SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934
Filed by the Registrant |X|
Filed by a party other than the Registrant |_|
Check the appropriate box:
|_| Preliminary Proxy Statement
|_| Confidential, for Use of the Commission Only (as Permitted by Rule
14a-6(e)(2))
|_| Definitive Proxy Statement
|X| Definitive Additional Materials
|_| Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12
QUANTA SERVICES, INC.
--------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)
--------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
|X| No fee required.
|_| Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
(1) Title of each class of securities to which transaction applies:
----------------------------------------------------------------
(2) Aggregate number of securities to which transaction applies:
----------------------------------------------------------------
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on
which the filing fee is calculated and state how it was
determined):
----------------------------------------------------------------
(4) Proposed maximum aggregate value of transaction:
----------------------------------------------------------------
(5) Total fee paid:
----------------------------------------------------------------
|_| Fee paid previously with preliminary materials.
|_| Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
paid previously. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
----------------------------------------------------------------
(2) Form, Schedule or Registration Statement No.:
----------------------------------------------------------------
(3) Filing Party:
----------------------------------------------------------------
(4) Date Filed:
----------------------------------------------------------------
EXPLANATORY NOTE
Quanta Services, Inc., a Delaware corporation ("Quanta
Services"), is filing the materials contained in this Schedule 14A with the
Securities and Exchange Commission on April 15, 2002 in connection with the
solicitation of proxies for electing the board of directors of Quanta Services
at the 2002 annual meeting of Quanta Services' stockholders.
###
[QUANTA SERVICES, INC. LOGO] PRESS RELEASE
FOR IMMEDIATE RELEASE
Contacts:
James Haddox, CFO Jim Barron Ken Dennard / kdennard@easterly.com
Reba Reid Jonathan Gasthalter Lisa Elliott / lisae@easterly.com
Quanta Services, Inc. Citigate Sard Verbinnen Easterly Investor Relations
713-629-7600 212-687-8080 713-529-6600
QUANTA SETS MAY 23, 2002 ANNUAL MEETING
WILL MAIL DEFINITIVE PROXY MATERIALS
HOUSTON - APRIL 15, 2002 - Quanta Services, Inc. (NYSE: PWR), a leading provider
of specialized contracting services to the electric power, gas,
telecommunications and cable television industries, today announced that it has
filed a definitive proxy statement with the Securities and Exchange Commission
and has set its annual meeting for Thursday, May 23, 2002. The meeting will be
held at 9:00 local time at the Houston St. Regis Hotel.
Quanta will mail its definitive proxy statement this week. The mailing will
include a white proxy card which stockholders will be asked to sign and in
support of Quanta's current Board of Directors. Stockholders of record as of the
close of business on Monday, April 29, 2002 will be eligible to vote at the
meeting. At the meeting, Aquila, Inc. (NYSE: ILA) is seeking to remove all of
Quanta's existing Directors and replace them with its nominees in order to
facilitate the consolidation of Quanta's earnings into Aquila's financial
statements.
John R. Colson, Quanta's chief executive officer, said, "It is important that
all stockholders exercise their right to vote at this critical annual meeting.
We encourage them to sign and return the white proxy cards as soon as they
receive them."
Colson continued, "Contrary to what Aquila has said in order to meet its own
objectives, Quanta is performing well, delivering strong financial and
operational results relative to its peers and has excellent long-term growth
prospects. In 2001, Quanta generated record revenues of $2.01 billion and record
cash flow from operations of $210 million, alongside stronger EPS performance
and better EBIT and EBITDA margins than its competitors.
Members of Quanta's Board continue to make significant contributions to Quanta's
business and two of the Company's Directors were responsible for almost 35% of
Quanta's 2001 revenues. Investors should note that seven of Aquila's nominees do
not own any Quanta stock and six are executives of Aquila or an entity it
controls."
Colson concluded, "As Aquila has said in the past, its nominees to Quanta's
Board are pledged to serve Aquila's interests if elected. Quanta's Board will
continue to vigorously oppose Aquila's efforts to take control of Quanta to
fulfill its own accounting imperatives, without providing appropriate benefits
or protections to our other stockholders."
Important Information
Quanta Services, Inc. has filed a proxy statement with the Securities and
Exchange Commission relating to Quanta's solicitation of proxies from its
stockholders with respect to the Quanta Services, Inc. 2002 annual meeting of
stockholders, and anticipates disseminating the proxy statement beginning on
April [15], 2002. QUANTA SERVICES, INC. ADVISES SECURITY HOLDERS TO READ ITS
PROXY STATEMENT IN ITS ENTIRETY, BECAUSE IT CONTAINS IMPORTANT INFORMATION.
Quanta's proxy statement and other relevant documents are available for free at
www.sec.gov. You may also obtain a free copy of Quanta's proxy statement by
writing to Quanta Services, Inc. at 1360 Post Oak Boulevard, Suite 2100,
Houston, Texas 77056 or by contacting MacKenzie Partners, Inc., toll free at
1-800-322-2885. Detailed information regarding the names, affiliation and
interests of individuals who may be deemed participants in the solicitation of
proxies of Quanta's stockholders is available in the proxy statement filed by
Quanta with the SEC.
This press release contains various forward-looking statements and information.
Although the Company believes that the expectations reflected in such
forward-looking statements are reasonable; it can give no assurance that such
expectations will prove to have been correct. Such statements are subject to
certain risks, uncertainties and assumptions including, among other matters,
future growth in the electric utility and telecommunications outsourcing
industry and the ability of Quanta to complete acquisitions and to effectively
integrate the operations of acquired companies, and uncertainties relating to
Aquila's hostile proxy fight for the Company, as well as general risks related
to the industries in which Quanta, its customers and its suppliers operate.
Should one or more of these risks materialize, or should underlying assumptions
prove incorrect, actual results may vary materially from those expected. For a
discussion of the risks, investors are urged to refer to the Company's reports
filed under the Securities Exchange Act of 1934.
###
2