030 and access code 4572253. This does conclude the conference call for today. We thank you for your participation in you may now<br />

disconnect your lines.<br />

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This is not a legal transcript for purposes of litigation.]<br />

2012 CCBN, Inc. and Roll Call, Inc.<br />

Indexing (details)<br />

Company/organization Name: Quanta Services Inc<br />

Ticker: PWR<br />

NAIC: 235310;<br />

Name: Thomson Financial<br />

NAIC: 551111<br />

Title Q3 2012 Quanta Services, Inc. Earnings Conference Call - Final<br />

Publication title Fair Disclosure Wire<br />

Publication year 2012<br />

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Publication date Oct 31, 2012<br />

Year 2012<br />

Publisher Voxant, Inc.<br />

Place of publication Waltham<br />

Country of publication United States<br />

Journal subject Business And Economics, Law--Corporate Law<br />

Source type Wire Feeds<br />

Language of publication English<br />

Document type WIRE FEED<br />

ProQuest document ID 1151972197<br />

Document URL http://ezproxy.spl.org:2048/login?<br />

url=http://search.proquest.com/docview/1151972197?accountid=1135<br />

Copyright 2012 CCBN, Inc. and Roll Call, Inc.<br />

Last updated 2012-11-15<br />

Database ABI/INFORM Trade & Industry<br />

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document 5 of 10<br />

G4S Technology Awarded Contract with Virginia Coalfield Coalition<br />

Targeted News Service [Washington, D.C] 16 Oct 2012.<br />

Find a copy<br />

Base URL to 360 Link:<br />

http://MY2VS8LV9P.search.serialssolutions.com?ctx_ver=Z39.88-2004&ctx_enc=info:ofi/enc:UTF-8&rfr_id=info:sid/ProQ%<br />

3Apqrl&rft_val_fmt=info:ofi/fmt:kev:mtx:journal&rft.genre=unknown&rft.jtitle=Targeted+News+Service&rft.atitle=G4S+Technology+Awarded+Contract+with<br />

-10-16&rft.volume=&rft.issue=&rft.spage=&rft.isbn=&rft.btitle=&rft.title=Targeted+News+Service&rft.issn=<br />

Abstract (summary)<br />

None available.<br />

Full Text<br />

G4S issued the following news release:<br />

G4S Technology LLC (formerly Adesta) a systems integrator and project management company for electronic security systems and communication networks,<br />

has been awarded a contract with the Virginia Coalfield Coalition to provide fiber optic expansion and cellular communications towers to help advance<br />

wireless communications in Southwest Virginia.<br />

G4S Technology has begun a phased-roll out of the project providing engineering, furnishing, and installation services. Phase I will consist of the build-out of<br />

12 fiber laterals to existing towers. Phase II will consist of erecting 11 build-to-suit towers and fiber laterals with an option for a third phase that would<br />

consist of 6 more towers in 2013-2014.<br />

The project is being funded by grants from the Virginia Tobacco Indemnification and Community Revitalization Commission, and direct investment from<br />

private enterprise partners.<br />

The Virginia Coalfield Coalition (VCC) is a non-stock, non-profit Virginia Corporation organized as a regional economic development partnership of the<br />

Cumberland Plateau Planning District Commission and the LENOWISCO Planning District Commission. The VCC addresses the seven-county region of Lee,<br />

Wise, Scott, Buchanan, Dickenson, Russell and Tazewell counties, and the city of Norton.<br />

"G4S Technology began working in the state of Virginia back in 2004," said Bob Sommerfeld, President of G4S Technology. "Since that time we have been<br />

involved in several important communications projects and feel a real devotion to Virginia citizens. A project like this will not only improve and expand<br />

communication services; it will also provide advancement in the areas of economic development, public safety, healthcare, education and more. We are<br />

honored to be a part of it."<br />

"This project will have a significant impact in economic development, job creation, and expanding the reach of broadband in our area," said Delegate Terry<br />

Kilgore, Chairman of the Virginia Tobacco Commission.<br />

Robert Picchi, President of Blue Ridge Advisory Services and project manager for the VCC noted that G4S has distinguished themselves from a group of<br />

highly qualified and impressive firms to become the VCC's implementation partner. In addition to G4S, the VCC is partnering with Bristol Virginia Utilities and<br />

Scott County Telephone to operate the network.<br />

Contact: Laura Kocher, 402/233-7570, laura.kocher@usa.g4s.com<br />

TNS C-paypan56 121020-mv45-4077687<br />

Laura Kocher, 402/233-7570, laura.kocher@usa.g4s.com<br />

Copyright © Targeted News Service. All Rights Reserved.<br />

Indexing (details)<br />

Title G4S Technology Awarded Contract with Virginia Coalfield Coalition<br />

Publication title Targeted News Service<br />

Publication year 2012<br />

Publication date Oct 16, 2012<br />

Year 2012<br />

Dateline JUPITER, Fla.<br />

Publisher Targeted News Service<br />

Place of publication Washington, D.C.<br />

Country of publication United States<br />

Journal subject Public Administration<br />

Source type Newspapers<br />

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Language of publication English<br />

Document type WIRE FEED<br />

ProQuest document ID 1113791389<br />

Document URL http://ezproxy.spl.org:2048/login?<br />

url=http://search.proquest.com/docview/1113791389?accountid=1135<br />

Copyright Copyright © Targeted News Service. All Rights Reserved.<br />

Last updated 2012-10-22<br />

Database ProQuest Research Library<br />

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Page 17 of 26<br />

12/6/2012


document 6 of 10<br />

United States : G4S Technology wins Washington State Ferries<br />

MENA Report (Sep 28, 2012).<br />

Find a copy<br />

Base URL to 360 Link:<br />

http://MY2VS8LV9P.search.serialssolutions.com?ctx_ver=Z39.88-2004&ctx_enc=info:ofi/enc:UTF-8&rfr_id=info:sid/ProQ%<br />

3Apqrl&rft_val_fmt=info:ofi/fmt:kev:mtx:journal&rft.genre=unknown&rft.jtitle=MENA+Report&rft.atitle=United+States+%<br />

3A+G4S+Technology+wins+Washington+State+Ferries&rft.au=&rft.aulast=&rft.aufirst=&rft.date=2012-09-<br />

28&rft.volume=&rft.issue=&rft.spage=&rft.isbn=&rft.btitle=&rft.title=MENA+Report&rft.issn=<br />

Abstract (summary)<br />

G4S Technology will install new Milestone XProtect(R) Corporate Video Management Software (VMS). IPSecurity Center TM from CNL will be used as the<br />

Physical Security Information Management System (PSIM) to incorporate various security parts into one interoperable Command and Control System (CCS)<br />

with a common user interface. The updates like new AMAG Symmetry Access Control System (ACS) that will be Transportation Workers Identification<br />

Credential (TWIC) will be done.<br />

Full Text<br />

Washington State Department of Transportation, Ferries Division has awarded the contract to G4S Technology LLC for upgrading its security systems.<br />

G4S Technology LLC (formerly Adesta), a systems integrator and project management company for electronic security systems and communication networks<br />

won contract worth from the Washington State Department of Transportation (WSDOT) Ferries Division to provide security system upgrades.<br />

G4S Technology will install new Milestone XProtect(R) Corporate Video Management Software (VMS). IPSecurity Center TM from CNL will be used as the<br />

Physical Security Information Management System (PSIM) to incorporate various security parts into one interoperable Command and Control System (CCS)<br />

with a common user interface. The updates like new AMAG Symmetry Access Control System (ACS) that will be Transportation Workers Identification<br />

Credential (TWIC) will be done. Currently, the work is progressing and is expected to be completed by the end of 2013.<br />

The Washington State Ferry (WSF) system, largest in the United States, serves eight counties within Washington and the province of British Columbia in<br />

Canada. The existing system of WSF has 10 routes and 20 terminals that are served by 22 vessels. WSF carries 10 million vehicles and over 22 million<br />

people every year.<br />

G4S Technology (formerly Adesta) with its headquarters in Omaha, Nebraska brings innovative, flexible and cost-efficient thinking to the design,<br />

construction and maintenance of stand-alone or integrated communication networks and security systems.<br />

(c) 2012 Al Bawaba (Albawaba.com)<br />

Provided by Syndigate.info an Albawaba.com company<br />

((C) 2012 All rights reserved. Menareport.com)<br />

Indexing (details)<br />

Company G4S Technology LLC<br />

Title United States : G4S Technology wins Washington State Ferries<br />

Publication title MENA Report<br />

Publication year 2012<br />

Publication date Sep 28, 2012<br />

Year 2012<br />

Publisher Albawaba (London) Ltd.<br />

Place of publication London<br />

Country of publication United Kingdom<br />

Journal subject Business And Economics<br />

Source type Trade Journals<br />

Language of publication Eng<br />

Document type News<br />

ProQuest document ID 1080987975<br />

Document URL http://ezproxy.spl.org:2048/login?<br />

url=http://search.proquest.com/docview/1080987975?accountid=1135<br />

Copyright ((C) 2012 All rights reserved. Menareport.com)<br />

Last updated 2012-09-29<br />

Database ProQuest Research Library<br />

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document 7 of 10<br />

Got Bandwidth?<br />

Hackney, Chuck. Transmission & Distribution World 64. 8 (Aug 2012): 30.<br />

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3Aabitrade&rft_val_fmt=info:ofi/fmt:kev:mtx:journal&rft.genre=unknown&rft.jtitle=Transmission+%26+Distribution+World&rft.atitle=Got+Bandwidth%<br />

3F&rft.au=Hackney%2C+Chuck&rft.aulast=Hackney&rft.aufirst=Chuck&rft.date=2012-08-<br />

01&rft.volume=64&rft.issue=8&rft.spage=30&rft.isbn=&rft.btitle=&rft.title=Transmission+%26+Distribution+World&rft.issn=10870849<br />

Abstract (summary)<br />

None available.<br />

Full Text<br />

The smart grid is bringing the electric utility industry into the 21st century. In combination with smart meters, the smart grid enables consumers to monitor<br />

their energy usage. For utilities, it eliminates house-to-house meter reading, makes possible the remote connection and disconnection of electric power, and<br />

sends automatic alerts when outages occur.<br />

The smart grid enables retail electric providers to offer time-of-use rates that differentiate peak and off-peak consumption to encourage electricity<br />

consumers to shift their consumption patterns accordingly. It also enables consumers to support the integration of distributed generation (for example,<br />

electric cars, wind turbines and solar panels).<br />

But the smart grid is only as smart as the communications network that ensures the rapid and reliable two-way transmission of all this data. Over the past<br />

three years, CenterPoint Energy (Houston, Texas, U.S.) has been installing just this kind of advanced communications network.<br />

Network Requirements<br />

The mass of information accumulated by smart meters is of no value unless it can be transmitted reliably to the utility data center and processed. Hence,<br />

there is a critical need for an effective communications network.<br />

To create such a network, CenterPoint worked with IBM, Itron, GE and Quanta Services. Each of these vendors has made a contribution to the network's<br />

success:<br />

IBM's network methodology was the basis for the network's architecture.<br />

Itron provided meter, cell relay and system hardware, software and services.<br />

GE provided WiMAX radios/antennas, management software and services.<br />

Quanta provided meter and communications equipment installation services.<br />

CenterPoint had seven exacting requirements for its communications network:<br />

Have a comprehensive coverage design for a 5,000-sq-mile (12,950-sq-km) service area.<br />

Provide two-way communications to endpoints (that is, to cell relays [meter data collectors] and intelligent grid switching devices).<br />

Have data throughput capacity sufficient to transmit 96 interval readings a day from each of more than 2 million meters, and to execute all service orders<br />

generated.<br />

Be reliable in all conditions, particularly storm conditions as the Houston area is susceptible to hurricanes.<br />

Be secure, adhering to strict cyber-security standards.<br />

Be scalable to keep pace with ever-increasing amounts of data as more smart meters and intelligent grid switching devices are installed in the years ahead.<br />

Have adequate fail-over and redundancy to ensure backup in the event of a component failure.<br />

Architecture Development<br />

Page 20 of 26<br />

IBM's network methodology was used to help CenterPoint develop the communications architecture for the smart grid. This methodology is represented by a<br />

collection of development templates, best practices and procedures for designing networks. The development process is structured in phases, from the<br />

requirements, to conceptual modeling, to logical modeling and, ultimately, to the final detailed network design.<br />

The end result of this development process was a communications network design in which the meters form a mesh and communicate through cell relays.<br />

The design ratio of meters to cell relays is roughly 400:1. In the event a cell relay fails, the meters associated with the failed cell relay will migrate to an<br />

adjacent cell relay.<br />

From the cell relay, there is dual-path (primary and secondary) communications architecture. The primary communications path is the company's private<br />

WiMAX network, consisting of radio towers, typically at substations, which connect to nearby cell relay sites. A failure of any segment of the company's<br />

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WiMAX backhaul communications will cause the cell relays associated with that segment to fail over to the secondary path, a public cellular carrier (AT&T)<br />

network.<br />

The smart grid communications model was developed as an end-to-end design with dual communications paths to provide redundancy. By implementing a<br />

private wireless infrastructure as a primary communications path and using a public cellular carrier as the secondary path, CenterPoint was able to use the<br />

full strengths of both types of networks to create a reliable solution. This redundancy and resiliency enables CenterPoint to live up to its brand promise:<br />

"Always there."<br />

Communications Network Build<br />

Smart meters transmit electric usage data wirelessly to cell relays installed on electric distribution poles connected to both the WiMAX and cellular networks.<br />

More than 5,200 cell relay sites have been built across Houston to communicate with the more than 2 million meters installed across CenterPoint's electric<br />

distribution territory.<br />

The cell relay location consists of a cell relay, a wireless WiMAX remote radio and an antenna - all of which are powered by electricity from the power line<br />

with battery back-up. For approximately every 75 cell relay locations, there is a WiMAX radio tower site that functions as a take-out point (TOP) to collect<br />

the data.<br />

At the cell relay sites, communications crews program the WiMAX radio and then align the antenna to ensure the radio is communicating with the TOP. TOPs,<br />

which are built mainly at CenterPoint substations, collect data from cell relays within a several-mile radius and deliver the data, through the microwave and<br />

fiber backhaul network, to the data center.<br />

The TOP consists of a 150-ft (46-m) steel lattice tower or pole. On the structure, crews installed three WiMAX antennas, spaced 120 degrees apart, to<br />

receive signals from surrounding cell relays. In addition, crews installed and aligned the microwave dish to connect with the core network through an<br />

adjacent microwave location. The telecommunications equipment for the TOP is sheltered inside a concrete building at the base of the tower or pole. Cell<br />

relay data collected through one of three master radios - one for each antenna - is routed over the microwave network by fiber-optic cable to the data<br />

center.<br />

A data collection engine passes information collected from the cell relays to the meter data management system, which processes and stores meter data and<br />

also executes service orders. CenterPoint sends meter data to the Smart Meter Texas web portal, where consumers may securely view their historical 15minute<br />

usage data in 24-hour, 30-day and 13-month snapshots.<br />

The Network Takes Shape<br />

More than 2.2 million smart meters have been deployed, along with 5,220 cell relays and 140 TOPs. With these in place, more than 2 billion intervals of<br />

usage data are being recorded and made available to consumers on the Internet each week.<br />

In 2012, CenterPoint has obtained 15-minute interval data at a rate of 99.3%, along with 99.8% of monthly register reads used for billing. More than 97%<br />

of service orders have been completed electronically, typically within 30 minutes, saving nearly 3 million truck rolls, with concomitant savings in fuel and<br />

reduction of carbon emissions.<br />

Considerations and Lessons Learned<br />

The real test of a communications network is how it functions in practice. The deployment process posed its own challenges and taught some significant<br />

lessons:<br />

Communications network development must be closely coordinated with the meter deployment. CenterPoint's meters were deployed by route, and the<br />

network communications infrastructure was in place and stable three months ahead of the meter deployment. This approach allowed meters to begin<br />

communicating with the system immediately.<br />

Be prepared to use creative design and installation solutions to meet aggressive time lines. For example, one of the tests performed at potential cell relay<br />

sites was to determine WiMAX signal strength to the WiMAX take-out site. When signal testing to a cell relay site was needed before the take-out site towers<br />

were built, large cranes were used to position the antennas at the appropriate height.<br />

Complete the design of the overall communications system up front. Integrate all communications components into an overall architecture, test and analyze<br />

all equipment, complete construction standards, identify all construction materials and validate installation procedures through testing and training.<br />

Manage materials and multiple service suppliers closely and establish strong field coordination along with detailed construction and performance acceptance<br />

and testing processes. Major equipment and long-lead items such as cell relays, radios, network electronics, towers and buildings need to be specified, bid<br />

on and ordered well in advance, and inventory levels maintained in a warehouse system and tracked. Given the fast pace of deployment, inadequate<br />

inventory can cause significant schedule disruptions.<br />

Be prepared to support the infrastructure operationally when the first device goes into production. Identify staffing requirements and analyze, select and<br />

implement network management tools as they are used both for construction and for connectivity testing and operations.<br />

Leverage a common communications infrastructure. The intelligent grid network is built to leverage the advanced metering system communications<br />

infrastructure so remote or automated switching commands are executed over the same network from which electric usage data is communicated.<br />

Keys to Deployment Success<br />

Page 21 of 26<br />

An effective communications network has CenterPoint positioned for the future. The smart grid is not only the future for CenterPoint, it is the future of the<br />

utility industry. With this in mind, the following approaches may be considered when planning any smart grid communications system:<br />

Establish a strong governance process. A strong project management office, using a proven governance methodology, is essential to the overall success.<br />

With the deployment of any integrated system, especially one as complex as an advanced meter system, the application of consistent scheduling, financial,<br />

scope, change and reporting processes is imperative.<br />

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All project teams and support functions should be integrated and closely aligned within a project management structure overseen by a robust project<br />

management office.<br />

Develop solid business and technical requirements and ensure agreements with all stakeholders.<br />

Apply a proven network architecture development method to ensure a solid design that meets requirements.<br />

Ensure the deployment of smart meters and switching devices is coordinated closely with the deployment of communications infrastructure.<br />

Adopt and follow efficient, safe and cost-efficient design and installation standards, keeping in mind operational support requirements.<br />

Minimize exceptions; they add costs and delay progress. When unavoidable exceptions do occur, handle them aside from the main deployment effort in<br />

order to avoid disrupting the primary deployment routine.<br />

Follow up the deployment as soon as possible with a plan to operate and maintain the equipment and systems.<br />

The smart grid is becoming the norm in the United States, and the nerve center of every smart grid is the communications network that connects it.<br />

CenterPoint Energy's experience will not be the exact experience of every utility as it moves to the smart grid. But the lessons learned during this process<br />

may prove useful to other utilities that are on the various steps of this path.<br />

Chuck Hackney (chuck.hackney@centerpointenergy.com) is the director of Telecommunication Services & Smart Grid Communications. He manages the<br />

CenterPoint Energy backhaul and smart grid network and is responsible for the smart grid communications network deployment. Hackney has deployed large<br />

technology infrastructures, re-engineered business processes and developed organizations for both large technology infrastructure deployments and the<br />

resulting operations. He has held management positions in T&D, power engineering, SAP project, IT and operations technology organizations. He holds a<br />

BSCE degree and is a licensed professional engineer in the state of Texas.<br />

Companies mentioned:<br />

CenterPoint Energy www.centerpointenergy.com<br />

GE www.ge.com<br />

IBM www.ibm.com<br />

Itron www.itron.com<br />

Quanta Services www.quantaservices.com<br />

Credit: By Chuck Hackney, CenterPoint Energy<br />

(Copyright 2012 by Penton Media, <strong>INC</strong>. All rights reserved.)<br />

Indexing (details)<br />

Title Got Bandwidth?<br />

Author Hackney, Chuck<br />

Publication title Transmission & Distribution World<br />

Volume 64<br />

Issue 8<br />

First page 30<br />

Publication year 2012<br />

Publication date Aug 2012<br />

Year 2012<br />

Publisher Penton Business Media, Inc. and Penton Media Inc.<br />

Place of publication Overland Park<br />

Country of publication United States<br />

Journal subject Engineering--Electrical Engineering, Engineering<br />

ISSN 10870849<br />

Source type Trade Journals<br />

Language of publication English<br />

Document type News<br />

ProQuest document ID 1030335316<br />

Document URL http://ezproxy.spl.org:2048/login?<br />

url=http://search.proquest.com/docview/1030335316?accountid=1135<br />

Copyright (Copyright 2012 by Penton Media, <strong>INC</strong>. All rights reserved.)<br />

Last updated 2012-08-01<br />

Database ABI/INFORM Trade & Industry<br />

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document 8 of 10<br />

Fiberutilities Group Llc; Fiberutilities Group LLC Named One of Corridor's Fastest Growing Companies<br />

Technology & Business Journal (May 29, 2012): 411.<br />

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3Aabitrade&rft_val_fmt=info:ofi/fmt:kev:mtx:journal&rft.genre=unknown&rft.jtitle=Technology+%<br />

26+Business+Journal&rft.atitle=Fiberutilities+Group+Llc%3B+Fiberutilities+Group+LLC+Named+One+of+Corridor%<br />

27s+Fastest+Growing+Companies&rft.au=&rft.aulast=&rft.aufirst=&rft.date=2012-05-<br />

29&rft.volume=&rft.issue=&rft.spage=411&rft.isbn=&rft.btitle=&rft.title=Technology+%26+Business+Journal&rft.issn=19458398<br />

Abstract (summary)<br />

Fiberutilities Group, a technology company providing private fiber optic network solutions, announced that it was named one of the Corridor's fastest<br />

growing companies.<br />

Full Text<br />

2012 MAY 29 (VerticalNews) -- By a News Reporter-Staff News Editor at Technology Business Journal -- Fiberutilities Group, a technology company providing<br />

private fiber optic network solutions, announced that it was named one of the Corridor's fastest growing companies. Presented by the Corridor Business<br />

Journal, the Entrepreneurial Development Center, Honkamp Krueger & Co., P.C. and Kirkwood Community College, the program identifies the region's most<br />

dynamic companies that have made significant contributions to the strength of the area economy. This is the first time Fiberutilities Group has been<br />

recognized among the Corridor's fastest growing companies.<br />

"With so many exceptional companies headquartered in the area, it is a great honor to be recognized as one of the Corridor's fastest growing companies,"<br />

said Scot Eberle, president of Fiberutilities Group. "Growth is a critical component of success. Dedication to technical innovation and a focus on client needs<br />

has allowed Fiberutilities Group to grow at a very competitive rate. We are fortunate to have a very talented team that is dedicated to helping clients get the<br />

most from their enterprise networks."<br />

Keywords for this news article include: Technology, Fiber Optic Network, Fiberutilities Group Llc.<br />

Our reports deliver fact-based news of research and discoveries from around the world. Copyright 2012, NewsRx LLC<br />

Copyright 2012, Technology Business Journal via NewsRx.com<br />

Indexing (details)<br />

Subject Fiber optic networks;<br />

Awards & honors<br />

Title Fiberutilities Group Llc; Fiberutilities Group LLC Named One of Corridor's Fastest<br />

Growing Companies<br />

Publication title Technology & Business Journal<br />

First page 411<br />

Publication year 2012<br />

Publication date May 29, 2012<br />

Year 2012<br />

Publisher NewsRx<br />

Place of publication Atlanta<br />

Country of publication United States<br />

Journal subject Business And Economics, Technology: Comprehensive Works<br />

ISSN 1945-8398<br />

Source type Trade Journals<br />

Language of publication English<br />

Document type Expanded Reporting<br />

ProQuest document ID 1015611887<br />

Document URL http://ezproxy.spl.org:2048/login?<br />

url=http://search.proquest.com/docview/1015611887?accountid=1135<br />

Copyright Copyright 2012, Technology Business Journal via NewsRx.com<br />

Last updated 2012-05-24<br />

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document 9 of 10<br />

G4S Technology Selected by Iberdrola USA<br />

Targeted News Service [Washington, D.C] 16 May 2012.<br />

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3Apqrl&rft_val_fmt=info:ofi/fmt:kev:mtx:journal&rft.genre=unknown&rft.jtitle=Targeted+News+Service&rft.atitle=G4S+Technology+Selected+by+Iberdrola+<br />

-05-16&rft.volume=&rft.issue=&rft.spage=&rft.isbn=&rft.btitle=&rft.title=Targeted+News+Service&rft.issn=<br />

Abstract (summary)<br />

None available.<br />

Full Text<br />

G4S issued the following news release:<br />

IUSA, a subsidiary of global energy company Iberdrola S.A., plans to create a single centrally-monitored and administered electronic ACS and Video<br />

Management System (VMS) across their New York and Maine service territories. Iberdrola S.A. has a long-term security plan to develop a global standardsbased<br />

platform for ACS and other security platforms including CCTV and Intrusion Detection.<br />

This project is a 2-year deployment which began in late 2011. Facilities to receive upgrades include electrical substations, hydroelectric stations, and service<br />

centers. The project will require the replacement of access control panels at the Iberdrola USA facilities, replacement of existing cameras with thermal<br />

cameras, replacement of existing ACS systems with AMAG Symmetry, replacement of existing analytics and VMS, an upgrade of their Security Operations<br />

Center (SOC), new security equipment racks, integration, installation and project management.<br />

"Through our value-added engineering, G4S Technology LLC has been able to provide Iberdrola USA with a comprehensive analytic solution and an<br />

enhanced thermal design that will help serve their needs both today and for many years to come," said Bob Sommerfeld, President of G4S Technology. "We<br />

are honored to be working with this prestigious energy company, and look forward to helping them realize their goals."<br />

"G4S Technology was selected after a thorough proposal and evaluation process," said Dave Lathrop, Manager - Security Technical Services. "We were very<br />

impressed with their response to our request for proposal. Their experience was noted as they provided significant value engineering to the design. Iberdrola<br />

USA is confident that G4S Technology has the ability to complete the project on-time and within budget."<br />

Contact: Laura Kocher, Communications Specialist, 402/233-7570<br />

TNS MT93 120629-3933020 61MarlizTagarum<br />

Laura Kocher, Communications Specialist, 402/233-7570<br />

Copyright © Targeted News Service. All Rights Reserved.<br />

Indexing (details)<br />

Title G4S Technology Selected by Iberdrola USA<br />

Publication title Targeted News Service<br />

Publication year 2012<br />

Publication date May 16, 2012<br />

Year 2012<br />

Dateline JUPITER, Fla.<br />

Publisher Targeted News Service<br />

Place of publication Washington, D.C.<br />

Country of publication United States<br />

Journal subject Public Administration<br />

Source type Newspapers<br />

Language of publication English<br />

Document type WIRE FEED<br />

ProQuest document ID 1022741441<br />

Document URL http://ezproxy.spl.org:2048/login?<br />

url=http://search.proquest.com/docview/1022741441?accountid=1135<br />

Copyright Copyright © Targeted News Service. All Rights Reserved.<br />

Last updated 2012-07-01<br />

Database ProQuest Research Library<br />

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document 10 of 10<br />

Illinois Rural HealthNet and G4S Technology LLC sign construction contract<br />

M2 EquityBites [London] 02 Feb 2012.<br />

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Base URL to 360 Link:<br />

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3Aabitrade&rft_val_fmt=info:ofi/fmt:kev:mtx:journal&rft.genre=unknown&rft.jtitle=M2+EquityBites&rft.atitle=Illinois+Rural+HealthNet+and+G4S+Technolog<br />

-02-02&rft.volume=&rft.issue=&rft.spage=&rft.isbn=&rft.btitle=&rft.title=M2+EquityBites&rft.issn=<br />

Abstract (summary)<br />

M2 EQUITYBITES-February 2, 2012-Illinois Rural HealthNet and G4S Technology LLC sign construction contract<br />

The Illinois Rural HealthNet (IRHN) on Wednesday announced that it has signed a construction contract with G4S Technology LLC.<br />

Full Text<br />

M2 EQUITYBITES-February 2, 2012-Illinois Rural HealthNet and G4S Technology LLC sign construction contract<br />

(C)1994-2012 M2 COMMUNICATIONS http://www.m2.com<br />

The Illinois Rural HealthNet (IRHN) on Wednesday announced that it has signed a construction contract with G4S Technology LLC.<br />

Designed to facilitate the deployment of a new USD21m fiber optic medical network, the new network should allow residents of Illinois access to advanced<br />

medical care.<br />

The IRNH is a not-for-profit corporation of health care providers who have united to deploy and maintain a high speed network which connects rural<br />

hospitals and health care clinics in Illinois.<br />

Under the terms of the contract G4S Technology will provide construction services to connect hospitals and clinics to existing backbone fibre routes.<br />

((Comments on this story may be sent to info@m2.com))<br />

(Copyright M2 Communications, 2012)<br />

Indexing (details)<br />

Title Illinois Rural HealthNet and G4S Technology LLC sign construction contract<br />

Publication title M2 EquityBites<br />

Publication year 2012<br />

Publication date Feb 2, 2012<br />

Year 2012<br />

Publisher Normans Media Ltd<br />

Place of publication London<br />

Country of publication United Kingdom<br />

Journal subject Business And Economics<br />

Source type Wire Feeds<br />

Language of publication English<br />

Document type News<br />

ProQuest document ID 919410872<br />

Document URL http://ezproxy.spl.org:2048/login?<br />

url=http://search.proquest.com/docview/919410872?accountid=1135<br />

Copyright (Copyright M2 Communications, 2012)<br />

Last updated 2012-02-02<br />

Database ABI/INFORM Trade & Industry<br />

Copyright © 2012 ProQuest LLC. All rights reserved. Terms and Conditions<br />

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