-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Id2CqNiH3w1o7JmSuAroQ3C+/Q0RUuFRVxDrruqseMVX7bmZe91NHOzpTa1Qd0NN b/GWbci50vI8uk/sobPQcw== 0000947871-03-002624.txt : 20031204 0000947871-03-002624.hdr.sgml : 20031204 20031203215033 ACCESSION NUMBER: 0000947871-03-002624 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031203 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20031204 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DYCOM INDUSTRIES INC CENTRAL INDEX KEY: 0000067215 STANDARD INDUSTRIAL CLASSIFICATION: WATER, SEWER, PIPELINE, COMM AND POWER LINE CONSTRUCTION [1623] IRS NUMBER: 591277135 STATE OF INCORPORATION: FL FISCAL YEAR END: 0729 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10613 FILM NUMBER: 031036380 BUSINESS ADDRESS: STREET 1: 4440 PGA BLVD. STE 500 STREET 2: FIRST UNION CENTER CITY: PALM BEACH GARDENS STATE: FL ZIP: 33410 BUSINESS PHONE: 5616277171 MAIL ADDRESS: STREET 1: 4440 PGA BLVD STE 500 STREET 2: FIRST UNION CENTER CITY: PALM BEACH GARDENS STATE: FL ZIP: 33410 FORMER COMPANY: FORMER CONFORMED NAME: MOBILE HOME DYNAMICS INC DATE OF NAME CHANGE: 19820302 8-K 1 f8k_120303.txt CURRENT REPORT SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ----------------------------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ----------------------------- Date of Report (Date of earliest event reported): December 3, 2003 Dycom Industries, Inc. (Exact name of registrant as specified in its charter) Florida 0-5423 59-1277135 (State or other jurisdiction Commission File Number (I.R.S. Employer of incorporation or organization) Identification Number)
----------------------------- 4440 PGA Boulevard, Suite 500, Palm Beach Gardens, Florida 33410 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (561) 627-7171 Exhibit Index on Page 3 Item 5. Other Events. ------------ On December 3, 2003, Dycom Industries, Inc. issued a press release announcing that it had consummated its acquisition of UtiliQuest Holdings Corp. pursuant to the terms of the Merger Agreement it previously announced on November 17, 2003. The press release is attached hereto as Exhibit 99.1 and is incorporated in its entirety by reference herein. Item 7. Financial Statements and Exhibits. --------------------------------- (c) EXHIBITS. 99.1 Press Release dated December 3, 2003. 2 EXHIBIT INDEX Exhibit No. Description - ---------- ----------- 99.1 Press Release dated December 3, 2003. 3 Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. DYCOM INDUSTRIES, INC. By: /s/ Steven Nielsen -------------------------- Name: Steven Nielsen Title: President and Chief Executive Officer 4 EX-99 3 ex_120303.txt EX 99.1 - PRESS RELEASE EXHIBIT 99.1 ------------ [DYCOM LETTERHEAD] N E W S R E L E A S E ------------------------ FOR IMMEDIATE RELEASE Contact: Steven E. Nielsen - --------------------- President and CEO Richard L. Dunn Senior Vice President and CFO (561) 627-7171 Palm Beach Gardens, Florida December 3, 2003 DYCOM ACQUIRES UTILIQUEST HOLDINGS CORP. AND ANNOUNCES CONFERENCE CALL TO DISCUSS RECENT ACQUISITIONS AND UPDATED OUTLOOK PALM BEACH GARDENS, FLORIDA (December 3, 2003) - DYCOM INDUSTRIES, INC. (NYSE: DY) announced today that pursuant to a merger agreement it previously announced on November 17, 2003, UtiliQuest Holdings Corp. has become a wholly owned subsidiary of Dycom. UtiliQuest was purchased from GFI Energy Ventures for an aggregate payment of approximately $120 million in cash. UtiliQuest Holdings Corp., through its operating subsidiaries UtiliQuest LLC and Underground Technology, Inc., provides underground utility locating services, which identify and mark underground utilities such as telephone, cable television, power and gas prior to underground excavations performed by others. UtiliQuest operates from over 55 locations in 19 states with over 1,900 employees. A conference call has been scheduled for Tuesday, December 9, 2003, at 9:00 a.m. (ET) to discuss this acquisition, the recently announced acquisition of First South Utility Construction, Inc. and the updated outlook for the second and third quarters of fiscal 2004. Dycom will announce its updated outlook for the second and third quarters of fiscal 2004 on Monday, December 8, 2003 at approximately 4:15 p.m. (ET). To participate in the conference call, dial 888-428-4480 (United States) or 612-288-0340 (International) ten minutes before the conference call begins and ask for the "Dycom Recent Acquisitions" conference call. A live webcast of the conference call will be available at http://www.dycomind.com. If you are unable to attend the conference call at the scheduled time, a replay of the live webcast will also be available at http://www.dycomind.com until Thursday, January 8, 2004. ***** Dycom is a leading provider of engineering, construction, and maintenance services to telecommunication providers throughout the United States. Additionally, Dycom provides 5 similar services related to the installation of integrated voice, data, and video local and wide area networks within office buildings and similar structures. Dycom also provides underground utility locating and mapping and electric utility construction services. GFI Energy Ventures LLC is a private equity firm investing exclusively in companies providing services, equipment, systems, and software to participants in competitive energy markets worldwide. Los Angeles-based GFI is the co-general partner of the $454 million OCM/GFI Power Opportunities Fund. UtiliQuest was a portfolio company of this Fund. GFI's website is www.gfienergy.com. 6 -----END PRIVACY-ENHANCED MESSAGE-----