UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): October 31, 2016 (October 28, 2016)
MYR GROUP INC.
(Exact name of registrant as specified in its charter)
| Delaware | 1-08325 | 36-3158643 | ||
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
|
1701 Golf Road, Suite 3-1012 Rolling Meadows, IL |
60008 | |
| (Address of principal executive offices) | (ZIP Code) |
Registrant’s telephone number, including area code: (847) 290-1891
None
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 8.01 | Other Events. |
On October 31, 2016, MYR Group Inc. issued a press release announcing that its Canadian subsidiary company, MYR Group Construction Canada, Ltd., has acquired substantially all of the assets of Western Pacific Enterprises GP and certain assets of Western Pacific Enterprises Ltd., conducting business as Western Pacific Enterprises GP. The transaction closed on October 28, 2016. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| 99.1 | MYR Group Inc. Press Release, dated October 31, 2016 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MYR GROUP INC. | ||||
|
Dated: |
October 31, 2016 |
By: |
/s/ BETTY R. JOHNSON | |
| Name: | Betty R. Johnson | |||
| Title: | Senior Vice President, Chief Financial Officer and Treasurer | |||
exhibit index
| Exhibit No. | Description | |
| 99.1 | MYR Group Inc. Press Release, dated October 31, 2016 |
Exhibit 99.1
MYR Group Inc. Acquires British Columbia Electrical Contractor
Western Pacific Enterprises
Rolling Meadows, Ill., October 31, 2016 — MYR Group Inc. (“MYR Group”) (NASDAQ: MYRG), a leading specialty contractor serving the electrical infrastructure market in the United States and Canada, announced that its Canadian subsidiary company, MYR Group Construction Canada, Ltd., has acquired substantially all of the assets of Western Pacific Enterprises GP and certain assets of Western Pacific Enterprises Ltd., conducting business as Western Pacific Enterprises GP (“WPE”). WPE is one of the largest electrical contractors in British Columbia and provides services throughout western Canada.
The transaction closed on October 28, 2016, and was valued at approximately $16.1 million CDN. Over the last five years, WPE’s average annual revenues have been approximately $100 million CDN. The acquisition of WPE expands MYR Group’s Commercial & Industrial (“C&I”) presence into western Canada and will help leverage MYR Group’s Transmission & Distribution (“T&D”) capabilities in the region through WPE’s extensive substation experience in the electric utility sector.
Headquartered in Coquitlam, British Columbia, WPE has been involved in some of western Canada’s most notable construction and renovation projects. WPE will operate as Western Pacific Enterprises Ltd. as part of MYR Group.
Bill Koertner, MYR Group’s President and Chief Executive Officer, said, “The addition of Western Pacific Enterprises to MYR Group strengthens our position in Canada with its experience and expertise in both the C&I and T&D market segments, and further demonstrates the execution of our three-pronged strategy of prudent organic growth, acquisitions and return of capital for our stockholders. WPE brings a skilled workforce, a strong management team and a culture that aligns with MYR Group’s own values and culture. We welcome the employees of WPE and look forward to a successful integration into our organization."
About MYR Group Inc.
MYR Group is a leading specialty contractor serving the electrical infrastructure market throughout the United States and Canada, and has the experience and expertise to complete electrical installations of any type and size. MYR Group’s comprehensive services on electric transmission and distribution networks and substation facilities include design, engineering, procurement, construction, upgrade, maintenance and repair services. MYR Group’s transmission and distribution customers include investor-owned utilities, cooperatives, private developers, government-funded utilities, independent power producers, independent transmission companies, industrial facility owners and other contractors. MYR Group also provides commercial and industrial electrical contracting services to general contractors, commercial and industrial facility owners, local governments and developers generally throughout the western and northeastern United States and western Canada. For more information, visit myrgroup.com.
About Western Pacific Enterprises
WPE is a one of the largest electrical contractors in British Columbia providing commercial, industrial, and utility construction and maintenance services throughout western Canada. Through its commercial and industrial division, WPE has extensive experience in large-scale electrical projects, and telecommunications for general contractors, commercial and industrial facility owners, local governments and developers. The Company serves utilities, government entities, private developers, independent power producers and other contractors and through its utility division, specializing in substation construction and maintenance. For more information, visit westernpacificent.citymax.com.
Forward-Looking Statements
Various statements in this announcement, including those that express a belief, expectation, or intention, as well as those that are not statements of historical fact, are forward-looking statements. The forward-looking statements may include projections and estimates concerning the timing and success of specific projects and our future production, revenue, income, capital spending, segment improvements and investments. Forward-looking statements are generally accompanied by words such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “objective,” “outlook,” “plan,” “project,” “likely,” “unlikely,” “possible,” “potential,” “should” or other words that convey the uncertainty of future events or outcomes. The forward-looking statements in this announcement speak only as of the date of this announcement; we disclaim any obligation to update these statements (unless required by securities laws), and we caution you not to rely on them unduly. We have based these forward-looking statements on our current expectations and assumptions about future events. While our management considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks, contingencies and uncertainties, most of which are difficult to predict and many of which are beyond our control. No forward-looking statement can be guaranteed and actual results may differ materially from those projected. Forward-looking statements in this press announcement should be evaluated together with the many uncertainties that affect MYR Group's business, particularly those mentioned in the risk factors and cautionary statements in Item 1A of MYR Group's Annual Report on Form 10-K for the fiscal year ended December 31, 2015, and in any risk factors or cautionary statements contained in MYR Group's subsequent Quarterly Reports on Form 10-Q or Current Reports on Form 8-K.
Contact
Betty R. Johnson, Chief Financial Officer
MYR Group Inc., 847-290-1891, investorinfo@myrgroup.com
Kristine Walczak
Dresner Corporate Services, 312-780-7240, kwalczak@dresnerco.com