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):
|
|
March 19, 2007 |
|
|
|
InfraSource Services, Inc.
(Exact name of registrant as specified in its charter)
| |
|
|
|
|
| Delaware
|
|
001-32164
|
|
03-0523754 |
| |
(State or other
jurisdiction of incorporation)
|
|
(Commission File
Number)
|
|
(IRS Employer
Identification No.) |
| |
|
|
100 West Sixth Street, Suite 300
Media, Pennsylvania
|
|
19063 |
| |
(Address of principal
executive offices)
|
|
(Zip Code) |
(610) 480-8000
(Registrant’s telephone number, including area code)
Not Applicable
(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 (see General Instruction
A.2 to Form 8-K):
|
|
|
| o |
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
|
| þ |
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
|
| o |
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
|
| o |
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01. Other Events.
In connection with the proposed acquisition, in a merger transaction, of InfraSource Services,
Inc., a Delaware corporation (“InfraSource”), by Quanta Services, Inc., a Delaware corporation
(“Quanta”), InfraSource is providing a copy of the Transcript of the joint March 19, 2007 investor
conference call as an exhibit to this Report and such Transcript is incorporated herein by
reference.
Important Information for Investors and Stockholders
In connection with the proposed merger, InfraSource and Quanta will file a joint proxy
statement/prospectus with the Securities and Exchange Commission (the “SEC”). INVESTORS AND
SECURITY HOLDERS ARE ADVISED TO READ THE PROXY STATEMENT WHEN IT BECOMES AVAILABLE BECAUSE IT WILL
CONTAIN IMPORTANT INFORMATION ABOUT THE MERGER AND THE PARTIES TO THE MERGER. Investors and
security holders may obtain a free copy of the proxy statement (when available) and other documents
filed by InfraSource at the SEC website, http://www.sec.gov.
InfraSource and certain executive officers and other members of its management may be deemed
participants in the solicitation of proxies from its stockholders in connection with the proposed
merger. Information concerning the interests of InfraSource’s participants in the solicitation,
which may be different than those of InfraSource stockholders generally, will be set forth in the
proxy statement/prospectus relating to the merger when it becomes available.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
|
|
|
| 99.1 |
|
Transcript of investor conference call on March 19, 2007 relating to the
proposed acquisition of InfraSource Services, Inc. by Quanta Services, Inc. |