Quanta Services, Inc. today announced the closing of the acquisition of InfraSource Services, Inc. through an all-stock merger in which InfraSource becomes a wholly owned subsidiary of Quanta. The acquisition provides Quanta with expanded tools and resources to build the infrastructure required to meet the growing demand for electric power, gas and telecommunications services.
"Our strategy remains clear: deliver value to our stockholders; quality infrastructure services to our customers; and growth opportunities for our employees," said John R. Colson, chairman and chief executive officer. "This acquisition enhances our engineering, distribution and transmission capabilities, substation construction services, gas distribution capabilities and industrial service offerings and adds a unique dark fiber leasing business. With a skilled, mobile workforce of 16,000 employees, the largest equipment fleet in the industry, innovative technologies and proprietary methodologies, we are better positioned to meet the growing demands of our customers."
InfraSource announced that its stockholders approved the previously announced agreement and plan of merger, dated March 18, 2007, among Quanta, Quanta MS Acquisition, Inc., a wholly owned subsidiary of Quanta, and InfraSource at a special meeting of stockholders held in Philadelphia. Under the terms of the merger agreement, InfraSource stockholders will receive total consideration equal to 1.223 shares of Quanta common stock for each outstanding share of InfraSource common stock. Approximately 33 million of InfraSource's total outstanding shares, or approximately 81.6 percent, voted. Of the shares voted, 99.9 percent voted for the approval of the transaction.
Quanta announced that at a special meeting of the Quanta stockholders held in Houston, its stockholders approved the issuance of the additional shares of Quanta common stock that will be issued to InfraSource stockholders pursuant to the merger agreement referenced above. Approximately 100 million of Quanta's total outstanding shares, or approximately 84.1 percent, voted. Of the shares voted, 99.8 percent voted for the approval of the issuance of shares.
"Our existing board is further strengthened by the addition of three former InfraSource directors," said Colson. "We welcome David R. Helwig, Frederick W. Buckman and J. Michal Conaway, who each bring industry experience and business insight to their new positions on the Quanta board."
In connection with the merger, Quanta will issue approximately 50.2 million shares of common stock to the stockholders of InfraSource as consideration for the acquisition, which represents approximately 25 percent of the outstanding shares of Quanta common stock, on a fully diluted basis, following the merger.