-----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, LFjAnOgBZXvLoQn34NXSjJr8pPqLr+FoLX3T3VBCHR+U0cW2cVdCNJ18EHQ2kgAR 3tBwI/GWrdBcY9fpgHEjPg== 0001044442-00-000010.txt : 20000428 0001044442-00-000010.hdr.sgml : 20000428 ACCESSION NUMBER: 0001044442-00-000010 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000427 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: SEC FILE NUMBER: 005-54689 FILM NUMBER: 609719 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 AMENDMENT NO.7 TO STATEMENT ON SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 7) Quanta Services, Inc. (Name of Issuer) Common Stock, $0.00001 par value (Title of Class of Securities) 74762E102 (CUSIP Number) Dale J. Wolf, 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) with a copy to: Dennis P. Wilbert, Esq., Blackwell Sanders Peper Martin LLP, 2300 Main Street Kansas City, Missouri 64108 (816) 983-8124. April 24, 2000 (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 ss. 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). - -------------------------------------------------------------------------------- 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 7 SOLE VOTING POWER SHARES BENEFICIALLY 26,155,966 OWNED BY EACH REPORTING PERSON WITH ----------------------------------------------------------------- 8 SHARED VOTING POWER None* ----------------------------------------------------------------- 9 SOLE DISPOSITIVE POWER 26,155,966 ----------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER None - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 26,155,966 - -------------------------------------------------------------------------------- 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) 48.5%** - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON (See Instructions) CO - --------------------------------------------------------------------------------
[FN] * 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 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 Agreements. ** Based on the number of shares of Common Stock of the Issuer outstanding after a 3-for-2 stock split became effective on April 7, 2000 (as indicated in the Issuer's definitive proxy statement for its annual stockholders meeting in 2000 (Form 14A filed on April 6, 2000)). This percentage is obtained by using 53,874,481 shares, the total number of Issuer's issued and outstanding Common Stock, as the denominator. However, the percentage of Common Stock owned by UtiliCorp on a fully diluted basis is 33.6%. This fully diluted percentage is obtained by using 77,856,310 shares as the denominator, which includes (a) 53,874,481 shares of Issuer's issued and outstanding Common Stock; (b) Issuer's Convertible Preferred Stock held by UtiliCorp that can be converted into approximately 9,300,000 shares of Common Stock; (c) the Convertible Promissory Notes held by UtiliCorp that can be converted into 5,383,636 shares of Common Stock; (d) 6,390,811 shares of Common Stock issuable pursuant to options granted under Issuer's 1997 Stock Option Plan; and (e) 2,907,382 shares of Limited Vote Common Stock. 2 AMENDMENT NO. 7 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, of Quanta Services, Inc., a Delaware corporation ("Issuer") (the "Common Stock"), is correct to the best knowledge and belief of UtiliCorp. The Schedule 13D originally filed on October 4, 1999 on behalf of UtiliCorp and six amendments thereto filed on October 8, 1999, October 14, 1999, October 20, 1999, October 26, 1999, November 9, 1999 and January 13, 2000, respectively, on behalf of UtiliCorp are incorporated by reference and amended as follows. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION, ITEM 4. PURPOSE OF TRANSACTION, AND ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. Pursuant to a letter dated January 4, 2000 from Quanta, UtiliCorp completed the purchase of 186,174 shares of Common Stock by exercising its pre-emptive right (as provided under that certain Investor's Rights Agreement dated as of September 21, 1999) for $3,384,475.25 on January 7, 2000. Similarly, pursuant to a letter dated April 14, 2000 from Quanta, UtiliCorp completed the purchase of 208,995 shares of Common Stock by exercising its pre-emptive right for $5,139,619.88 on April 24, 2000. In addition, on April 14, 2000, UtiliCorp purchased 250,000 shares of Common Stock in a series of broker-assisted purchases on the open market for an aggregate purchase price of $9,614,850. Pursuant to stock purchase agreements dated as of April 14, 2000, UtiliCorp completed (or was near completing) the purchase of 3,088,529 shares of restricted Common Stock with 16 of Issuer's record stockholders for an aggregate purchase price of $ 129,568,877.60 between April 24, 2000 and April 26, 2000. In addition, pursuant to note purchase agreements dated as of April 14, 2000, on April 24, 2000 UtiliCorp completed (a) the purchase of Convertible Promissory Notes held by Joint Energy Development Investment II Limited Partnership that can be converted into 4,037,727 shares of Common Stock for a purchase price of $154,392,586.10; and (b) the purchase of Convertible Promissory Notes held by SE Thunderbird L.P. that can be converted into 1,345,909 shares of Common Stock for a purchase price of $51,464,195.30. UtiliCorp will fund these purchases by a combination of working capital and short term debt. The aggregate number of Common Stock described in the preceding two paragraphs is 9,117,334 shares, which represent 17% of Issuer's issued and outstanding Common Stock, or 11.7% on a fully diluted basis. In the aggregate, UtiliCorp beneficially owns 26,155,966 shares of Issuer's outstanding Common Stock, which represent 48.5% of Issuer's issued and outstanding Common Stock, or 33.6% on a fully diluted basis. 3 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: April 26, 2000 UtiliCorp United Inc. By: /s/ Dale J. Wolf Name: Dale J. Wolf Title: Secretary 4 -----END PRIVACY-ENHANCED MESSAGE-----