0000912057-01-535161.txt : 20011019
0000912057-01-535161.hdr.sgml : 20011019
ACCESSION NUMBER: 0000912057-01-535161
CONFORMED SUBMISSION TYPE: SC 13D/A
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20011011
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: QUANTA SERVICES INC
CENTRAL INDEX KEY: 0001050915
STANDARD INDUSTRIAL CLASSIFICATION: ELECTRICAL WORK [1731]
IRS NUMBER: 742851603
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13D/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-54689
FILM NUMBER: 1757219
BUSINESS ADDRESS:
STREET 1: 1360 POST OAK BLVD
STREET 2: SUITE 2100
CITY: HOUSTON
STATE: TX
ZIP: 77056
BUSINESS PHONE: 7133506000
MAIL ADDRESS:
STREET 1: 1360 POST OAK BLVD SUITE 2100
CITY: HOUSTON
STATE: TX
ZIP: 77056
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: UTILICORP UNITED INC
CENTRAL INDEX KEY: 0000066960
STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931]
IRS NUMBER: 440541877
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13D/A
BUSINESS ADDRESS:
STREET 1: 20 WEST NINTH STREET
STREET 2: 911 MAIN STE 3000
CITY: KANSAS CITY
STATE: MO
ZIP: 64105-1711
BUSINESS PHONE: 8164216600
MAIL ADDRESS:
STREET 1: PO BOX 13287
CITY: KANSAS CITY
STATE: MO
ZIP: 64199-3287
FORMER COMPANY:
FORMER CONFORMED NAME: MISSOURI PUBLIC SERVICE CO
DATE OF NAME CHANGE: 19850516
SC 13D/A
1
a2061002zsc13da.txt
13D/A
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 15)
Quanta Services, Inc.
---------------------
(Name of Issuer)
Common Stock, $0.00001 par value
--------------------------------
(Title of Class of Securities)
74762E102
---------
(CUSIP Number)
Leslie J. Parrette, Jr., Senior Vice President, General Counsel and Corporate
Secretary UtiliCorp United Inc.
20 West Ninth Street, Kansas City, Missouri 64105 (816) 421-6600
--------------------------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
October 11, 2001
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(e), 13d-1(f), or 13d-1(g), check
the following box. / /
NOTE: Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See Section
240.13d-7(b) for other parties to whom copies are to be sent.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section
of the Act but shall be subject to all other provisions of the Act (however,
see the Notes).
CUSIP No. 74762E102
--------------------------------------------------------------------------------
1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
UtiliCorp United Inc. #440541877
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
(b) X
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS (See Instructions)
WC, BK
--------------------------------------------------------------------------------
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e)
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OR ORGANIZATION
Delaware
--------------------------------------------------------------------------------
NUMBER OF SHARES 7 SOLE VOTING POWER
BENEFICIALLY OWNED
BY EACH REPORTING 29,230,179
PERSON WITH
----------------------------------------------------------
8 SHARED VOTING POWER
None*
----------------------------------------------------------
9 SOLE DISPOSITIVE POWER
29,230,179
----------------------------------------------------------
10 SHARED DISPOSITIVE POWER
None
--------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
29,230,179
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See Instructions) X
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
38.5%**
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON (See Instructions)
CO
--------------------------------------------------------------------------------
* This representation is qualified by the fact that, as described in Item 4
of the Schedule 13D, UtiliCorp has the ability to vote or direct the vote
of the shares subject to the Stockholder's Voting Agreements only in two
limited, tax-related circumstances. UtiliCorp expressly disclaims
beneficial ownership to any shares of Common Stock that are subject to the
Stockholder's Voting Agreements.
** The percentage reflected in row 13 above is obtained by using 75,923,049
shares as the denominator (in accordance with Rule 13(d)3(d)(1)(i)(D)).
This denominator includes: (a) 58,698,244 shares of Issuer's issued and
outstanding Common Stock (as indicated in Issuer's Form 10-Q filed on
August 14, 2001), and (b) 17,224,805 shares of Common Stock into which
Issuer's Convertible Preferred Stock held by UtiliCorp is convertible.
2
Also note that the percentage of Common Stock owned by UtiliCorp on a
partially diluted basis is approximately 37.69%. This percentage is
obtained by using 77,550,547 shares as the denominator, which includes (a)
the 75,923,049 shares discussed in the previous paragraph, and (b)
1,627,498 shares of Limited Vote Common Stock (as indicated in Issuer's
Form 10-Q filed on August 14, 2001). UtiliCorp's ownership can be further
diluted by (x) other classes of Issuer's securities that can be converted
into Common Stock and (y) shares of Common Stock issuable under Issuer's
Stock Option Plan.
3
AMENDMENT NO. 15 TO
STATEMENT ON SCHEDULE 13D
INTRODUCTION
All information herein with respect to UtiliCorp United Inc., a Delaware
corporation ("UTILICORP"), and the common stock, par value $0.00001 per share
(the "COMMON STOCK"), of Quanta Services, Inc., a Delaware corporation
("ISSUER"), is correct to the best knowledge and belief of UtiliCorp. The
Schedule 13D originally filed on October 4, 1999 on behalf of UtiliCorp and
fourteen amendments thereto filed on October 8, 1999, October 14, 1999, October
20, 1999, October 26, 1999, November 9, 1999, January 13, 2000, April 27, 2000,
May 25, 2000, June 20, 2000, July 17, 2000, May 23, 2001, October 1, 2001,
October 4, 2001, and October 11, 2001, respectively, on behalf of UtiliCorp are
incorporated by reference and amended as follows.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER.
On October 11, 2001 UtiliCorp and Issuer amended the Standstill Agreement
dated October 8, 2001, which was attached as an exhibit to Amendment No. 14 to
UtiliCorp's Schedule 13D/A, to extend the term through 5:00 p.m. (U.S. Eastern
Standard Time) on October 19, 2001.
4
SIGNATURE
After reasonable inquiry and to the best of the undersigned's knowledge and
belief, the undersigned hereby certifies that the information set forth in this
statement is true, complete and correct.
Dated: October 11, 2001 UtiliCorp United Inc.
By: /s/ Leslie J. Parrette, Jr.
Name: Leslie J. Parrette, Jr.
Title: Senior Vice President, General
Counsel and Corporate Secretary
5