What is the main purpose of Amendment No. 2 to the Rights Agreement?

The main purpose of Amendment No. 2 is to redefine how UtiliCorp United Inc.'s ownership stake is calculated under the Rights Agreement. It specifies that only outstanding voting shares of Quanta will be counted towards UtiliCorp's status as an "Exempt Person."

How does this amendment affect UtiliCorp's potential ownership of Quanta Services stock?

The amendment allows UtiliCorp to beneficially own up to 39% of Quanta's outstanding common stock, assuming all Series A preferred stock is converted. This percentage could be higher if UtiliCorp already held a greater stake before the amendment was publicly announced.

Why would Quanta Services amend its Rights Agreement in this manner?

While not explicitly stated, such amendments often aim to clarify or adjust the relationship with a significant shareholder like UtiliCorp. It could be to prevent a hostile takeover, to formalize a strategic alliance, or to set clearer boundaries on ownership levels and influence.

Who is UtiliCorp United Inc. and what is their relationship with Quanta Services?

The filing identifies UtiliCorp United Inc. as an entity with a significant potential ownership stake in Quanta Services. The specific nature of their business relationship or the reason for this ownership is not detailed in this 8-K, but the amendment suggests a material connection.

PWR 8-K SEC Disclosure — Feb 15, 2002

Summary

Quanta Services, Inc. (PWR) filed an 8-K on February 15, 2002, reporting an amendment to its Rights Agreement, effective February 13, 2002. This amendment, specifically Amendment No. 2, modifies the ownership thresholds for UtiliCorp United Inc. under the existing Rights Agreement. The primary change is that only outstanding shares of Quanta's voting stock will be considered when calculating the number of shares UtiliCorp can acquire while remaining an "Exempt Person." This adjustment allows UtiliCorp to beneficially own up to 39% of Quanta's outstanding common stock, adjusted for preferred stock conversion, or a higher percentage if already held before the announcement of this amendment. This action appears to be a strategic move to redefine or clarify the relationship and potential ownership stake of a significant shareholder, UtiliCorp, in Quanta Services.

Key Highlights

1Quanta Services amended its Rights Agreement on February 13, 2002, with Amendment No. 2.
2The amendment specifically affects the calculation of ownership thresholds for UtiliCorp United Inc.
3Only outstanding shares of Quanta's voting stock will be counted for UtiliCorp's Exempt Person status.
4UtiliCorp can now beneficially own up to 39% of Quanta's outstanding common stock (considering preferred stock conversion).
5This percentage may be higher if UtiliCorp already held more as of the amendment's announcement.
6The filing includes Amendment No. 2 to the Rights Agreement and a related press release as exhibits.

QUANTA SERVICES, INC. 8-K Report (Feb 15, 2002)

Summary

Key Highlights

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