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QUANTA SERVICES INC, QUANTA SERVICES MANAGEMENT ...

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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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