8-KAcquisitions & DispositionsExhibits & Filings

COMFORT SYSTEMS USA INC 8-K Report, Acquisition Completed (Jun 5, 2006)

Filed June 5, 2006For Securities:FIX

Summary

Comfort Systems USA, Inc. (FIX) filed an 8-K on June 5, 2006, reporting the completion of an asset sale. On June 1, 2006, the company, through its subsidiary ARC Comfort Systems USA, Inc., sold certain assets of ARC to Mesa Energy Systems, Inc. (a subsidiary of EMCOR Group, Inc.) for approximately $0.7 million in cash. This transaction is not expected to result in a gain or loss for the company. The company is also in the process of shutting down the remaining operations of ARC. The filing includes unaudited pro forma financial statements that reflect the impact of this asset disposition and the shutdown of ARC's operations. These statements present the company's financial position and results of operations as if the transaction had occurred earlier. Investors should note that these pro forma figures are based on preliminary estimates and may not be indicative of future performance.

Key Highlights

  • 1Completion of an asset sale by subsidiary ARC Comfort Systems USA, Inc. to Mesa Energy Systems, Inc. for approximately $0.7 million cash.
  • 2The transaction is not expected to result in a gain or loss.
  • 3Comfort Systems USA, Inc. is in the process of shutting down the remaining operations of ARC.
  • 4Unaudited pro forma financial statements are provided to reflect the impact of the disposition and shutdown.
  • 5Pro forma statements adjust for the asset sale as if it occurred on January 1, 2005, for income statements and March 31, 2006, for the balance sheet.
  • 6The pro forma adjustments are based on preliminary estimates and do not include the investment income from the cash proceeds.
  • 7The note to the pro forma statements indicates that SG&A expenses do not reflect potential reductions in corporate costs related to the divestiture.

Frequently Asked Questions

The main event is the completion of an asset sale by Comfort Systems USA, Inc.'s subsidiary, ARC Comfort Systems USA, Inc., to Mesa Energy Systems, Inc. for approximately $0.7 million in cash. The company is also shutting down the remaining operations of ARC.

The transaction is not expected to result in a gain or loss. The filing provides unaudited pro forma financial statements that adjust historical figures to reflect the sale and shutdown as if they occurred earlier, offering a perspective on the company's financial position and operations without the divested assets.

No, the pro forma financial statements are unaudited and based on preliminary estimates. They are intended to illustrate the potential impact of the transaction but may not be indicative of future results. Investors should refer to the company's historical financial statements for actual performance.

The note to the pro forma financial statements states that the presented selling, general, and administrative expenses do not account for any potential reductions in corporate overhead that might arise from the divestiture and shutdown of ARC's operations.