Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
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Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
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Our common stock is listed on the New York Stock Exchange (NYSE) under the symbol “PWR.” The following table sets forth the high and low sales prices of our common stock per quarter, as reported by the NYSE, for the two most recent fiscal years.
| High | Low | |||||||
| Year Ended December 31, 2014 | ||||||||
| 1st Quarter | $ | 37.28 | $ | 29.85 | ||||
| 2nd Quarter | 37.42 | 32.50 | ||||||
| 3rd Quarter | 37.49 | 32.86 | ||||||
| 4th Quarter | 36.34 | 25.34 | ||||||
| Year Ended December 31, 2013 | ||||||||
| 1st Quarter | $ | 29.94 | $ | 27.57 | ||||
| 2nd Quarter | 30.56 | 25.26 | ||||||
| 3rd Quarter | 29.13 | 25.57 | ||||||
| 4th Quarter | 31.60 | 26.72 |
On February 23, 2015, there were 791 holders of record of our common stock, 16 holders of record of exchangeable shares of Canadian subsidiaries of Quanta, one holder of record of our Series F preferred stock and one holder of record of our Series G preferred stock. There is no established trading market for the exchangeable shares or the Series F and Series G preferred stock; however, the exchangeable shares may be exchanged at the option of the holder for Quanta common stock on a one-for-one basis. See Note 11 of the Notes to Consolidated Financial Statements in Item 8. Financial Statements and Supplementary Data for additional discussion of our equity securities.
Unregistered Sales of Securities During the Fourth Quarter of 2014
On November 21, 2014, we completed the acquisition of an oil and gas infrastructure services business based in Alberta, Canada. The consideration paid or payable for this acquisition consisted of approximately $112.9 million in cash and the unregistered issuance of 2,104,594 exchangeable shares of a Canadian subsidiary of Quanta, which are exchangeable on a one-for-one basis for our common stock. For additional information about this acquisition, see 2014 Acquisitions in Note 5 of the Notes to Consolidated Financial Statements in Item 8. Financial Statements and Supplementary Data.
Such exchangeable shares were issued, and the common stock into which such shares are exchangeable will be issued, in reliance upon the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended, as the shares were issued to the owner of the business acquired in a privately negotiated transaction not involving any public offering or solicitation.
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Issuer Purchases of Equity Securities During the Fourth Quarter of 2014
The following table contains information about our purchases of equity securities during the three months ended December 31, 2014.
| Period | Total Number of Shares Purchased | Average Price Paid per Share | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | Maximum Number (or Approximate Dollar Value) of Shares That May Yet be Purchased Under the Plans or Programs (2) | ||||||||||||
| October 1, 2014 — October 31, 2014 | 173 | (1) | $ | 31.38 | — | |||||||||||
| November 1, 2014 — November 30, 2014 | 13,898 | (1) | $ | 33.51 | — | |||||||||||
| December 1, 2014 — December 31, 2014 | 1,662,753 | (2) | $ | 29.14 | 1,662,753 | |||||||||||
| Total | 1,676,824 | 1,662,753 | $ | 406,518,349 | ||||||||||||
| (1) | Represents shares purchased from employees to satisfy tax withholding obligations in connection with the vesting of restricted stock and RSU awards. |
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| (2) | On December 6, 2013, we issued a press release announcing that our board of directors approved a stock repurchase program, authorizing us to purchase, from time to time through December 31, 2016, up to $500.0 million of our outstanding common stock. These repurchases can be made in open market transactions or in privately negotiated transactions, including block purchases or otherwise, at management’s discretion based on market and business conditions, applicable legal requirements and other factors. This program does not obligate us to acquire any specific amount of common stock and will continue until completed or otherwise modified or terminated by our board of directors at any time at its sole discretion and without notice. As of December 31, 2014, we had repurchased an aggregate $93.5 million in Quanta common stock under this program. In addition, as discussed in Liquidity and Capital Resources — Debt Instruments — Credit Facility in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, our credit agreement includes limitations on the repurchase of common stock without consent of our lenders. |
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Dividends
We did not declare any cash dividends on our common stock during the years ended December 31, 2014 or 2013, or in any previous periods. We currently intend to retain our future earnings, if any, to finance the growth, development and expansion of our business. Accordingly, we currently do not intend to declare or pay any cash dividends on our common stock in the immediate future. The declaration, payment and amount of future cash dividends, if any, will be at the discretion of our board of directors after taking into account various factors. These factors include our financial condition, results of operations, cash flows from operations, current and anticipated capital requirements and expansion plans, the income tax laws then in effect and the requirements of Delaware law. In addition, as discussed in Liquidity and Capital Resources — Debt Instruments — Credit Facility in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, our credit agreement restricts the payment of cash dividends unless certain conditions are met.
Performance Graph
The following Performance Graph and related information shall not be deemed “soliciting material” or to be “filed” with the Securities and Exchange Commission, nor shall such information be incorporated by reference into any future filing under the Securities Act of 1933 or Securities Exchange Act of 1934, each as amended, except to the extent that we specifically incorporate it by reference into such filing.
The following graph compares, for the period from December 31, 2009 to December 31, 2014, the cumulative stockholder return on our common stock with the cumulative total return on the Standard & Poor’s 500 Index (the S&P 500 Index) and two peer groups selected by our management that include public companies
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within our industries. The companies in each peer group were selected to represent a broad group of publicly held corporations with operations similar to ours. The current peer group (the 2014 Peer Group) includes AECOM Technology Corporation, Chicago Bridge & Iron Company N.V., EMCOR Group Inc., Fluor Corporation, Jacobs Engineering Group Inc., KBR, Inc., MasTec, Inc., MYR Group Inc., Primoris Services Corporation and Willbros Group, Inc. The peer group used in the prior year (the 2013 Peer Group) included Chicago Bridge & Iron Company N.V., EMCOR Group Inc., Fluor Corporation, Jacobs Engineering Group Inc., MasTec, Inc., MYR Group Inc., Pike Electric Corporation, URS Corp. and Willbros Group, Inc. The shift in the 2014 Peer Group was based on the fact that both Pike Electric Corporation and URS Corp. were acquired and ceased to be publicly traded companies during 2014 and our decision to include additional companies that are similar to us in market capitalization or lines of business or that serve similar end markets.
The graph below assumes an investment of $100 (with reinvestment of all dividends) in our common stock, the S&P 500 Index, the 2014 Peer Group and the 2013 Peer Group on December 31, 2009 and tracks their relative performance through December 31, 2014. However, the assumed investment in the 2013 Peer Group does not include an investment in either Pike Electric Corporation or URS Corp., as both ceased to be publicly traded companies during 2014. The returns of each company in the peer groups are weighted based on the market capitalization of each constituent company at the beginning of the measurement period. The stock price performance reflected on the following graph is not necessarily indicative of future stock price performance.
COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN
Among Quanta Services, Inc., the S&P 500 Index, the 2014 Peer Group and the 2013 Peer Group

| 12/09 | 12/10 | 12/11 | 12/12 | 12/13 | 12/14 | |||||||||||||||||||
| Quanta Services, Inc. | $ | 100.00 | $ | 95.59 | $ | 103.36 | $ | 130.95 | $ | 151.44 | $ | 136.23 | ||||||||||||
| S&P 500 | 100.00 | 115.06 | 117.49 | 136.30 | 180.44 | 205.14 | ||||||||||||||||||
| 2014 Peer Group | 100.00 | 133.21 | 116.42 | 135.76 | 190.62 | 136.18 | ||||||||||||||||||
| 2013 Peer Group | 100.00 | 133.96 | 116.65 | 138.72 | 202.36 | 143.74 |
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