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Independent Investigation of the Audit Committee and Related Restatements (Tables)
12 Months Ended
Dec. 31, 2014
Accounting Changes and Error Corrections [Abstract]  
Schedules of Restated Net Income and Restated Condensed Unaudited Consolidated Financial Statements
The following presents the effect of the adjustments on MasTec’s previously reported unaudited net income attributable to MasTec, Inc. (“Net Income”) for each of the affected interim periods (dollar amounts in thousands):
Period
 
Previously Reported Net Income
 
Adjustments
 
Restated Net Income
First Quarter of 2014 (unaudited)
 
$
16,023

 
$
(3,926
)
 
$
12,097

Second Quarter of 2014 (unaudited)
 
$
32,050

 
$
1,675

 
$
33,725

Six Months Ended June 30, 2014 (unaudited)
 
$
48,073

 
$
(2,252
)
 
$
45,821

Third Quarter of 2014 (unaudited)
 
$
45,271

 
$
3,715

 
$
48,986

Nine Months Ended September 30, 2014 (unaudited)
 
$
93,344

 
$
1,463

 
$
94,807

The adjustments above resulted primarily from cost-to-complete estimate changes for two large and complex Electrical Transmission segment projects accounted for under the percentage-of-completion method. The project contracts in question are with third-party clients. One of the contracts was completed in early 2015 and the other contract is expected to be completed in 2016.

In one project, the Company determined that certain project costs that were incurred and recorded by the Company in the third quarter of 2014 should have been foreseeable and, therefore, should have been included in project cost-to-complete estimates as of the first quarter of 2014. In the other project, the Company determined that certain project cost savings that were realized by the Company during the third and fourth quarters of 2014 should have been foreseeable and, therefore, should have been included in project cost-to-complete estimates as of the second quarter of 2014. Interim Net Income adjustments related to these projects totaled negative $3.8 million for the three month period ended March 31, 2014 and positive $1.4 million and $3.6 million for the three month periods ended June 30, 2014 and September 30, 2014, respectively.

In addition, Selected Items were reviewed to further test the reliability of the previously issued financial statements. As a result of this review, the Company recorded additional immaterial adjustments, which resulted in changes to previously reported interim Net Income, which adjustments are reflected in the table above.

The following tables present the impact of the restatement adjustments on MasTec’s previously reported condensed unaudited consolidated financial statements for the three month period ended March 31, 2014, the three and six month periods ended June 30, 2014 and the three and nine month periods ended September 30, 2014. Additionally, certain amounts have been reclassified to conform to current year presentation.
Earnings before interest, taxes, depreciation and amortization (“EBITDA”) is the measure of profitability used by management to manage its segments and, accordingly, in its segment reporting. As appropriate, the Company supplements the reporting of consolidated financial information determined in accordance with U.S. GAAP with certain non-U.S. GAAP financial measures, including EBITDA. See Note 16 - Segments for additional discussion. The effect of the restatement adjustments on the Company’s previously reported unaudited consolidated EBITDA for the three month period ended March 31, 2014, the three and six month periods ended June 30, 2014 and the three and nine month periods ended September 30, 2014, along with reconciliations to unaudited consolidated income from continuing operations before income taxes for the respective periods, is presented in the tables below.

RESTATED CONDENSED UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
 
For the Three Months Ended March 31, 2014
 
As Reported
 
Adjustments
 
As Restated
Revenue
$
964,029

 
$
(6,211
)
 
$
957,818

Costs of revenue, excluding depreciation and amortization
841,054

 
270

 
841,324

Depreciation and amortization
33,494

 

 
33,494

General and administrative expenses
53,327

 

 
53,327

Interest expense, net
12,003

 

 
12,003

Other income, net
(1,955
)
 
(128
)
 
(2,083
)
Income from continuing operations before income taxes
$
26,106

 
$
(6,353
)
 
$
19,753

Provision for income taxes
(9,916
)
 
2,427

 
(7,489
)
Net income from continuing operations
$
16,190

 
$
(3,926
)
 
$
12,264

Discontinued operations:
 
 
 
 
 
Net loss from discontinued operations
$
(122
)
 
$

 
$
(122
)
Net income
$
16,068

 
$
(3,926
)
 
$
12,142

Net income attributable to non-controlling interests
45

 

 
45

Net income attributable to MasTec, Inc.
$
16,023

 
$
(3,926
)
 
$
12,097

Earnings per share:
 
 
 
 
 
Basic earnings (loss) per share:
 
 
 
 
 
Continuing operations
$
0.21

 
$
(0.05
)
 
$
0.16

Discontinued operations
(0.00
)
 
0.00

 
(0.00
)
Total basic earnings per share (a)
$
0.21

 
$
(0.05
)
 
$
0.16

Basic weighted average common shares outstanding
77,345

 

 
77,345

Diluted earnings (loss) per share:
 
 
 
 
 
Continuing operations
$
0.19

 
$
(0.05
)
 
$
0.14

Discontinued operations
(0.00
)
 
0.00

 
(0.00
)
Total diluted earnings per share (a)
$
0.19

 
$
(0.05
)
 
$
0.14

Diluted weighted average common shares outstanding
86,622

 

 
86,622


(a)
Earnings per share calculations may contain slight summation differences due to rounding.
The revenue adjustment set forth in the restated condensed unaudited consolidated statements of operations above resulted from a cost-to-complete estimate change on a large and complex Electrical Transmission segment project accounted for under the percentage-of-completion method. In addition, there were other immaterial adjustments identified within various segments, which affected costs of revenue, excluding depreciation and amortization and other income, net. For the three month period ended March 31, 2014, these adjustments resulted in a reduction in revenue of $6.2 million, an increase in costs of revenue, excluding depreciation and amortization, of $0.3 million, an increase in other income, net, of $0.1 million, and a reduction in Net Income of approximately $3.9 million. Basic and diluted earnings per share decreased by $0.05 cents each.
 
For the Three Months Ended March 31, 2014
Restated Unaudited EBITDA and EBITDA Reconciliation (in millions):
As Reported
 
Adjustments
 
As Restated
EBITDA - Continuing operations
$
71.6

 
$
(6.4
)
 
$
65.3

Less:
 
 
 
 
 
Interest expense, net
(12.0
)
 

 
(12.0
)
Depreciation and amortization
(33.5
)
 

 
(33.5
)
Income from continuing operations before income taxes
$
26.1

 
$
(6.4
)
 
$
19.8

Impact of Adjustments on Comparison of Results - Electrical Transmission Segment

As previously reported, Electrical Transmission segment revenue and EBITDA for the three month period ended March 31, 2014 totaled $80 million and $3 million, respectively. As restated, Electrical Transmission segment revenue and EBITDA for the three month period ended March 31, 2014 totaled $74 million and negative $3 million, respectively. EBITDA margin for the Electrical Transmission segment, as previously reported, was 4.4% for the three month period ended March 31, 2014, and as restated, was negative 3.7%. As restated, Electrical Transmission segment revenue for the three month period ended March 31, 2014 decreased versus the prior year period by $11 million, or 13%. Acquisitions contributed $5 million of revenue, whereas organic revenue declined by $15 million, primarily as a result of winter weather disruptions and timing of project startups. As restated, Electrical Transmission segment EBITDA for the three month period ended March 31, 2014 decreased versus the prior year period by $6 million, or 180%, and Electrical Transmission segment EBITDA margin declined to negative 3.7% from positive 4.0% in the prior year period, with a majority of this decline due to production inefficiencies resulting from lower organic revenue.
RESTATED CONDENSED UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in thousands)
 
For the Three Months Ended March 31, 2014
 
As Reported
 
Adjustments
 
As Restated
Net income
$
16,068

 
$
(3,926
)
 
$
12,142

Other comprehensive (loss) income:
 
 
 
 
 
Foreign currency translation adjustments, net of tax
(5,335
)
 
(1
)
 
(5,336
)
Comprehensive income
$
10,733

 
$
(3,927
)
 
$
6,806

Comprehensive income attributable to non-controlling interests
45

 

 
45

Comprehensive income attributable to MasTec, Inc.
$
10,688

 
$
(3,927
)
 
$
6,761


RESTATED CONDENSED UNAUDITED CONSOLIDATED BALANCE SHEETS  
(in thousands, except share and per share amounts)
 
March 31, 2014
 
As Reported
 
Adjustments
 
As Restated
Assets
 
 
 
 
 
Current assets:
 
 
 
 
 
Cash and cash equivalents
$
9,261

 
$

 
$
9,261

Accounts receivable, net of allowance
1,195,603

 
(10,367
)
 
1,185,236

Inventories, net
89,146

 

 
89,146

Prepaid expenses and other current assets, including discontinued operations
63,926

 
2,426

 
66,352

Total current assets
$
1,357,936

 
$
(7,941
)
 
$
1,349,995

Property and equipment, net
509,585

 

 
509,585

Goodwill
912,885

 

 
912,885

Other intangible assets, net
171,562

 

 
171,562

Other long-term assets, including discontinued operations
61,439

 

 
61,439

Total assets
$
3,013,407

 
$
(7,941
)
 
$
3,005,466

Liabilities and equity
 
 
 
 
 
Current liabilities:
 
 
 
 
 
Current maturities of long-term debt
$
52,949

 
$

 
$
52,949

Accounts payable
440,152

 
271

 
440,423

Accrued salaries and wages
68,055

 

 
68,055

Other accrued expenses
60,581

 
(128
)
 
60,453

Acquisition-related contingent consideration, current
64,694

 
6,806

 
71,500

Billings in excess of costs and earnings
109,370

 

 
109,370

Other current liabilities, including discontinued operations
24,588

 
(4,157
)
 
20,431

Total current liabilities
$
820,389

 
$
2,792

 
$
823,181

Acquisition-related contingent consideration, net of current portion
119,756

 
(6,806
)
 
112,950

Long-term debt
841,335

 

 
841,335

Long-term deferred tax liabilities, net
154,151

 

 
154,151

Other long-term liabilities
40,929

 

 
40,929

Total liabilities
$
1,976,560

 
$
(4,014
)
 
$
1,972,546

Commitments and contingencies


 


 


Equity:
 
 
 
 
 
Preferred stock, $1.00 par value: authorized shares - 5,000,000; issued and outstanding shares – none
$

 
$

 
$

Common stock, $0.10 par value: authorized shares - 145,000,000; issued shares - 86,993,988 as of March 31, 2014
8,700

 

 
8,700

Capital surplus
827,863

 

 
827,863

Contributed shares
6,002

 

 
6,002

Retained earnings
357,887

 
(3,926
)
 
353,961

Accumulated other comprehensive loss
(18,621
)
 
(1
)
 
(18,622
)
Treasury stock, at cost; 9,467,286 shares as of March 31, 2014
(150,000
)
 

 
(150,000
)
Total MasTec, Inc. shareholders’ equity
$
1,031,831

 
$
(3,927
)
 
$
1,027,904

Non-controlling interests
$
5,016

 
$

 
$
5,016

Total equity
$
1,036,847

 
$
(3,927
)
 
$
1,032,920

Total liabilities and equity
$
3,013,407

 
$
(7,941
)
 
$
3,005,466


As of March 31, 2014, the cost-to-complete estimate changes for the projects discussed above resulted in a decrease in costs and earnings in excess of billings of $6.2 million. There was also a reclassification of $4.2 million from other current liabilities to costs and earnings in excess of billings associated with cost-to-complete estimates. The decrease in Net Income discussed above resulted in an increase in current taxes receivable of $2.4 million. Additionally, there was a $6.8 million reclassification of an earn-out liability that had been earned as of March 31, 2014 from long-term to current liabilities. In addition to the adjustments discussed above, there were other immaterial adjustments identified, which affected accounts payable and other accrued expenses.
RESTATED CONDENSED UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
 
For the Three Months Ended March 31,
 
As Reported
 
Adjustments
 
As Restated
Cash flows from operating activities:
 
 
 
 
 
Net income
$
16,068

 
$
(3,926
)
 
$
12,142

Adjustments to reconcile net income to net cash used in operating activities:
 
 
 
 
 
Depreciation and amortization
33,494

 

 
33,494

Non-cash interest expense
2,362

 

 
2,362

Non-cash stock-based compensation expense
3,260

 

 
3,260

Excess tax benefit from stock-based compensation
(3,246
)
 

 
(3,246
)
Provision for deferred income taxes
3,281

 

 
3,281

Other non-cash items
623

 

 
623

(Gains) losses on sales of assets
(1,622
)
 

 
(1,622
)
Changes in assets and liabilities, net of acquisitions:
 
 
 
 
 
Accounts receivable
(43,440
)
 
10,367

 
(33,073
)
Inventories
(13,313
)
 

 
(13,313
)
Other assets, current and long-term portion
9,034

 
(2,426
)
 
6,608

Accounts payable and accrued expenses
(14,683
)
 
143

 
(14,540
)
Billings in excess of costs and earnings
(12,247
)
 

 
(12,247
)
Book overdrafts
1,266

 

 
1,266

Other liabilities, current and long-term portion
(1,231
)
 
(4,158
)
 
(5,389
)
Net cash used in operating activities
$
(20,394
)
 
$

 
$
(20,394
)
Cash flows (used in) provided by investing activities:
 
 
 
 
 
Cash paid for acquisitions, net of cash acquired
(23,831
)
 

 
(23,831
)
Capital expenditures
(35,554
)
 

 
(35,554
)
Proceeds from sale of property and equipment
3,373

 

 
3,373

Payments for other investments
(1,098
)
 

 
(1,098
)
Net cash used in investing activities
$
(57,110
)
 
$

 
$
(57,110
)
Cash flows provided by (used in) financing activities:
 
 
 
 
 
Proceeds from credit facilities
233,872

 

 
233,872

Repayments of credit facilities
(157,349
)
 

 
(157,349
)
Repayments of other borrowings
(2,830
)
 

 
(2,830
)
Payments of capital lease obligations
(10,956
)
 

 
(10,956
)
Payments of tax withholdings and proceeds from stock-based awards, net
(1,451
)
 

 
(1,451
)
Excess tax benefit from stock-based compensation
3,246

 

 
3,246

Payments of financing costs
(218
)
 

 
(218
)
Net cash provided by financing activities
$
64,314

 
$

 
$
64,314

Effect of currency translation on cash
(476
)
 

 
(476
)
Net decrease in cash and cash equivalents
(13,666
)
 

 
(13,666
)
Cash and cash equivalents - beginning of period
$
22,927

 
$

 
$
22,927

Cash and cash equivalents - end of period
$
9,261

 
$

 
$
9,261

Supplemental cash flow information:
 
 
 
 
 
Interest paid
$
12,430

 
$

 
$
12,430

Income taxes paid, net of refunds
$
11,928

 
$

 
$
11,928

Supplemental disclosure of non-cash information:
 
 
 
 
 
Equipment acquired under capital lease
$
8,240

 
$

 
$
8,240

Equipment acquired under financing arrangements
$
5,780

 
$

 
$
5,780

Acquisition-related contingent consideration, new business combinations
$
8,700

 
$

 
$
8,700

RESTATED CONDENSED UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
 
For the Three Months Ended June 30, 2014
 
For the Six Months Ended June 30, 2014
 
As Reported
 
Adjustments
 
As Restated
 
As Reported
 
Adjustments
 
As Restated
Revenue
$
1,104,556

 
$
2,676

 
$
1,107,232

 
$
2,068,585

 
$
(3,535
)
 
$
2,065,050

Costs of revenue, excluding depreciation and amortization
950,889

 
(174
)
 
950,715

 
1,791,943

 
97

 
1,792,040

Depreciation and amortization
36,755

 

 
36,755

 
70,249

 

 
70,249

General and administrative expenses
54,237

 

 
54,237

 
107,564

 

 
107,564

Interest expense, net
12,949

 

 
12,949

 
24,952

 

 
24,952

Other income, net
(2,051
)
 
128

 
(1,923
)
 
(4,007
)
 

 
(4,007
)
Income from continuing operations before income taxes
$
51,777

 
$
2,722

 
$
54,499

 
$
77,884

 
$
(3,632
)
 
$
74,252

Provision for income taxes
(19,714
)
 
(1,047
)
 
(20,761
)
 
(29,630
)
 
1,380

 
(28,250
)
Net income from continuing operations
$
32,063

 
$
1,675

 
$
33,738

 
$
48,254

 
$
(2,252
)
 
$
46,002

Discontinued operations:
 
 
 
 
 
 
 
 
 
 
 
Net loss from discontinued operations
$
(149
)
 
$

 
$
(149
)
 
$
(272
)
 
$

 
$
(272
)
Net income
$
31,914

 
$
1,675

 
$
33,589

 
$
47,982

 
$
(2,252
)
 
$
45,730

Net loss attributable to non-controlling interests
(136
)
 

 
(136
)
 
(91
)
 

 
(91
)
Net income attributable to MasTec, Inc.
$
32,050

 
$
1,675

 
$
33,725

 
$
48,073

 
$
(2,252
)
 
$
45,821

Earnings per share:
 
 
 
 
 
 
 
 
 
 
 
Basic earnings (loss) per share:
 
 
 
 
 
 
 
 
 
 
 
Continuing operations
$
0.41

 
$
0.02

 
$
0.43

 
$
0.62

 
$
(0.03
)
 
$
0.59

Discontinued operations
(0.00
)
 
0.00

 
(0.00
)
 
(0.00
)
 
0.00

 
(0.00
)
Total basic earnings per share (a)
$
0.41

 
$
0.02

 
$
0.43

 
$
0.62

 
$
(0.03
)
 
$
0.59

Basic weighted average common shares outstanding
78,269

 

 
78,269

 
77,810

 

 
77,810

Diluted earnings (loss) per share:
 
 
 
 
 
 
 
 
 
 
 
Continuing operations
$
0.37

 
$
0.02

 
$
0.39

 
$
0.56

 
$
(0.03
)
 
$
0.53

Discontinued operations
(0.00
)
 
0.00

 
0.00

 
(0.00
)
 
0.00

 
0.00

Total diluted earnings per share (a)
$
0.37

 
$
0.02

 
$
0.39

 
$
0.56

 
$
(0.03
)
 
$
0.53

Diluted weighted average common shares outstanding
86,730

 

 
86,730

 
86,675

 

 
86,675


(a)
Earnings per share calculations may contain slight summation differences due to rounding.

Of the revenue adjustments set forth in the restated condensed unaudited consolidated statements of operations above, $2.3 million and negative $3.9 million, respectively, resulted from cost-to-complete estimate changes for two large and complex Electrical Transmission segment projects accounted for under the percentage-of-completion method for the three and six month periods ended June 30, 2014. In addition, there were other immaterial adjustments identified within various segments, which affected revenue, costs of revenue, excluding depreciation and amortization, and other income, net. For the three month period ended June 30, 2014, the adjustments resulted in an increase in revenue of $2.7 million, a decrease in costs of revenue, excluding depreciation and amortization, of $0.2 million and a decrease in other income, net of $0.1 million. Net Income increased by approximately $1.7 million. For the six month period ended June 30, 2014, revenue decreased by $3.5 million, costs of revenue, excluding depreciation and amortization, increased by $0.1 million, and Net Income decreased by approximately $2.3 million. Basic and diluted earnings per share for the three month period ended June 30, 2014 increased by $0.02 cents each, and for the six month period ended June 30, 2014, decreased by $0.03 cents each.
 
For the Three Months Ended June 30, 2014
 
For the Six Months Ended June 30, 2014
Restated Unaudited EBITDA and EBITDA
   Reconciliation (in millions):
As Reported
 
Adjustments
 
As Restated
 
As Reported
 
Adjustments
 
As Restated
EBITDA - Continuing operations
$
101.5

 
$
2.7

 
$
104.2

 
$
173.1

 
$
(3.6
)
 
$
169.5

Less:
 
 
 
 
 
 
 
 
 
 
 
Interest expense, net
(12.9
)
 

 
(12.9
)
 
(25.0
)
 

 
(25.0
)
Depreciation and amortization
(36.8
)
 

 
(36.8
)
 
(70.2
)
 

 
(70.2
)
Income from continuing operations before income taxes
$
51.8

 
$
2.7

 
$
54.5

 
$
77.9

 
$
(3.6
)
 
$
74.3

Impact of Adjustments on Comparison of Results - Electrical Transmission Segment

As previously reported, Electrical Transmission segment revenue for the three and six month periods ended June 30, 2014 totaled $114 million and $195 million, respectively. As restated, Electrical Transmission segment revenue for the three and six month periods ended June 30, 2014 totaled $117 million and $191 million respectively. As restated, Electrical Transmission segment revenue for the three month period ended June 30, 2014 decreased versus the same period in the prior year by $2 million, or 1.5%. Acquisitions contributed $8 million of revenue for the three month period ended June 30, 2014, whereas organic revenue declined by $10 million as compared to the same period in the prior year, primarily as a result of timing of project startups. As restated, segment revenue for the six month period ended June 30, 2014 decreased versus the same period in the prior year by $12 million, or 6.1%. Acquisitions contributed $13 million of revenue for the six month period ended June 30, 2014, whereas organic revenue declined by $25 million as compared to the same period in the prior year, primarily as a result of first quarter 2014 winter weather disruptions and timing of project startups.

As previously reported, Electrical Transmission EBITDA for the three and six month periods ended June 30, 2014 totaled $17 million and $21 million, respectively. EBITDA margins for the Electrical Transmission segment, as previously reported, were 14.9% and 10.5% for the three and six month periods ended June 30, 2014, respectively. As restated, Electrical Transmission EBITDA for the three and six month periods ended June 30, 2014 totaled $19 million and $17 million, respectively, and EBITDA margins for the Electrical Transmission segment, as restated, were 16.5% and 8.7%, respectively.

As restated, Electrical Transmission EBITDA for the three month period ended June 30, 2014 increased versus the same period in the prior year by $8 million, or 67.7%, and EBITDA margin improved to 16.5% from 9.7% in the prior year period. As restated, EBITDA margins improved by 680 basis points, or approximately $8 million for the three month period ended June 30, 2014, driven primarily by improved project efficiencies versus the same period in prior year. As restated, Electrical Transmission EBITDA for the six month period ended June 30, 2014 increased versus the same period in the prior year by $2 million, or 11.2%, and EBITDA margin improved to 8.7% from 7.3% in the prior year period. As restated, EBITDA margins improved by 140 basis points, or approximately $3 million for the six month period ended June 30, 2014 as compared to the same period in the prior year, driven primarily by improved project efficiencies.

RESTATED CONDENSED UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in thousands)
 
For the Three Months Ended June 30,
 
For the Six Months Ended June 30,
 
As Reported
 
Adjustments
 
As Restated
 
As Reported
 
Adjustments
 
As Restated
Net income
$
31,914

 
$
1,675

 
$
33,589

 
$
47,982

 
$
(2,252
)
 
$
45,730

Other comprehensive income (loss):
 
 
 
 
 
 
 
 
 
 
 
Foreign currency translation adjustments,
net of tax
7,678

 
(2
)
 
7,676

 
2,343

 
(3
)
 
2,340

Comprehensive income
$
39,592

 
$
1,673

 
$
41,265

 
$
50,325

 
$
(2,255
)
 
$
48,070

Comprehensive loss attributable to non-controlling interests
(136
)
 

 
(136
)
 
(91
)
 

 
(91
)
Comprehensive income attributable to
MasTec, Inc.
$
39,728

 
$
1,673

 
$
41,401

 
$
50,416

 
$
(2,255
)
 
$
48,161


RESTATED CONDENSED UNAUDITED CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share amounts)
 
June 30, 2014
 
As Reported
 
Adjustments
 
As Restated
Assets
 
 
 
 
 
Current assets:
 
 
 
 
 
Cash and cash equivalents
$
15,924

 
$

 
$
15,924

Accounts receivable, net of allowance
1,288,672

 
(8,422
)
 
1,280,250

Inventories, net
115,627

 

 
115,627

Prepaid expenses and other current assets, including discontinued operations
69,429

 
1,380

 
70,809

Total current assets
$
1,489,652

 
$
(7,042
)
 
$
1,482,610

Property and equipment, net
618,672

 

 
618,672

Goodwill
983,133

 

 
983,133

Other intangible assets, net
230,592

 

 
230,592

Other long-term assets, including discontinued operations
73,821

 

 
73,821

Total assets
$
3,395,870

 
$
(7,042
)
 
$
3,388,828

Liabilities and equity
 
 
 
 
 
Current liabilities
 
 
 
 
 
Current maturities of long-term debt
$
76,914

 
$

 
$
76,914

Accounts payable
494,090

 

 
494,090

Accrued salaries and wages
63,845

 
100

 
63,945

Other accrued expenses
69,401

 

 
69,401

Acquisition-related contingent consideration, current
36,479

 

 
36,479

Billings in excess of costs and earnings
109,805

 
(837
)
 
108,968

Other current liabilities, including discontinued operations
17,940

 
(4,050
)
 
13,890

Total current liabilities
$
868,474

 
$
(4,787
)
 
$
863,687

Acquisition-related contingent consideration, net of current portion
116,929

 

 
116,929

Long-term debt
1,088,666

 

 
1,088,666

Long-term deferred tax liabilities, net
186,538

 

 
186,538

Other long-term liabilities
43,949

 

 
43,949

Total liabilities
$
2,304,556

 
$
(4,787
)
 
$
2,299,769

Commitments and contingencies


 


 


Equity:
 
 
 
 
 
Preferred stock, $1.00 par value: authorized shares - 5,000,000; issued and outstanding shares – none
$

 
$

 
$

Common stock, $0.10 par value: authorized shares - 145,000,000; issued shares - 87,036,192 as of June 30, 2014
8,704

 

 
8,704

Capital surplus
776,301

 

 
776,301

Contributed shares
6,002

 

 
6,002

Retained earnings
389,937

 
(2,252
)
 
387,685

Accumulated other comprehensive loss
(10,943
)
 
(3
)
 
(10,946
)
Treasury stock, at cost: 5,262,831 shares as of June 30, 2014
(83,385
)
 

 
(83,385
)
Total MasTec, Inc. shareholders’ equity
$
1,086,616

 
$
(2,255
)
 
$
1,084,361

Non-controlling interests
$
4,698

 
$

 
$
4,698

Total equity
$
1,091,314

 
$
(2,255
)
 
$
1,089,059

Total liabilities and equity
$
3,395,870

 
$
(7,042
)
 
$
3,388,828


The cost-to-complete estimate changes for the Electrical Transmission projects discussed above, along with an immaterial adjustment for a separate project resulted in a decrease in costs and earnings in excess of billings of $4.4 million. There was also a reclassification of $4.1 million from other current liabilities to costs and earnings in excess of billings associated with cost-to-complete estimates. Billings in excess of costs and earnings decreased by $0.8 million as of June 30, 2014. The decrease in Net Income discussed above resulted in an increase in current taxes receivable of $1.4 million. In addition to the adjustments discussed above, there were other immaterial adjustments identified, which affected costs and earnings in excess of billings and accrued salaries and wages.

RESTATED CONDENSED UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
 
For the Six Months Ended June 30,
 
As Reported
 
Adjustments
 
As Restated
Cash flows from operating activities:
 
 
 
 
 
Net income
$
47,982

 
$
(2,252
)
 
$
45,730

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
 
 
Depreciation and amortization
70,249

 

 
70,249

Non-cash interest expense
4,642

 

 
4,642

Non-cash stock-based compensation expense
7,480

 

 
7,480

Excess tax benefit from stock-based compensation
(3,386
)
 

 
(3,386
)
Provision for deferred income taxes
11,160

 

 
11,160

Other non-cash items
438

 

 
438

(Gains) losses on sales of assets
(2,593
)
 

 
(2,593
)
Changes in assets and liabilities, net of acquisitions:
 
 
 
 
 
Accounts receivable
(21,270
)
 
8,422

 
(12,848
)
Inventories
(37,140
)
 

 
(37,140
)
Other assets, current and long-term portion
4,655

 
(1,382
)
 
3,273

Accounts payable and accrued expenses
(8,916
)
 
100

 
(8,816
)
Billings in excess of costs and earnings
(12,258
)
 
(837
)
 
(13,095
)
Book overdrafts
(1,355
)
 

 
(1,355
)
Other liabilities, current and long-term portion
(4,369
)
 
(4,051
)
 
(8,420
)
Net cash provided by operating activities
$
55,319

 
$

 
$
55,319

Cash flows (used in) provided by investing activities:
 
 
 
 
 
Cash paid for acquisitions, net of cash acquired
(162,901
)
 

 
(162,901
)
Capital expenditures
(67,566
)
 

 
(67,566
)
Proceeds from sale of property and equipment
8,752

 

 
8,752

Proceeds from other investments, net
573

 

 
573

Net cash used in investing activities
$
(221,142
)
 
$

 
$
(221,142
)
Cash flows provided by (used in) financing activities:
 
 
 
 
 
Proceeds from credit facilities
815,840

 

 
815,840

Repayments of credit facilities
(463,713
)
 

 
(463,713
)
Repayment of senior notes, including convertible notes
(105,325
)
 

 
(105,325
)
Repayments of other borrowings
(7,220
)
 

 
(7,220
)
Payments of capital lease obligations
(23,023
)
 

 
(23,023
)
Payments of tax withholdings and proceeds from stock-based awards, net
(578
)
 

 
(578
)
Excess tax benefit from stock-based compensation
3,386

 

 
3,386

Payments of acquisition-related contingent consideration
(58,902
)
 

 
(58,902
)
Payments of financing costs
(1,298
)
 

 
(1,298
)
Net cash provided by financing activities
$
159,167

 
$

 
$
159,167

Effect of currency translation on cash
(347
)
 

 
(347
)
Net decrease in cash and cash equivalents
(7,003
)
 

 
(7,003
)
Cash and cash equivalents - beginning of period
$
22,927

 
$

 
$
22,927

Cash and cash equivalents - end of period
$
15,924

 
$

 
$
15,924

Supplemental cash flow information:
 
 
 
 
 
Interest paid
$
20,247

 
$

 
$
20,247

Income taxes paid, net of refunds
$
29,901

 
$

 
$
29,901

Supplemental disclosure of non-cash information:
 
 
 
 
 
Equipment acquired under capital lease
$
44,574

 
$

 
$
44,574

Equipment acquired under financing arrangements
$
5,780

 
$

 
$
5,780

Acquisition-related contingent consideration, new business combinations
$
33,612

 
$

 
$
33,612

Premium shares, conversion of convertible notes
$
114,785

 
$

 
$
114,785

RESTATED CONDENSED UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
 
For the Three Months Ended September 30,
 
For the Nine Months Ended September 30,
 
As Reported
 
Adjustments
 
As Restated
 
As Reported
 
Adjustments
 
As Restated
Revenue
$
1,309,596

 
$
5,892

 
$
1,315,488

 
$
3,378,180

 
$
2,358

 
$
3,380,538

Costs of revenue, excluding depreciation and amortization
1,122,961

 
(100
)
 
1,122,861

 
2,914,904

 
(3
)
 
2,914,901

Depreciation and amortization
41,747

 

 
41,747

 
111,996

 

 
111,996

General and administrative expenses
59,889

 

 
59,889

 
167,454

 

 
167,454

Interest expense, net
12,643

 

 
12,643

 
37,595

 

 
37,595

Other income, net
(1,416
)
 

 
(1,416
)
 
(5,424
)
 

 
(5,424
)
Income from continuing operations before income taxes
$
73,772

 
$
5,992

 
$
79,764

 
$
151,655

 
$
2,361

 
$
154,016

Provision for income taxes
(28,042
)
 
(2,277
)
 
(30,319
)
 
(57,671
)
 
(898
)
 
(58,569
)
Net income from continuing operations
$
45,730

 
$
3,715

 
$
49,445

 
$
93,984

 
$
1,463

 
$
95,447

Discontinued operations:
 
 
 
 
 
 
 
 
 
 
 
Net loss from discontinued operations, including loss on disposal and impairment charges
$
(320
)
 
$

 
$
(320
)
 
$
(592
)
 
$

 
$
(592
)
Net income
$
45,410

 
$
3,715

 
$
49,125

 
$
93,392

 
$
1,463

 
$
94,855

Net income attributable to non-controlling interests
139

 

 
139

 
48

 

 
48

Net income attributable to MasTec, Inc.
$
45,271

 
$
3,715

 
$
48,986

 
$
93,344

 
$
1,463

 
$
94,807

Earnings per share:
 
 
 
 
 
 
 
 
 
 
 
Basic earnings (loss) per share:
 
 
 
 
 
 
 
 
 
 
 
Continuing operations
$
0.56

 
$
0.04

 
$
0.60

 
$
1.19

 
$
0.02

 
$
1.21

Discontinued operations
(0.00
)
 
0.00

 
0.00

 
(0.01
)
 
0.00

 
(0.01
)
Total basic earnings per share (a)
$
0.55

 
$
0.05

 
$
0.60

 
$
1.18

 
$
0.02

 
$
1.20

Basic weighted average common shares outstanding
81,811

 

 
81,811

 
79,158

 

 
79,158

Diluted earnings (loss) per share:
 
 
 
 
 
 
 
 
 
 
 
Continuing operations
$
0.53

 
$
0.04

 
$
0.57

 
$
1.09

 
$
0.02

 
$
1.11

Discontinued operations
(0.00
)
 
0.00

 
(0.00
)
 
(0.01
)
 
0.00

 
(0.01
)
Total diluted earnings per share (a)
$
0.53

 
$
0.04

 
$
0.57

 
$
1.08

 
$
0.02

 
$
1.10

Diluted weighted average common shares outstanding
85,824

 

 
85,824

 
86,416

 

 
86,416


(a)
Earnings per share calculations may contain slight summation differences due to rounding.

Of the revenue adjustments set forth in the restated condensed unaudited consolidated statements of operations above, $5.8 million and $1.9 million, respectively, resulted from cost-to-complete estimate changes for two large and complex Electrical Transmission segment projects accounted for under the percentage-of-completion method for the three and nine month periods ended September 30, 2014. In addition, there were other immaterial adjustments identified within various segments, which affected revenue and costs of revenue, excluding depreciation and amortization. For the three month period ended September 30, 2014, the adjustments discussed above resulted in an increase in revenue of $5.9 million, a decrease in costs of revenue, excluding depreciation and amortization, of $0.1 million, and an increase in Net Income of approximately $3.7 million. For the nine month period ended September 30, 2014, the cumulative effect of the adjustments resulted in an increase in revenue of $2.4 million. Net Income increased by approximately $1.5 million. Basic and diluted earnings per share from continuing operations increased by $0.04 cents each for the three month period ended September 30, 2014. Total basic and diluted earnings per share increased by $0.05 cents and $0.04 cents, respectively, for the three month period ended September 30, 2014. Basic and diluted earnings per share for the nine month period ended September 30, 2014 increased by $0.02 cents each.
 
For the Three Months Ended September 30,
 
For the Nine Months Ended September 30,
Restated Unaudited EBITDA and EBITDA
   Reconciliation (in millions):
As Reported
 
Adjustments
 
As Restated
 
As Reported
 
Adjustments
 
As Restated
EBITDA - Continuing operations
$
128.2

 
$
6.0

 
$
134.2

 
$
301.2

 
$
2.4

 
$
303.6

Less:
 
 
 
 
 
 
 
 
 
 
 
Interest expense, net
(12.6
)
 

 
(12.6
)
 
(37.6
)
 

 
(37.6
)
Depreciation and amortization
(41.7
)
 

 
(41.7
)
 
(112.0
)
 

 
(112.0
)
Income from continuing operations before income taxes
$
73.8

 
$
6.0

 
$
79.8

 
$
151.7

 
$
2.4

 
$
154.0

Impact of Adjustments on Comparison of Results - Electrical Transmission Segment

As previously reported, Electrical Transmission segment revenue for the three and nine month periods ended September 30, 2014 totaled $133 million and $327 million, respectively. As restated, Electrical Transmission segment revenue for the three and nine month periods ended September 30, 2014 totaled $138 million and $329 million, respectively. As restated, Electrical Transmission segment revenue for the three month period ended September 30, 2014 increased versus the same period in the prior year by $20 million, or 16.6%. Organic revenue growth totaled $17 million, and acquisitions contributed $3 million of increased revenue for the three month period ended September 30, 2014. As restated, segment revenue for the nine month period ended September 30, 2014 increased versus the same period in the prior year by $7 million, or 2.3%. Acquisitions contributed $16 million of increased revenue for the nine month period ended September 30, 2014, whereas organic revenue declined by $9 million versus the same period in the prior year, primarily as a result of first quarter 2014 winter weather disruptions and timing of project startups.

As previously reported, Electrical Transmission EBITDA for the three and nine month periods ended September 30, 2014 totaled $13 million and $33 million, respectively. EBITDA margins for the Electrical Transmission segment, as previously reported, were 9.6% and 10.1% for the three and nine month periods ended September 30, 2014, respectively. As restated, Electrical Transmission EBITDA for the three and nine month periods ended September 30, 2014 totaled $19 million and $35 million, respectively, and EBITDA margins for the Electrical Transmission segment, as restated, were 13.4% and 10.7%, respectively.

As restated, Electrical Transmission EBITDA for the three month period ended September 30, 2014 increased versus the same period in the prior year by $6 million, or 53.3%, and EBITDA margin improved to 13.4% from 10.2% in the prior year period. As restated, EBITDA margins improved by 320 basis points, or approximately $4 million for the three month period ended September 30, 2014 versus the same period in the prior year, driven primarily by improved project efficiencies. As restated, Electrical Transmission EBITDA for the nine month period ended September 30, 2014 increased versus the same period in the prior year by $8 million, or 30.0%, and EBITDA margin improved to 10.7% from 8.4% in the prior year period. As restated, EBITDA margins improved by 230 basis points, or approximately $8 million for the nine month period ended September 30, 2014 as compared to the same period in the prior year, driven primarily by improved project efficiencies.

RESTATED CONDENSED UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in thousands)
 
For the Three Months Ended September 30,
 
For the Nine Months Ended September 30,
 
As Reported
 
Adjustments
 
As Restated
 
As Reported
 
Adjustments
 
As Restated
Net income
$
45,410

 
$
3,715

 
$
49,125

 
$
93,392

 
$
1,463

 
$
94,855

Other comprehensive (loss) income:
 
 
 
 
 
 
 
 
 
 
 
Foreign currency translation adjustments, net of tax
(12,944
)
 
(7
)
 
(12,951
)
 
(10,601
)
 
(10
)
 
(10,611
)
Comprehensive income
$
32,466

 
$
3,708

 
$
36,174

 
$
82,791

 
$
1,453

 
$
84,244

Comprehensive income attributable to non-controlling interests
139

 

 
139

 
48

 

 
48

Comprehensive income attributable to
MasTec, Inc.
$
32,327

 
$
3,708

 
$
36,035

 
$
82,743

 
$
1,453

 
$
84,196


RESTATED CONDENSED UNAUDITED CONSOLIDATED BALANCE SHEETS
 (in thousands, except share and per share amounts)
 
September 30, 2014
 
As Reported
 
Adjustments
 
As Restated
Assets
 
 
 
 
 
Current assets:
 
 
 
 
 
Cash and cash equivalents
$
7,067

 
$

 
$
7,067

Accounts receivable, net of allowance
1,389,903

 
(4,225
)
 
1,385,678

Inventories, net
105,038

 

 
105,038

Prepaid expenses and other current assets, including discontinued operations
71,944

 

 
71,944

Total current assets
$
1,573,952

 
$
(4,225
)
 
$
1,569,727

Property and equipment, net
614,359

 

 
614,359

Goodwill
1,000,024

 

 
1,000,024

Other intangible assets, net
222,212

 

 
222,212

Other long-term assets, including discontinued operations
59,579

 

 
59,579

Total assets
$
3,470,126

 
$
(4,225
)
 
$
3,465,901

Liabilities and equity
 
 
 
 
 
Current liabilities
 
 
 
 
 
Current maturities of long-term debt
$
71,798

 
$

 
$
71,798

Accounts payable
481,840

 

 
481,840

Accrued salaries and wages
82,083

 

 
82,083

Other accrued expenses
82,054

 
898

 
82,952

Acquisition-related contingent consideration, current
39,126

 

 
39,126

Billings in excess of costs and earnings
130,997

 
(1,265
)
 
129,732

Other current liabilities, including discontinued operations
22,976

 
(5,311
)
 
17,665

Total current liabilities
$
910,874

 
$
(5,678
)
 
$
905,196

Acquisition-related contingent consideration, net of current portion
115,649

 

 
115,649

Long-term debt
1,088,289

 

 
1,088,289

Long-term deferred tax liabilities, net
180,449

 

 
180,449

Other long-term liabilities
45,978

 

 
45,978

Total liabilities
$
2,341,239

 
$
(5,678
)
 
$
2,335,561

Commitments and contingencies


 


 


Equity:
 
 
 
 
 
Preferred stock, $1.00 par value: authorized shares - 5,000,000; issued and outstanding shares – none
$

 
$

 
$

Common stock, $0.10 par value: authorized shares - 145,000,000; issued shares - 87,106,042 as of September 30, 2014
8,711

 

 
8,711

Capital surplus
781,400

 

 
781,400

Contributed shares
6,002

 

 
6,002

Retained earnings
435,208

 
1,463

 
436,671

Accumulated other comprehensive loss
(23,887
)
 
(10
)
 
(23,897
)
Treasury stock, at cost: 5,262,831 shares as of September 30, 2014
(83,385
)
 

 
(83,385
)
Total MasTec, Inc. shareholders’ equity
$
1,124,049

 
$
1,453

 
$
1,125,502

Non-controlling interests
$
4,838

 
$

 
$
4,838

Total equity
$
1,128,887

 
$
1,453

 
$
1,130,340

Total liabilities and equity
$
3,470,126

 
$
(4,225
)
 
$
3,465,901


A reclassification adjustment associated with cost-to-complete estimates reduced other current liabilities and costs and earnings in excess of billings by $5.3 million. Additionally, other cost-to-complete estimate changes for the projects discussed above resulted in an increase in costs and earnings in excess of billings of $1.1 million, for a net decrease in cost in excess of billings and earnings of $4.2 million as of September 30, 2014. Billings in excess of costs and earnings decreased by $1.3 million as of September 30, 2014. The increase in Net Income discussed above resulted in an increase in current taxes payable of $0.9 million.
RESTATED CONDENSED UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
 
For the Nine Months Ended September 30,
 
As Reported
 
Adjustments
 
As Restated
Cash flows from operating activities:
 
 
 
 
 
Net income
$
93,392

 
$
1,463

 
$
94,855

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
 
 
Depreciation and amortization
111,996

 

 
111,996

Non-cash interest expense
6,052

 

 
6,052

Non-cash stock-based compensation expense
11,584

 

 
11,584

Excess tax benefit from stock-based compensation
(3,494
)
 

 
(3,494
)
Provision for deferred income taxes
4,294

 

 
4,294

Other non-cash items
1,136

 

 
1,136

(Gains) losses on sales of assets, including impairment charges on discontinued operations
(4,068
)
 

 
(4,068
)
Changes in assets and liabilities, net of acquisitions:
 
 
 
 
 
Accounts receivable
(131,175
)
 
4,225

 
(126,950
)
Inventories
(27,553
)
 

 
(27,553
)
Other assets, current and long-term portion
5,202

 

 
5,202

Accounts payable and accrued expenses
14,521

 
898

 
15,419

Billings in excess of costs and earnings
4,171

 
(1,275
)
 
2,896

Book overdrafts
(10,399
)
 

 
(10,399
)
Other liabilities, current and long-term portion
5,360

 
(5,311
)
 
49

Net cash provided by operating activities
$
81,019

 
$

 
$
81,019

Cash flows (used in) provided by investing activities:
 
 
 
 
 
Cash paid for acquisitions, net of cash acquired
(162,901
)
 

 
(162,901
)
Capital expenditures
(90,962
)
 

 
(90,962
)
Proceeds from sale of property and equipment
12,204

 

 
12,204

Proceeds from disposal of business, net of cash divested

 

 

Payments for other investments, net
(1,046
)
 

 
(1,046
)
Net cash used in investing activities
$
(242,705
)
 
$

 
$
(242,705
)
Cash flows provided by (used in) financing activities:
 
 
 
 
 
Proceeds from credit facilities
1,319,623

 

 
1,319,623

Repayments of credit facilities
(955,151
)
 

 
(955,151
)
Repayment of senior notes, including convertible notes
(105,325
)
 

 
(105,325
)
Repayments of other borrowings
(15,827
)
 

 
(15,827
)
Payments of capital lease obligations
(38,358
)
 

 
(38,358
)
Proceeds from stock-based awards, net of tax withholdings
318

 

 
318

Excess tax benefit from stock-based compensation
3,494

 

 
3,494

Payments of acquisition-related contingent consideration
(60,341
)
 

 
(60,341
)
Payments of financing costs, including call premiums on extinguishment of debt
(1,455
)
 

 
(1,455
)
Net cash provided by financing activities
$
146,978

 
$

 
$
146,978

Effect of currency translation on cash
(1,152
)
 

 
(1,152
)
Net decrease in cash and cash equivalents
$
(15,860
)
 
$

 
$
(15,860
)
Cash and cash equivalents - beginning of period
$
22,927

 
$

 
$
22,927

Cash and cash equivalents - end of period
$
7,067

 
$

 
$
7,067

Supplemental cash flow information:
 
 
 
 
 
Interest paid
$
35,106

 
$

 
$
35,106

Income taxes paid, net of refunds
$
46,423

 
$

 
$
46,423

Supplemental disclosure of non-cash information:
 
 
 
 
 
Equipment acquired under capital lease
$
55,488

 
$

 
$
55,488

Equipment acquired under financing arrangements
$
6,851

 
$

 
$
6,851

Acquisition-related contingent consideration, new business combinations
$
34,988

 
$

 
$
34,988

Premium shares, conversion of convertible notes
$
114,785

 
$

 
$
114,785