Item 1.01 Entry into a Material Definitive Agreement.
On September 22, 2020 (the "Closing Date"), Quanta Services, Inc. (the
"Company") closed the sale of $1,000,000,000 aggregate principal amount of its
2.900% Senior Notes due 2030 (the "Notes"), pursuant to an underwriting
agreement (the "Underwriting Agreement") entered into on September 17, 2020, by
and among the Company and BofA Securities, Inc. and Wells Fargo Securities, LLC,
as representatives of the several underwriters named in Schedule A to the
Underwriting Agreement (the "Underwriters"). The issuance and sale of the Notes
(the "Offering") was registered under the Securities Act of 1933, as amended
(the "Securities Act"), pursuant to the Company's shelf registration statement
on Form S-3ASR (Registration No. 333-248776), and was made pursuant to a
prospectus supplement, dated September 17, 2020, a pricing term sheet filed as a
free writing prospectus on September 18, 2020, and a base prospectus, dated
September 14, 2020, filed with the Securities and Exchange Commission pursuant
to Rule 424(b) of the Securities Act.
The Company received net proceeds from the Offering of approximately $986.7
million, after deducting underwriting discounts and estimated offering expenses.
On the Closing Date, the Company used the net proceeds from the Offering,
together with cash on hand, to voluntarily prepay the term loans outstanding
under its existing credit agreement. Certain of the Underwriters or their
affiliates are lenders under the existing credit agreement and, as a result,
received net proceeds from the Offering. In addition, certain of the
Underwriters and their affiliates have engaged in, and may in the future engage
in, investment banking and other commercial dealings in the ordinary course of
business with the Company or its affiliates for which they have received, or may
in the future receive, customary fees and commissions. Further, one of the
Underwriters is an affiliate of U.S. Bank National Association, the trustee for
the Notes.
The Underwriting Agreement contains customary indemnification and contribution
provisions whereby the Company, on the one hand, and the Underwriters, on the
other hand, have agreed to indemnify each other against certain liabilities,
including liabilities under the Securities Act.
The foregoing description of the Underwriting Agreement does not purport to be
complete and is qualified in its entirety by reference to the full text of the
Underwriting Agreement, a copy of which is filed as Exhibit 1.1 to this Current
Report on Form 8-K and is incorporated herein by reference.
--------------------------------------------------------------------------------
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
No. Exhibit
1.1 Underwriting Agreement, dated September 17, 2020, by and among Quanta
Services, Inc. and BofA Securities, Inc. and Wells Fargo Securities,
LLC, as representatives of the several underwriters named therein
5.1 Opinion of Baker Botts L.L.P.
23.1 Consent of Baker Botts L.L.P. (incorporated by reference from Exhibit
5.1)
104 Cover Page Interactive Data File (the cover page XBRL tags are embedded
within the Inline XBRL document)
--------------------------------------------------------------------------------
© Edgar Online, source Glimpses
QUANTA SERVICES, INC. 
