Summary
Quanta Services, Inc. (PWR) filed an 8-K on January 17, 2014, reporting on an amendment to its Certificate of Incorporation. This amendment, effective January 14, 2014, involved the creation and issuance of one share of Series G Preferred Stock. This action was taken in connection with an acquisition by a Canadian subsidiary and was structured as an unregistered sale of equity securities under Section 4(a)(2) of the Securities Act of 1933. The Series G Preferred Stock is designed to grant the holder voting rights in Quanta common stock equivalent to the number of exchangeable shares outstanding from its Canadian subsidiary. As of the reporting date, there were 899,858 exchangeable shares outstanding. The preferred stock will be automatically redeemed for $1.00 if no exchangeable shares or convertible securities remain outstanding. Notably, no dividends are payable on this Series G Preferred Stock.
Key Highlights
- 1Quanta Services, Inc. created and issued one share of Series G Preferred Stock.
- 2The issuance was related to an acquisition by a Canadian subsidiary.
- 3The transaction was considered an unregistered sale of equity securities.
- 4The Series G Preferred Stock grants voting rights equivalent to the number of outstanding exchangeable shares.
- 5As of January 14, 2014, 899,858 exchangeable shares were outstanding.
- 6The Series G Preferred Stock will be automatically redeemed for $1.00 under specific conditions (no exchangeable shares outstanding).
- 7No dividends are payable on the Series G Preferred Stock.