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QUANTA SERVICES INC, QUANTA SERVICES MANAGEMENT ...

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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 />

60

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